Stock Code: 3669

AVer

AVer Information Inc.

2026 Annual Shareholders' Meeting

Meeting Agenda

(Translation)

Date: June 9, 2026

Venue: AVer Information Inc.

No.157, Da-An Rd., Tucheng Dist., New Taipei City (1F conference room)

DISCLAIMER

THIS IS A TRANSLATION OF THE AGENDA FOR THE 2023 ANNUAL GENERAL SHAREHOLDERS' MEETING (THE “AGENDA”) OF AVER INFORMATION INC. (THE “COMPANY”). THIS TRANSLATION IS INTENDED FOR REFERENCE ONLY AND NOTHING ELSE, THE COMPANY HEREBY DISCLAIMS ANY AND ALL LIABILITIES WHATSOEVER FOR THE TRANSLATION. THE CHINESE TEXT OF THE AGENDA SHALL GOVERN ANY AND ALL MATTERS RELATED TO THE INTERPRETATION OF THE SUBJECT MATTER STATED HEREIN.

Table of Contents

Item	Page Number
I. Meeting procedures	1
II. Meeting agenda	2
i. Report items	4
ii. Acknowledgement items	5
iii. Discussion items	6
iv. Election items	6
v. Other items	6
iv. Extraordinary motions	7
v. Adjournment	7
III. Attachments	9
i. 2025 business report	9
ii. Audit Committee's review report	14
iii. 2025 Consolidated Financial Statements and Independent Auditor's report	15
iv. 2025 Parent Company Only Financial Statements and Independent Auditor's report	28
v. Proposal for distribution of 2025 profits	41
vi. List of Director candidates	42
vii. Details of the release of non-competition on the Company’s newly elected Directors	45
IV. Appendices	47
i. Rules and procedures for Shareholders' Meetings	47
ii. Rules for election of Directors	54
iii. Articles of Incorporation	58
iv. Shareholding of Directors	67

AVer Information Inc.

Meeting procedures of the 2026 annual Shareholders' Meeting

i. Calling the meeting to order (Announcement of shares being represented at the Shareholders' Meeting)
ii. Chairman's remarks
iii. Report items
iv. Acknowledgement items
v. Discussion items
vi. Elections items
vii. Other items
viii. Extemporary motions
ix. Adjournment

AVer Information Inc.

Meeting agenda of the 2026 annual Shareholders' Meeting

Date : 9 am, June 9, 2026 (Tuesday)

Venue : AVer Information Inc.

No.157, Da-An Rd., Tucheng Dist., New Taipei City (1F conference room)

Type of meeting : Physical meeting

Attendants : All shareholders or their proxy holders

Chairman : Chung-Song Kuo, Chairman of the Board of Directors

i. Report items

The business of 2025.
Audit Committee's review report.
2025 compensation for employees and Directors.

ii. Acknowledgement items

Business report and Financial Statements of 2025.
Proposal for distribution of 2025 profits.

iii. Discussion items

iv. Elections items

The 9th Board of Directors (including Independent Directors).

v. Other items

The release of non-competition restrictions on the Company's newly elected Directors.

vi. Extemporary motions

vii. Adjournment

i. Report items

The business of 2025.
Explanatory notes:
(1) Please refer to attachment 1 (page 9~13) for 2025 business report of the Company.
Audit Committee's review report.
Explanatory notes:
(1) The 2025 Financial Statements have been approved by the Audit Committee. Please refer to attachment 2 (page 14) for Audit Committee's report.
2025 compensation for employees and Directors.
Explanatory notes:
(1) The Board of Directors of the Company have approved the employees’ compensation of NT$14,501,907 and Directors’ compensation of NT$2,885,880, all of which are distributed in cash.

ii. Acknowledgement items

Business report and Financial Statements of 2025.
(Proposed by the Board of Directors)

Explanatory notes:
(1) The Company's 2025 consolidated and Parent Company Only Financial Statements have been audited by Certified Public Accountant Pei-Dep Chen and I-Ching Liu of Deloitte & Touche and were approved by the Board of Directors, along with the business report. Please refer to attachment 1 (page 9~13), attachment 3 (page 15~27) and attachment 4 (page 28~40).

Resolution:

Proposal for distribution of 2025 profits. (Proposed by the Board of Directors)

Explanatory notes:
(1) Earnings distribution is proposed in accordance with the Company’s Articles of Incorporation.
(2) Regarding the distribution of cash dividends, after the proposal is approved by the Shareholders’ Meeting, the Chairman is authorized to set the record date, the distribution date and other related matters. The cash dividend is calculated down to NT$1, and the sum of all the amounts less than NT$1 is given to the Employee Welfare Committee.
(3) In the cases where the Company purchase, transfer or cancel treasury shares or due to the exercise of employee stock option certificates and conversion of the convertible corporate bonds which affects the total number of shares outstanding, thus changing the shareholders’ dividend rate, the Chairman is authorized to make appropriate adjustments.
(4) The 2025 earnings distribution is provided herein, please refer to attachment 5 (page 41).

Resolution:

iii. Discussion items

iv. Elections items

The 9th Board of Directors (including Independent Directors).
(Proposed by the Board of Directors)

Explanatory notes:

(1) The term of office of the Company's 8th Board of Directors will expire on June 06, 2026. In accordance with Article 195 of the Company Act, and in coordination with the Annual General Meeting of Shareholders scheduled on June 9, 2026, the election of directors is hereby submitted for approval.

(2) According to Article 18 of the Company’s Articles of Incorporation, there shall be 5 to 11 Directors with a term of 3 years. In this connection, 8 Directors (including 4 Independent Directors) will be elected at the Annual General Shareholders’ Meeting with the term of office from June 9, 2026 to June 8, 2029.

(3) The Company’s directors shall be elected by adopting candidates’ nomination system in accordance with Article 192-1 of the Company Act. Shareholders shall elect the directors from the list of Director candidates, whose educational background, career experience and other relevant information are attached hereto as attachment 6 (page 42~44).

Resolution:

v. Other items

The release of non-competition restrictions on the Company's Directors
(Proposed by the Board of Directors)

Explanatory notes:

(1) Article 209 of the Company Act stipulates “A Director who engages for himself or on behalf of another person in activities that are within the scope of the Company's business, shall explain at the Shareholders’ Meetings the essential contents of such an act and secure its approval.

(2) The Company’s Director may hold positions of Director or Manager in other companies which conduct business within the scope of the Company's business. In order to draw on his/her expertise and relevant experience, a proposal for the release of non-competition restrictions on the Company’s

newly elected Directors is submitted to the Shareholders' Meeting for approval in accordance with the law and regulations.

(3) Please refer to attachment 7 (page 45) for the details.

Resolution:

vi. Extempore motions

vii. Adjournment

8
Attachments

[Attachment 1]

Business Report

In 2025, the global macroeconomic environment was fraught with volatility and challenges. Impacted by the U.S. government shutdown, fluctuating tariff policies, and heightened geopolitical tensions, global enterprises adopted a conservative approach toward capital expenditure and procurement decisions. Despite these severe external headwinds, AVer steadfastly adhered to our core business philosophy of "staying grounded and creating value." We continued to deepen our development in core technologies, including video, audio, and AI. Our dual developmental strategies—"Leveraging AI to drive telemedicine transformation" and "Deepening audio and video collaboration"—have progressively demonstrated our operational resilience.

Connected Health business achieved a milestone of doubling its performance. Anchored by AI, our robust R&D capabilities consecutively earned us the 2025 "Global Company of the Year Award" in the medical-grade PTZ camera sector by Frost & Sullivan, as well as the Best Telehealth & Telesitting Solutions Provider at the prestigious Healthcare & Pharmaceutical Awards 2025 from Global Health & Pharma in the UK. Looking ahead, we will increase our R&D investments in the Connected Health business and collaborate with global telemedicine ecosystem partners to provide customized medical electronic manufacturing services. This will expand our footprint in the European and American markets and drive our growth momentum.

Next, ODM business, AVer's strong R&D and manufacturing capabilities earned the trust of leading client partners in Europe, the Americas, and Japan. We successfully secured orders from key indicator clients, optimizing our Net Revenue structure to mitigate the volatility risks associated with the own-brand market. Moving forward, we will continually enhance our technical service capabilities, deliver high-value-added products and services, and deepen our strategic partnerships with key clients.

Regarding Video Conferencing business and Pro AV business, short-term performance fell short of expectations due to the conservative market sentiment; however, the long-term growth trajectory remains solid. Relying on outstanding product innovation and services, AVer not only secured deep trust from end-users but also received the Silver at Taiwan Excellence Awards 2026, fully demonstrating our leadership position in the AI intelligent and hybrid collaboration sectors. We will carefully navigate market changes, continue to cultivate medium to large conference rooms and hybrid collaborative spaces, and provide cross-platform and cross-device integrated solutions. We strive to become an indispensable strategic partner for our clients and further expand our market share.

For the Integrated Presentation and Education business, short-term operations faced disruptions from the crowding-out effect of the U.S. government budget. Nevertheless, the U.S. market remains highly indicative and serves as a benchmark for the Integrated Presentation and Education applications. Leveraging the practical experience and leading position accumulated in the U.S., we will proactively extend this successful model to other key regional markets to capture more project opportunities.

We hereby present the report on our 2025 operational results, the 2026 business plan, and the impacts of the macroeconomic environment as follows:

I. 2025 Operational Results

(I). Operation results and financial performance in 2025

Consolidated revenue is TWD$ 2,530,372 thousand, representing a growth of -3.05% compared to 2024. Net profit before tax is TWD $ 128,425 thousand. Consolidated net profit after income tax is TWD $ 105,241 thousand, which is -44.46% growth compared to 2024. The EPS is TWD $ 1.13, and the Gross Margin ratio is 58.4%.

(II). Financial Analysis

Item		2025	2024
Capital Structure	Debt to Asset Ratio	26.3%	24.0%
	Long-term Fund to Property, Plant and Equipment	311.9%	329.1%
Solvency	Current Ratio	203.1%	228.6%
	Quick Ratio	163.6%	191.2%
Profitability	Return to Total Assets	2.6%	4.5%
	Return on Equity	3.0%	5.5%
	Net Margin	4.2%	7.3%
	Earnings per Share (Dollar)	1.13	2.04

(III). Research & Development Status

AVer's core technologies are video, audio, camera lenses, AI related technologies and integration capabilities. We aim to innovate the ways people communicate and enhance their learning by developing related applications, such as educational and presentation technology, professional audio-video, video conferencing and intelligent healthcare solutions. We invested about $18\%$ of revenue in R&D expenses in 2025 to prepare for future competitiveness. In addition to product patents, AVer also protects and manages R&D results through intellectual property, knowledge management and trade secret systems to accumulate the important assets for corporate sustainability.

II. 2026 Business Plan Outline

Our key business plans for 2026 are described below.

(I). Optimizing Market Deployment and R&D Innovation: Expanding sales channels, exploring business opportunities in potential markets, strengthening strategic partnerships, activity developing core technologies and system integrated products and services to meet customers need, to enhance our competitiveness and to maintain our market leadership.

(II). Cultivating Human Capital: A Ver attaches importance to the core functional development of every colleague in the company. Through conducting talent reviews and setting up talent development programs to discover potential talents, build management trainees and enhance the leadership ability of senior managers to cultivate long-term competitive advantages.

(III). Corporate Sustainability: Regarding environmental sustainability, we are actively adopting recycled materials and advancing our carbon reduction initiatives, steadily progressing toward our 2030 carbon neutrality goal. Furthermore, we will comprehensively fortify our cybersecurity defense network. Through rigorous drills, we aim to embed cybersecurity awareness among all employees and construct a highly resilient cybersecurity governance system.

According to reports from leading international research institutes, the estimated Compound Annual Growth Rates (CAGR) for the Video Conferencing and Tele-intensive Care markets are 16.4% and 15.1%, respectively. Looking forward, AVer will continually refine our core competencies, focus on the development of high-value-added and customized products, and deepen our cooperative relationships with strategic partners. By optimizing our supply chain and implementing lean manufacturing management, we will enhance operational efficiency and customer service value, expand our footprint in these two core markets, and steadily increase our market share.

III. Impacts from Business Environment

(I). Impact from the overall operating environment

According to the Global Economic Prospects Report released by the World Bank on January 13, 2026, it is estimated that the global economic growth rate will be 2.6% in 2026. However, the unfavorable factors such as elevated policy uncertainty, shifts in trade policies, and escalating geopolitical tensions will continually impact global economic development.

AVer’s sales operation is export-oriented, our market area covers more than 100 countries in Europe, America, Asia, Africa and Oceania and we shall remain abreast of and respond to changes in the economic, trade environment and politics of countries around the world.

(II). Impact from external competitive environment

The pandemic has changed human working patterns to focus on hybrid work and team collaboration, the demand for video conferencing and professional audio video equipment has increased, attracting many competitors to enter the market. In the education technology market, driven by themes such as interactive teaching and distance learning, various educational equipment manufacturers have also launched products to capture the market.

Faced the direct competition from numerous competitors, AVer integrates AI and technologies on image and audio processing accumulated yearly to offer cross-platform and cross-device integrated solutions. We create diverse communication experiences and highly interactive, collaborative learning environments for our customers, positioning ourselves as an indispensable partner in their Audio and video collaboration ecosystems. Our products and services are highly recognized by clients, maintaining our market-leading position. Additionally, AVer continues to explore the potential of applying the core technologies of AI, Audio and video collaboration into other domains, aiming to strengthen our overall growth resilience against the increasingly fierce industrial landscape.

(III). Impact from the regulatory environment

The company follows government policies and regulations. The financial, audit and legal departments can accurately grasp important policy and regulation changes and adjust the internal systems and operating processes accordingly, to fully comply with laws and regulations to ensure the smooth operation of the company.

AVer upholds our business philosophy which is "To be down to earth, create value, devote oneself, and serve people." We actively invest in core technical capabilities and product development, and provide products and services that meet customers' needs, so that the company can continue to grow and operate sustainably.

Sincere best regards.

Best wishes to all shareholders.

Peace and happiness to all of you.

Chairman : Chung-Song Kuo
CEO : Yu-Ting Kuo
CFO : Te-Pu Chiu

[Attachment 2]

AVer Information Inc.

Audit Committee's Report

The 2026 Annual Shareholders' Meeting of the Company

The Board of Directors has prepared the 2025 business report, the Consolidated Financial Statements, the Parent Company Only Financial Statements, and the proposal of earnings distribution. The Consolidated and Parent Company Only Financial Statements have been audited with Independent Auditor’s Report by Certified Public Accountant Pei-Dep Chen and I-Ching Liu of Deloitte & Touche. The aforementioned report, financial statements, and proposal have been reviewed by the Audit Committee, and no instances of noncompliance were found. According to Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act, it is hereby submitted for your review.

Chairman of the Audit Committee: Kun-Cheng Chao

M a r c h 4 , 2 0 2 6

[Attachment 3]

Independent Auditor's Report (translated from Chinese)

To the Board of Directors and Shareholders of AVer Information Inc.

Opinion

We have audited the accompanying consolidated financial statements of Aver Information Inc. and its subsidiaries (AVer Group), which comprise the consolidated balance sheets as of December 31, 2025 and 2024, and related consolidated statements of comprehensive income, changes in equity, cash flows, and notes to consolidated financial statements (including summary of significant accounting policies) from January 1 to December 31, 2025 and 2024. The independent auditor has completed the audits of these statements.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of AVer Information Inc. as of December 31, 2025 and 2024 and its consolidated financial performance and its consolidated cash flows from January 1 to December 31, 2025 and 2024 in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of AVer Group for the fiscal year of 2025. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matters for AVer Group's consolidated financial statements for the fiscal year of 2025 as stated as follows:

Assessment of sales returns and allowances

The main customers of AVer Group are distributors in the Americas. In order to promote sales and expand the market, AVer Group and its main distributors have entered multiple contracts on sales discounts (allowances). Since calculation methods applied to respective contracts vary by product or sales achievement; bases of the calculations also involve the risks of estimation uncertainty of expected sales amount, therefore, the assessment of the sales discounts (allowances) has been identified as a key auditor matter.

We obtained an understanding of the methods applied to sales discounts (allowances) by AVer Group, inquired the basis of management's estimation on expected sales amount, and obtained documents to assess the reasonableness thereof. Furthermore, we inspected AVer Group's contracts of sales discounts (allowances), checked whether the sales discount (allowance) calculations were implemented in accordance with AVer Group's established policies, verified the actual payment requests by the distributors and inspected the achievement of sales forecast after the reporting period in order to assess the reasonableness of the sales discount (allowance) estimations.

Other Matter

AVer Information Inc. has prepared parent company only financial statements for the fiscal years of 2025 and 2024 as references on which we have issued an unmodified opinion.

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the IFRS, IAS, IFRIC, and SIC endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, and maintains the internal control as management determines necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing AVer Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance (including members of the Audit Committee) are responsible for overseeing AVer Group's financial reporting process.

Auditors' Responsibilities for the audit of the Consolidated Financial Statements

The objectives of our audit are to obtain reasonable assurance on whether the consolidated financial statements are free from material misstatement as a whole, whether due to fraud or error, and to issue an auditor's report that includes our opinions. Reasonable assurance is a high level of assurance, however, is not a guarantee that an audit conducted in accordance with the auditing standards on auditing of the Republic of China will always detect a material misstatement when it exists in the consolidated financial statements. Misstatements can arise from fraud or error. Misstatements are considered material if, individually or in the aggregate, could reasonably be expected to

influence the economic decisions of users taken on the basis of these consolidated financial statements.

We exercise professional judgment and professional skepticism throughout the audit as part of an audit in accordance with the standards on auditing of the Republic of China. We also conduct the following tasks:

Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error; design and perform audit procedures in response to those risks; and obtain audit evidence that are sufficient and appropriate to provide a basis for our opinions. The risk of not detecting a material misstatement resulting from fraud is higher than that resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of AVer Group's internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events of conditions that may cast significant doubt on AVer Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors' report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors' report. However, future events or conditions may cause AVer Group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the consolidated financial statements (including relevant notes), and whether the consolidated

financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within AVer Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision, and performance of the group audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings (including any significant deficiencies in internal control that we identify during our audit).

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the fiscal year of 2025. And are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors' report are Pei-Dep Chen and I-Ching Liu.

Deloitte & Touche
Taipei, Taiwan
Republic of China
March 11, 2026

AVer Information Inc. and Subsidiaries
CONSOLIDATED BALANCE SHEETS
December 31, 2025 and 2024
Unit: In Thousands of New Taiwan Dollars

Code	A	December 31, 2025			December 31, 2024
		A	m	o	u	n	t
CURRENT ASSETS
1100	Cash and cash equivalents (Note 6)		$ 1,306,885	29	$ 1,527,225	32
1136	Financial assets at amortized cost(Note 8)		-	-	28,916	1
1150	Notes receivable		12	-	1,373	-
1170	Account receivable (Notes 9 and 25)		375,743	8	304,149	6
1200	Other receivable (Note 25)		14,930	-	10,757	-
1220	Income tax assets for current period		30,456	1	26,396	1
130X	Inventories (Note 10)		380,375	9	325,535	7
1479	Other current assets		38,655	1	49,725	1
11XX	Total current assets		2,147,056	48	2,274,076	48
NONCURRENT ASSETS
1517	Financial assets at fair value through other comprehensive income (Note 7)		1,076,471	24	1,152,123	24
1600	Property, plant, and equipment (Note 12)		1,101,536	25	1,145,071	24
1755	Right-of-use assets (Note 13)		62,849	1	74,915	2
1780	Intangible assets		8,379	-	15,263	-
1840	Deferred income tax assets (Note 21)		84,147	2	85,930	2
1990	Other noncurrent assets		11,673	-	12,420	-
15XX	Total noncurrent assets		2,345,055	52	2,485,722	52
1XXX	TOTAL ASSETS		$ 4,492,111	100	$ 4,759,798	100
Code	LIABILITIES AND EQUITY
CURRENT LIABILITIES
2100	Short-term loans (Note 14)		$ 400,000	9	$ 400,000	9
2170	Accounts payable (Note 25)		189,893	4	93,628	2
2200	Other payables (Notes 15 and 25)		340,717	8	346,225	7
2230	Income tax liabilities for current period		9,253	-	55,080	1
2280	Capital lease liabilities (Note 13)		22,482	-	16,592	-
2365	Refund liability (Note 5)		77,742	2	69,557	2
2399	Other current liabilities (Note 16)		16,813	-	13,820	-
21XX	Total current liabilities		1,056,900	23	994,902	21
NONCURRENT LIABILITIES
2550	Provision (Note 16)		49,835	1	44,824	1
2570	Deferred income tax liabilities (Note 21)		18,633	1	24,387	1
2580	Capital lease liabilities (Note 13)		49,289	1	64,682	1
2670	Other noncurrent liabilities		5,437	-	12,383	-
25XX	Total noncurrent liabilities		123,194	3	146,276	3
2XXX	Total Liabilities		1,180,094	26	1,141,178	24
EQUITY (Note 18)
3110	Capital - common stock		929,200	21	929,200	20
3200	Capital surplus		735,120	16	735,120	15
Retained earnings
3310	Appropriated as legal reserve		444,526	10	425,576	9
3320	Appropriated as special reserve		-	-	266,115	6
3350	Unappropriated earnings		1,394,448	31	1,200,006	25
3300	Total retained earnings		1,838,974	41	1,891,697	40
3400	Other equity		( 191,277)	( 4)	62,603	1
3XXX	Total equity		3,312,017	74	3,618,620	76
TOTAL
			$ 4,492,111	100	$ 4,759,798	100

The accompanying notes are an integral part of the consolidated financial statements.

AVer Information Inc. and Subsidiaries
CONSOLIDATED STATEMENTS COMPREHENSIVE INCOME
January 1 to December 31, 2025 and 2024
Unit: In Thousands of New Taiwan Dollars, Except Earnings Per Share

Code		Fiscal year 2025		Fiscal year 2024
		Amount	%	Amount	%
4000	REVENUE (Notes 19, 25 and 28)	$ 2,530,372	100	$ 2,610,003	100
5000	COST OF REVENUE (Notes 10, 20 and 25)	1,052,634	42	1,045,243	40
5900	GROSS PROFIT	1,477,738	58	1,564,760	60
	OPERATING EXPENSES (Notes 9 and 20)
6100	Marketing	813,430	32	821,553	32
6200	General and administrative	98,306	4	99,482	4
6300	Research and development	454,441	18	477,673	18
6450	Expected credit loss(gain)	352	-	2,305	-
6000	Total operating expenses	1,366,529	54	1,401,013	54
6900	INCOME FROM OPERATIONS	111,209	4	163,747	6
	NON-OPERATING INCOME AND EPENSES (Notes 20 and 25)
7100	Interest revenue	23,670	1	30,135	1
7010	Other revenues	11,344	-	14,056	1
7020	Other gains and losses	( 4,628)	-	57,049	2
7050	Finance cost	( 13,170)	-	( 13,108)	-
7000	Total non-operating income and expenses	17,216	1	88,132	4
				(Continued)

Code		Fiscal year 2025		Fiscal year 2024
		Amount	%	Amount	%
7900	INCOME BEFORE INCOME TAX	$ 128,425	5	$ 251,879	10
7950	INCOME TAX EXPENSE (Note 21)	23,184	1	62,376	3
8200	NET INCOME OTHER COMPREHENSIVE INCOME (LOSS)	105,241	4	189,503	7
8310	Items that will not be reclassified subsequently to profit or loss
8316	Unrealized gains (losses) from investments in equity instruments measured at fair value through other comprehensive income	( 244,822)	( 10)	304,942	12
8360	Items that may be reclassified subsequently to profit or loss
8361	Exchange differences arising on translation of foreign operations	( 9,058)	-	23,776	1
8300	Other comprehensive income, net	( 253,880)	( 10)	328,718	13
8500	TOTAL COMPREHENSIVE INCOME FOR THE YEAR	($ 148,639)	( 6)	$ 518,221	20

(Continued)

Code		Fiscal year 2025		Fiscal year 2024
		Amount	%	Amount	%
8610	NET INCOME ATTRIBUTABLE TO: Shareholders of the Company	$ 105,241	4	$ 189,503	7
	TOTAL COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO : Shareholders of the Company	($ 148,639)	(6)	$ 518,221	20
8710	Earnings per share (Note 22)
9710	Basic	$ 1.13		$ 2.04
9810	Diluted	$ 1.13		$ 2.02

The accompanying notes are an integral part of the consolidated financial statements.

AVer Information Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
January 1 to December 31, 2025 and 2024
(In Thousands of New Taiwan Dollars, Except Dividends Per Share)

Code		Capital - common s t o c k	Capital surplus	R e t a i n e d e a r n i n g s			O t h e r e q u i t y
				Appropriated as legal reserve	Appropriated as special reserve	Unappropriated e a r n i n g s	Total	Unrealized Gain (Loss) on Financial Assets at Fair Value Through Other Comprehensive Income	Foreign operation Translation of the financial statements Exchange difference	Total
A1	BALANCE, JANUARY 1, 2024	$ 929,200	$ 735,120	$ 400,580	$ 555,630	$ 870,497	$ 1,826,707	($ 283,827)	$ 17,712	($ 266,115)
	Appropriation and distribution of 2023 retained earnings:
B1	Legal reserve	-	-	24,996	-	( 24,996)	-	-	-	-
B5	Cash dividends to shareholders - NT$1.34 per share	-	-	-	-	( 124,513)	( 124,513)	-	-	( 124,513)
B17	Reversal of special reserve	-	-	-	( 289,515)	289,515	-	-	-	-
D1	Net income in 2024	-	-	-	-	189,503	189,503	-	-	189,503
D3	Other comprehensive income (loss) in 2024, net of income tax	-	-	-	-	-	-	304,942	23,776	328,718
D5	Total comprehensive income (loss) in 2024	-	-	-	-	189,503	189,503	304,942	23,776	328,718
Z1	BALANCE, DECEMBER 31, 2024	929,200	735,120	425,576	266,115	1,200,006	1,891,697	21,115	41,488	62,603
	Appropriation and distribution of 2024 retained earnings
B1	Legal reserve	-	-	18,950	-	( 18,950)	-	-	-	-
B5	Cash dividends to shareholders - NT$1.70 per share	-	-	-	-	( 157,964)	( 157,964)	-	-	( 157,964)
B17	Reversal of special reserve	-	-	-	( 266,115)	266,115	-	-	-	-
D1	Net income in 2025	-	-	-	-	105,241	105,241	-	-	105,241
D3	Other comprehensive income (loss) in 2025, net of income tax	-	-	-	-	-	-	( 244,822)	( 9,058)	( 253,880)
D5	Total comprehensive income (loss) in 2025	-	-	-	-	105,241	105,241	( 244,822)	( 9,058)	( 253,880)
Z1	BALANCE,DECEMBER 31, 2025	$ 929,200	$ 735,120	$ 444,526	$ -	$ 1,394,448	$ 1,838,974	($ 223,707)	$ 32,430	($ 191,277)

The accompanying notes are an integral part of the consolidated financial statements.

AVer Information Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
January 1 to December 31, 2025 and 2024
Unit: In Thousands of New Taiwan Dollars

Code	CASH FLOWS FROM OPERATING ACTIVITIES	Fiscal year 2025	Fiscal year 2024
A10000	Profit (loss) before tax	$ 128,425	$ 251,879
A20010	Adjustments to reconcile profit (loss):
A20100	Depreciation expense	114,496	132,020
A20200	Amortization expense	8,365	11,789
A20300	Expected credit impairment loss (Reversal)	352	2,305
A20400	Net loss (gain) on financial instruments at fair value through profit or loss	( 4,972)	( 2,904)
A20900	Interest expense	13,170	13,108
A21200	Interest revenue	( 23,670)	( 30,135)
A21300	Dividend income	( 5,133)	( 3,142)
A22500	Loss (gain) on disposal of property, plan and equipment	104	568
A23700	Provision of inventory valuation loss and stock obsolescence	( 3,116)	5,693
A24100	Unrealized foreign exchange loss (gain)	7,533	( 19,260)
A29900	Provision of liability reserve	24,802	8,258
A30000	Net changes of operating assets and liabilities
A31115	Financial assets at fair value enforced through profit or loss	6,558	2,904
A31130	Notes receivable	1,361	605
A31150	Accounts receivable	( 68,252)	( 25,941)
A31180	Other receivables	( 4,185)	( 2,260)
A31200	Inventories	( 54,049)	13,895
A31240	Other current assets	11,146	( 8,724)
A32110	Financial liability at fair value enforced through profit or loss	( 1,682)	-
			(Continued)

Code		Fiscal year 2025	Fiscal year 2024
A32150	Accounts payable	$ 94,417	$ 11,200
A32180	Other payables	( 4,901 )	33,128
A32200	Provision of liability	( 17,687 )	( 12,775 )
A32230	Other current liabilities	619	87
A32990	Refund liability	10,722	7,400
A32990	Other noncurrent liabilities	( 6,671 )	( 2,425 )
A33000	Cash inflow generated from operations	227,752	387,273
A33300	Interest paid	( 13,066 )	( 13,540 )
A33500	Income taxes (paid) refund	( 79,583 )	18,251
AAAA	Net cash inflow from operating activities	135,103	391,984
CASH FLOWS FROM INVESTING ACTIVITIES
B00010	Financial assets at fair value through other comprehensive income	( 169,170 )	( 95,048 )
B00040	Acquisitions of financial assets at amortized cost	-	( 100,927 )
B00050	Proceeds from disposal of financial assets at amortized cost	32,851	227,650
B02700	Acquisition of property, plant and equipment	( 47,782 )	( 63,068 )
B02800	Proceeds from sales of property, plant and equipment	-	2,203
B03700	Increase of refundable deposit	( 369 )	-
B03800	Decrease in refundable deposits	341	3,459
B04500	Acquisition of intangible assets	( 1,490 )	( 10,918 )
B07500	Interest received	23,721	30,294
B07600	Dividends received	5,133	3,142
BBBB	Net cash flows from (used in) investing activities	( 156,765 )	( 3,213 )
CASH FLOWS FROM FINANCING ACTIVITIES
C00200	Decrease in short-term loans	-	( 120,000 )
C03000	Increase in guarantee deposits received	-	9
C04020	Payments of lease liabilities	( 21,422 )	( 19,405 )
C04500	Cash dividends paid	( 157,964 )	( 124,513 )
CCCC	Cash inflow (outflow) from financing activities	( 179,386 )	( 263,909 )
			(Continued)

Code		Fiscal year 2025	Fiscal year 2024
DDDD	Effect of exchanges rate change rates on cash	($ 19,292)	$ 10,956
EEEE	Net increase (decrease) in cash and cash equivalents	( 220,340)	135,818
E00100	Cash and cash equivalents at beginning of period	1,527,225	1,391,407
E00200	Cash and cash equivalents at end of period	$1,306,885	$1,527,225

The accompanying notes are an integral part of the consolidated financial statements.

[Attachment 4]

Independent Auditors' Report (translated from Chinese)

To the Board of Directors and Shareholders of AVer Information Inc.

Opinion

We have audited the accompanying parent company only financial statements of AVer Information Inc. (the Company), which comprise the balance sheets as of December 31, 2025 and 2024, and related statements of comprehensive income, changes in equity, cash flows, and notes to parent company only financial statements (including summary of significant accounting policies) from January 1 to December 31, 2025 and 2024. The independent auditors have completed the audits of these statements.

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of AVer Information Inc. as of December 31, 2025 and 2024 and its financial performance and its cash flows from January 1 to December 31, 2025 and 2024 in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards. Our responsibilities under those standards are further described in the Auditors' Responsibilities for the Audit of the parent company only financial statements section of our report. We are independent of AVer Information Inc. in accordance with the Norm of the Professional Ethics for Certified Public Accountant of the Republic of China and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the parent company only financial statements of AVer Information Inc. for the fiscal year of 2025. These matters were addressed in the context of our audit of the parent company only financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matters for AVer Information Inc.'s parent company only financial statements for the fiscal year of 2025 as stated as follows:

Subsidiary by investment using the equity method - Assessment on sales allowances of AVer Information Inc. (USA)

AVer Information Inc. (USA), a subsidiary of AVer Information Inc. invested by the Company using the equity method, has distributors in the Americas as its main customers. In order to promote sales and expand the market, AVer Information Inc. (USA) and its main distributors have entered multiple contracts on sales discounts (allowances). Since calculation methods applied to respective contracts vary by product or sales achievement; bases of the calculations also involve the risks of estimation uncertainty of expected sales amount, therefore, the assessment of the sales discounts (allowances) has been identified as a key auditor matter.

We obtained an understanding of the methods applied to sales discounts (allowances) by AVer Information Inc. (USA), a subsidiary of AVer Information Inc. invested by the Company using the equity method, inquired the basis of management's estimation on expected sales amount, and obtained documents to assess the reasonableness thereof. Furthermore, we inspected AVer Information Inc. (USA)'s contracts of sales discounts (allowances), checked whether the sales discount (allowance) calculations were implemented in accordance with AVer Group's policies, verified the actual payment requests by the distributors, and reviewed the estimation made for subsequent period, in order to assess the reasonableness of the sales discount (allowance) estimations.

Responsibilities of Management and Those Charged with Governance for the Parent Company Only Financial Statements

Management is responsible for the preparation and fair presentation of the financial statements in accordance with the Regulations Governing the Preparation of

Financial Reports by Securities Issuers to maintain the internal control as management determines necessary to enable the preparation of parent company only financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the parent company only financial statements, management is responsible for assessing AVer Information Inc.'s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance (including members of the Audit Committee) are responsible for overseeing AVer Information Inc.'s financial reporting process.

Auditors' Responsibilities for the audit of the Parent Company Only Financial Statements

The objectives of our audit are to obtain reasonable assurance on whether the parent company only financial statements are free from material misstatement as a whole, whether due to fraud or error, and to issue an auditors' report that includes our opinions. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with the auditing standards generally accepted in the Republic of China will always detect a material misstatement when it exists in the parent company only financial statements. Misstatements can arise from fraud or error. Misstatements are considered material if, individually or in the aggregate, could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with the standards on Auditing of the Republic of China, we exercise professional judgment and professional skepticism throughout the audit. We also conduct the following tasks:

Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error; design and perform audit procedures in response to those risks; and obtain audit evidence that are sufficient and appropriate to provide a basis for our opinions. The risk of not detecting a material misstatement resulting from fraud is higher than that resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations,

or the override of internal control.

Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of AVer Information Inc.'s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events of conditions that may cast significant doubt on AVer Information Inc.'s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors' report to the related disclosures in the parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors' report. However, future events or conditions may cause AVer Information Inc. to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the parent company only financial statements (including relevant notes), and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within AVer Information Inc. to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision, and performance of the audit. We remain solely responsible for our audit opinion.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the parent company only financial statements of AVer Information Inc. for the fiscal year of 2025 and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors' report are Pei-Dep Chen and I-Ching Liu.

Deloitte & Touche
Taipei, Taiwan
Republic of China
March 11, 2026

AVer Information Inc.
BALANCE SHEETS
December 31, 2025 and 2024
Unit: In Thousands of New Taiwan Dollars

Code	A	S	December 31, 2025		December 31, 2024
			A	m o u n t	%	A
CURRENT ASSETS
1100	Cash and cash equivalents (Note 6)	$ 1,072,662	25	$ 1,328,994	29
1136	Financial assets at amortized cost (Note 8)	-	-	28,916	1
1150	Notes receivable	12	-	1,373	-
1170	Accounts receivable (Note 9)	198,890	5	99,239	2
1180	Accounts receivable - related parties (Notes 9 and 25)	144,120	3	216,556	5
1200	Other receivables (Note 25)	14,941	-	10,486	-
1220	Income tax assets for current period	8,579	-	-	-
130X	Inventories (Note 10)	246,688	6	175,042	4
1470	Other current assets	21,830	1	30,691	1
11XX	Total current assets	1,707,722	40	1,891,297	42
NONCURRENT ASSETS
1517	Financial assets at fair value through other comprehensive income (Note 7)	1,076,471	25	1,152,123	26
1550	Investment using the equity method (Note 11)	341,271	8	292,900	6
1600	Property, plant, and equipment (Note 12)	1,089,268	26	1,134,198	25
1755	Right-of-use assets (Note 13)	3,803	-	-	-
1780	Intangible assets	8,269	-	15,067	-
1840	Deferred income tax assets (Note 21)	26,740	1	26,376	1
1990	Other Noncurrent assets	1,859	-	2,279	-
15XX	Total noncurrent assets	2,547,681	60	2,622,943	58
1XXX	TOTAL ASSETS	$ 4,255,403	100	$ 4,514,240	100
Code	Liabilities and equity
CURRENT LIABILITIES
2100	Short-term loans (Note 14)	$ 400,000	9	$ 400,000	9
2170	Accounts payable (Note 25)	188,393	5	92,968	2
2200	Other payables (Notes 15 and 25)	286,973	7	290,451	7
2230	Income tax liabilities for current period (Note 21)	-	-	45,968	1
2280	Lease liabilities (Note 13)	1,804	-	-	-
2399	Other current liabilities (Note 16)	13,310	-	12,329	-
21XX	Total current liabilities	890,480	21	841,716	19
NONCURRENT LIABILITIES
2550	Provision (Note 16)	49,835	1	44,824	1
2570	Deferred income tax liabilities (Note 21)	19	-	-	-
2580	Capital lease liabilities (Note 13)	2,066	-	-	-
2670	Other noncurrent liabilities (Note 11)	986	-	9,080	-
25XX	Total noncurrent liabilities	52,906	1	53,904	1
2XXX	Total Liabilities	943,386	22	895,620	20
EQUITY (Note 19)
3110	Capital - common stock	929,200	22	929,200	21
3200	Capital surplus	735,120	17	735,120	16
Retained earnings
3310	Appropriated as legal reserve	444,526	10	425,576	9
3320	Appropriated as special reserve	-	-	266,115	6
3350	Unappropriated earnings	1,394,448	33	1,200,006	27
3300	Total retained earnings	1,838,974	43	1,891,697	42
3400	Other equity	( 191,277)	( 4)	62,603	1
3XXX	Total equity	3,312,017	78	3,618,620	80
TOTAL LIABILITIES AND EQUITY		$ 4,255,403	100	$ 4,514,240	100

The accompanying notes are an integral part of the parent company only financial statements.

AVer Information Inc.
STATEMENTS OF COMPREHENSIVE INCOME
January 1 to December 31, 2025 and 2024
Unit: In Thousands of New Taiwan Dollars, Except Earnings Per Share

Code		Fiscal year 2025		Fiscal year 2024
		Amount	%	Amount	%
4000	REVENUE (Notes 19 and 25)	$1,772,973	100	$2,084,244	100
5000	COST OF REVENUE (Notes 10, 20 and 25)	960,212	54	1,027,679	49
5900	GROSS PROFIT	812,761	46	1,056,565	51
5920	REALIZED (UNREALIZED) PROFIT OF THE SUBSIDIARY	13,625	-	(35,915)	(2)
5950	REALIZED GROSS PROFIT	826,386	46	1,020,650	49
	OPERATING EXPENSES (Notes 9 and 20)
6100	Marketing	214,728	12	221,296	11
6200	General and administrative	98,306	5	99,482	5
6300	Research and development	454,441	26	477,673	23
6450	Expected credit loss(gain)	330	-	2,305	-
6000	Total operating expenses	767,805	43	800,756	39
6900	INCOME FROM OPERATIONS	58,581	3	219,894	10
	NON-OPERATING INCOME AND EXPENSES (Notes 20 and 25)

(Continued)

Code		Fiscal year 2025		Fiscal year 2024
		Amount	%	Amount	%
7100	Interest revenue	$ 23,056	1	$ 29,581	1
7010	Other revenues	10,034	1	12,692	1
7020	Other gains and losses	( 3,940)	-	60,024	3
7050	Finance cost	( 7,799)	( 1)	( 8,247)	-
7070	Share of profits and losses on equity method subsidiaries	47,699	3	( 61,428)	( 3)
7000	Total non-operating income and expenses	69,050	4	32,622	2
7900	INCOME BEFORE INCOME TAX	127,631	7	252,516	12
7950	Total tax expense (income) (Note 21)	22,390	1	63,013	3
8200	NET INCOME	105,241	6	189,503	9
	OTHER COMPREHENSIVE INCOME (LOSS)
8310	Items that will not be reclassified subsequently to profit or loss
8316	Unrealized gains (losses) from investments in equity instruments measured at fair value through other comprehensive income	( 244,822)	( 14)	304,942	15
8360	Items that may be reclassified subsequently to profit or loss
8361	Exchange differences on translation of foreign operations	( 9,058)	-	23,776	1
				(Continued)

Code		Fiscal year 2025		Fiscal year 2024
		A m o u n t	%	A m o u n t	%
8300	Total other comprehensive income	($ 253,880)	(14)	$ 328,718	16
8500	TOTAL COMPREHENSIVE INCOME FOR THE YEAR	($ 148,639)	(8)	$ 518,221	25
	Earnings per share (Note 22)
9710	Basic	$ 1.13		$ 2.04
9810	Diluted	$ 1.13		$ 2.02

The accompanying notes are an integral part of the parent company only financial statements.

AVer Information Inc.
STATEMENTS OF CHANGES IN EQUITY
January 1 to December 31, 2025 and 2024
(In Thousands of New Taiwan Dollars, Except Dividends Per Share)

Code		Capital - common stock	Capital surplus	R e t a i n e d e a r n i n g s				O t h e r e q u i t y
				Appropriated as legal reserve	Appropriated as special reserve	Unappropriated earnings	Total	Unrealized Gain (Loss) on Financial Assets at Fair Value Through Other Comprehensive Income	Foreign operation Translation of the financial statements Exchange difference	Total	Total equity
A1	BALANCE, JANUARY 1, 2024	$ 929,200	$ 735,120	$ 400,580	$ 555,630	$ 870,497	$1,826,707	($ 283,827)	$ 17,712	($ 266,115)	$3,224,912
	Appropriation and distribution of 2023 retained earnings:
B1	Legal reserve	-	-	24,996	-	( 24,996)	-	-	-	-	-
B5	Cash dividends to shareholders - NT$1.34 per share	-	-	-	-	( 124,513)	( 124,513)	-	-	-	( 124,513)
B17	Reversal of special reserve	-	-	-	( 289,515)	289,515	-	-	-	-	-
D1	Net income in 2024	-	-	-	-	189,503	189,503	-	-	-	189,503
D3	Other comprehensive income (loss) in 2024, net of income tax	-	-	-	-	-	-	304,942	23,776	328,718	328,718
D5	Total comprehensive income (loss) in 2024	-	-	-	-	189,503	189,503	304,942	23,776	328,718	518,221
Z1	BALANCE, DECEMBER 31, 2024	929,200	735,120	425,576	266,115	1,200,006	1,891,697	21,115	41,488	62,603	3,618,620
	Appropriation and distribution of prior year's earnings
B1	Legal reserve	-	-	18,950	-	( 18,950)	-	-	-	-	-
B5	Cash dividends to shareholders - NT$1.70 per share	-	-	-	-	( 157,964)	( 157,964)	-	-	-	( 157,964)
B17	Reversal of special reserve	-	-	-	( 266,115)	266,115	-	-	-	-	-
D1	Net income in 2025	-	-	-	-	105,241	105,241	-	-	-	105,241
D3	Other comprehensive income (loss) in 2025, net of income tax	-	-	-	-	-	-	( 244,822)	( 9,058)	( 253,880)	( 253,880)
D5	Total comprehensive income (loss) in 2025	-	-	-	-	105,241	105,241	( 244,822)	( 9,058)	( 253,880)	( 148,639)
Z1	BALANCE, DECEMBER 31, 2025	$ 929,200	$ 735,120	$ 444,526	$ -	$1,394,448	$1,838,974	($ 223,707)	$ 32,430	($ 191,277)	$3,312,017

The accompanying notes are an integral part of the parent company only financial statements.

AVer Information Inc.
STATEMENTS OF CASH FLOWS
January 1 to December 31, 2025 and 2024
Unit: In Thousands of New Taiwan Dollars

Code	CASH FLOWS FROM OPERATING ACTIVITIES	Fiscal year 2025	Fiscal year 2024
A10000	Profit (loss) before tax	$ 127,631	$ 252,516
A20010	Adjustments to reconcile profit (loss):
A20100	Depreciation expense	87,971	106,316
A20200	Amortization expense	8,288	11,710
A20300	Expected credit impairment loss (Reversal)	330	2,305
A20400	Net loss (gain) on financial instruments at fair value through profit or loss	( 4,972)	( 2,904)
A20900	Interest expense	7,799	8,247
A21200	Interest revenue	( 23,056)	( 29,581)
A21300	Dividend income	( 5,133)	( 3,142)
A22400	Share of loss (profit) of subsidiaries accounted for using equity method	( 47,699)	61,428
A22500	Loss (gain) on disposal of property, plant and equipment	-	1
A23700	Provision of inventory valuation loss and stock obsolescence	( 3,286)	( 2,169)
A24000	Realized loss (profit) on from sales	( 13,625)	35,915
A24100	Unrealized foreign exchange loss (gain)	7,163	( 16,178)
A29900	Provision of liability reserve	24,823	8,291
A30000	Net changes of operating assets and liabilities
A31115	Financial assets at fair value enforced through profit or loss	6,558	4,486
A31130	Notes receivable	1,361	605
A31150	Accounts receivable	( 21,831)	( 49,791)
A31180	Other receivables	( 4,506)	( 2,552)
A31200	Inventories	( 68,360)	62,075
A31240	Other current assets	8,957	( 3,797)
			(Continued)

Code		Fiscal year 2025	Fiscal year 2024
A32110	Financial liability at fair value enforced through profit or loss	($ 1,682)	($ 1,582)
A32150	Accounts payable	93,845	15,670
A32180	Other payables	( 2,468)	32,251
A32200	Provision of liability	( 17,687)	( 12,774)
A32230	Other current liabilities	( 1,138)	998
A32990	Other noncurrent liabilities	( 4,202)	995
A33000	Cash inflow generated from operations	155,081	479,339
A33300	Interest paid	( 7,857)	( 8,707)
A33500	Income taxes (paid) refund	( 77,282)	21,781
AAAA	Net cash inflow from operating activities	69,942	492,413
CASH FLOWS FROM INVESTING ACTIVITIES
B00010	Financial assets at fair value through other comprehensive income	( 169,170)	( 95,048)
B00040	Acquisitions of financial assets at amortized cost	-	( 100,927)
B00050	Proceeds from disposal of financial assets at amortized cost	32,851	227,650
B02700	Acquisition of property, plant and equipment	( 41,693)	( 57,144)
B03700	Increase of refundable deposit	( 304)	-
B03800	Decrease in refundable deposits	190	385
B04500	Acquisition of intangible assets	( 1,490)	( 10,918)
B07500	Interest received	23,107	29,740
B07600	Dividends received	5,133	3,142
BBBB	Net cash used in investing activities	( 151,376)	( 3,120)
CASH FLOWS FROM FINANCING ACTIVITIES
C00200	Decrease in short-term loans	-	( 120,000)
C03000	Increase in guarantee deposits received	-	9
C04020	Payments of lease liabilities	( 1,750)	( 1,730)
C04500	Cash dividends paid	( 157,964)	( 124,513)
CCCC	Net cash flows from (used in) financing activities	( 159,714)	( 246,234)
			(Continued)

Code		Fiscal year 2025	Fiscal year 2024
DDDD	Effect of exchanges rate change on cash	($ 15,184)	($ 5,352)
EEEE	Net increase (decrease) in cash and cash equivalents	( 256,332)	237,707
E00100	Cash and cash equivalents at beginning of period	1,328,994	1,091,287
E00200	Cash and cash equivalents at end of period	$ 1,072,662	$ 1,328,994

The accompanying notes are an integral part of the parent company only financial statements.

[Attachment 5]

AVer Information Inc. Earnings Distribution Table 2025
Items	Amount (NT$)
1. Amount to be distributed
2024 Accumulated profit and loss	1,289,206,930
Plus: 2025 Net profit after tax	105,241,369
Plus (subtract): Reversal (appropriate) of special reserve	(191,276,380)
Subtract: Appropriate 10% statutory reserve	(10,524,137)
Sub-total	1,192,647,782
2. Items to be distributed
Shareholder's bonus
Cash Dividends (NT$1.00)	92,919,950
Stock dividends (NT$0)	0
Sub-total	92,919,950
3. Undistributed earnings after distribution	1,099,727,832
Share capital
---	---
Share capital as of Dec. 31, 2025:	929,199,500
Treasury Shares	0
2025 share capital to be distributed:	929,199,500

Chairman : Chung-Song Kuo

President: Yu-Ting Kuo

Accounting Manager : Te-Pu Chiu

[Attachment 6]

List of Director candidates

Title	Name	Academic backgrounds	Experience	Shares held
Director	AVerMedia Technologies, Inc Representative:, Chung-Song Kuo	Ph.D. / Master's Degree, Graduate Institute of International Business, National Taiwan University Master's Degree, Institute of Electrical Engineering, National Cheng Kung University Chairman, and CEO, AVerMedia Technology, Inc. Chairman and CEO, AVer Information, Inc.	Chairman, CEO and President, AVerMedia Technology, Inc. Director, CEO AVerMedia Technologies, Inc. (USA) Representative Director, AVerMedia Technologies, Inc. (Japan) Chairman, AVerMedia Technologies (Shanghai) Inc. Director, AVerMedia Korea Inc. Chairman and CSO, AVer Information Inc. Director and CEO, AVer Information Inc. (USA) Director and Representative, AVer Information Europe B.V. Representative Director and Chairman, AVer Information Inc. (Japan) Chairman, Yuan Chen Investment Co., Ltd Supervisor, Song Yu Investment Co., Ltd. Supervisor, Song Ci Investment Co., Ltd.	46,388,504
Director	AVerMedia Technologies, Inc Representative: Chao-Hsiang Lin	Master's Degree, Executive MBA Program, National Central University Bachelor's Degree, Department of Accounting, Chinese Culture University Accounting supervisor, AVer Information, Inc.	CFO, AVerMedia Technology, Inc. Representative, AVT Solutions GmbH Representative, AVerMedia Information (SPAIN) S.L. CFO, AVerMedia Technologies, Inc. (USA) Supervisor, AVerMedia Technologies (Shanghai) Inc. Director, AVer Information, Inc. Supervisor, Yuan Chen Investment Co., Ltd	46,388,504
Director	Yu-Ting Kuo	Master's Degree, Business Administration, University of Southampton Vice President, AVer Information, Inc.	President, AVer Information Inc. Representative, AVer Information (Vietnam) Co., Ltd. Director, AVerMedia Technologies, Inc.	120,032
Director	Wise Cap Limited Company Representative: Chien-Liang Lin	Executive Management Program for Entrepreneurs, National Chengchi University Master's Degree, Institute of Computer Science and Information Engineering, National Taiwan University General Manager, Enterprise and Networking Business	Co-Chief Operating Officer, Wistron Corp. Chairman, International Standards Laboratory Corp. Director, Wistron InfoComm (Zhongshan) Corporation Director, Wistron Mexico, S.A. de C.V. Director, Wistron InfoComm Technology	495,000

Title	Name	Academic backgrounds	Experience	Shares held
		Group, Wistron Corp.	(Zhongshan) Co., Ltd. Director, Wistron InfoComm (CHONGQING) Co., Ltd. Director, Wistron Investment (Sichuan) Co., Ltd. Director, Wistron InfoComm (Chengdu) Co., Ltd. Director, Wistron Technology Service (America) Corporation Director, Wistron InfoComm Mexico S.A. de C.V. Director, Wistron InfoComm (Vietnam) Co., Ltd. Director, Wistron Technology (Vietnam) Co., Ltd. Director, WiSLab EMS Corporation Director, Wistron Property (Vietnam) Co., Ltd. Director, Wistron InfoComm (USA) Corporation Director, Wistron InfoComm Computer (Chengdu) Co., Ltd. Director, AVer Information Inc.
Independent Director	Kun-Cheng Chao	Master of Business Administration (MBA), The University of Texas at Dallas Bachelor's Degree, Department of International Trade, Tunghai University Executive Vice President / General Manager, Deloitte Financial Advisory Co., Ltd.	Executive Director, ChinCheng Financial Advisory Co., Ltd. Independent Director, AVer Information Inc.	-
Independent Director	Hsing-Wei Chao	Master's Degree in Business Administration, Accounting and Law Digital Learning Program, National Chung Cheng University Bachelor of Laws, Department of Law, National Chung Hsing University Associated Lawyer, Dian Li Law Offices	Managing Attorney, Hsing Tai Law Offices Independent Director, Taiwan Giant-Ma Co., Ltd. Independent Director, AVer Information Inc. Director, Huang Jian-Bin Cultural and Educational Foundation Director, Jieshou Private Retail Market Co., Ltd. Director, Shifang Zen Cultural and Educational Foundation Director, Yilan Humanities Foundation	-
Independent Director	Hui-Cheng Chou	Ph.D. in Engineering, International College of Semiconductor Industry,	Attending Physician, Department of Obstetrics and Gynecology, Taipei Adventist	-
		Department of Health, National University of Taiwan, Taiwan	Taiwan School of Management, Taiwan State University
Independent Director	Hui-Cheng Chou	Ph.D. in Engineering, International College of Semiconductor Industry,	Attending Physician, Department of Obstetrics and Gynecology, Taipei Adventist	-
		Department of Health, National University of Taiwan, Taiwan

Title	Name	Academic backgrounds
		National Yang Ming
Chiao Tung University
Master’s Degree,
Department of Finance,
National Taiwan University
Bachelor of Medicine (M.B.B.S.), School of Medicine, National Taiwan University
Senior Deputy Superintendent and Chief Strategy Officer, Office of the Superintendent, Taipei Adventist Hospital	Hospital
Independent Director, DaBomb Protein Biotechnology Co., Ltd.
Independent Director	Su-Mei Chiu	Executive MBA Program,
National Taiwan University / Fudan University
Bachelor of Laws (LL.B.), Department of Law, Soochow University
CLO, Lite-On Technology Corporation	Chairman and Chief Executive Officer, Ranchem Management Consulting Co., Ltd.
Chairman and Chief Executive Officer, Ranche Strategy Management Consulting Co., Ltd.
Senior Advisor / Supervisor, Qifu Capital Co., Ltd.
Member, Intellectual Property Committee, Chinese National Federation of Industries Expert Advisor, Intellectual Property SIG, 5G Industry Innovation and Development Alliance Independent Director, TXC Corporation Supervisor, Patriot Green Energy Technology Co., Ltd.	—

[Attachment 7]

Details of the release of non-competition restrictions on the Company's newly elected Directors

Title	Name	Current position
Director	AVerMedia Technologies, Inc Representative: Chung-Song Kuo	1.Chairman, CEO and President, AVerMedia Technology, Inc. 2.Director, CEO AVerMedia Technologies, Inc. (USA) 3.Representative Director, AVerMedia Technologies, Inc. (Japan) 4.Chairman, AVerMedia Technologies (Shanghai) Inc. 5.Director,AVerMedia Korea Inc.
Director	AVerMedia Technologies, Inc Representative: Chao-Hsiang Lin	1.CFO, AVerMedia Technology, Inc. 2.Representative, AVT Solutions GmbH 3.Representative,AVerMedia Information (SPAIN) S.L. 4.CFO,AVerMedia Technologies, Inc. (USA) 5.Supervisor, AVerMedia Technologies (Shanghai) Inc.
Director	Yu-Ting Kuo	1. Director, AVerMedia Technologies, Inc.
Director	Wise Cap Limited Company Representative: Chien-Liang Lin	1.Co-Chief Operating Officer, Wistron Corp. 2.Chairman,International Standards Laboratory Corp. 3.Director,Wistron InfoComm (Zhongshan) Corporation 4.Director,Wistron Mexico, S.A. de C.V. 5.Director,Wistron InfoComm Technology (Zhongshan) Co., Ltd. 6.Director,Wistron InfoComm (CHONGQING) Co., Ltd. 7.Director,Wistron Investment (Sichuan) Co., Ltd. 8.Director,Wistron InfoComm (Chengdu) Co., Ltd. 9.Director,Wistron Technology Service (America) Corporation 10.Director,Wistron InfoComm Mexico S.A. de C.V. 11.Director,Wistron InfoComm (Vietnam) Co., Ltd. 12.Director,Wistron Technology (Vietnam) Co., Ltd. 13.Director,WiSLab EMS Corporation 14.Director,Wistron Property (Vietnam) Co., Ltd. 15.Director,Wistron InfoComm (USA) Corporation 16.Director,Wistron InfoComm Computer (Chengdu) Co., Ltd.
Independent Director	Su-Mei Chiu	1.Independent Director, TXC Corporation 2.Supervisor, Qifu Capital Co., Ltd. 3.Supervisor, Patriot Green Energy Technology Co., Ltd.

Appendices

[Appendix 1]

AVer Information Inc.

Rules and procedure for Shareholders' Meetings

The proceedings of the Shareholders' Meetings of the Company shall be governed by these Rules.
The Company shall specify in its Shareholders' Meeting notices the time during which shareholder attendance registrations will be accepted, the place to register for attendance, and other matters needed attention.

The time during which shareholder attendance registrations will be accepted, as stated in the preceding paragraph, shall be at least thirty (30) minutes prior to the time the meeting commences. The place at which attendance registrations are accepted shall be clearly marked and a sufficient number of suitable personnel assigned to handle the registrations.

Shareholders (or proxies) shall attend Shareholders' Meetings based on attendance permits or sign-in cards. The Company may not arbitrarily add requirements for other documents beyond those showing eligibility to attend presented by shareholders. Solicitors delegating proxy forms shall also bring identification documents for verification.

The shareholders (or proxies) attending the meeting shall wear attendance permits and surrender the attendance sign-in card in lieu of signing attendance sheet. The number of shares present shall be calculated based on the number registered in the attendance log or the attendance sign-in cards received from the shareholders in combination with the number of shares whose voting rights are exercised in writing or by electronic means.

The Company shall deliver the meeting manual, annual report, attendance permit, opinion slip, voting ballot and other meeting materials to the shareholders (or proxies) attending the Shareholders' Meeting. If Directors are to be elected, ballots shall also be provided.

The participation and voting by shareholders shall be duly calculated based on the number of shares they hold.

Shareholders' Meeting shall be held at the location of the Company's headquarter or otherwise at a place convenient for the shareholders to attend. The meeting shall not commence at a time earlier than 9a.m. and later than 3p.m.
Unless otherwise provided by the Company Act, the Chairman of the Board of Directors will chair the Shareholders' Meeting. When the Chairman of the Board is on leave or for any reason unable to attend, the Vice Chairman shall act in place of the Chairman; if there is no Vice Chairman or the Vice Chairman also is on leave or for any reason unable to exercise the powers of the Vice Chairman, the Chairman shall appoint one of the Directors to act as chair. Where the Chairman does not make such a designation, the Directors shall select one person from among themselves to act as chair.

When a Director serves as chair, as referred to in the preceding paragraph, the Director shall be the one who has held that position for six (6) months or more and who understands the financial and business conditions of the Company. The same shall be true for a representative of a juristic person Director who serves as chair.

The Company may appoint its lawyers, certified public accountants, and any relevant personnel to attend a Shareholders' Meeting.
The Company, from the time it accepts shareholder attendance registrations, shall make an uninterrupted audio and video recording of the registration procedure, the proceedings of the Shareholders Meeting, and the voting and vote counting procedures.

The recorded materials of the preceding paragraph shall be retained for at least 1 year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the ballots shall be retained until the conclusion of the litigation.

The chair shall announce the opening of a Shareholders' Meeting at the specified meeting time if the attending shareholders represent more than one-half of the total number of voting shares.

Information such as the number of shares that do not carry voting rights and the number of attending shares shall also be announced at the same

time.

The chair may declare the meeting postponed only in the event where attending shareholders represent less than one-half of the total number of voting shares, provided no more than two postponements being made and not for a combined total of more than one hour. When the number of shareholders present does not constitute the quorum prescribed in the preceding article, but those present represent one-third or more of the total number of issued shares, a tentative resolution may be passed by a majority of those present.

If the number of shares represented during the meeting accumulates to more than half of all outstanding shares after the approval of the tentative resolution in the preceding paragraph, the Chairman may re-propose the tentative resolution for final voting according to Article 174 of the Company Act.

If the Shareholders' Meeting is convened by the Board of Directors, the Board of Directors shall determine the meeting proceedings. The relevant proposals (including extempore motions and amendment to original proposals) shall be decided by voting on a case-by-case basis. The proceedings shall not be changed unless resolved during the Shareholders' Meeting. The provisions of the preceding paragraph shall apply mutatis mutandis when a Shareholders' Meeting is convened by any person other than a Director of the Board and entitled to convene such a meeting. The chair shall not declare the meeting adjourned prior to completion of deliberation on the meeting agenda of the preceding two paragraphs (including extraordinary motions), except by a resolution of the Shareholders' Meeting. After the meeting is adjourned, the shareholders shall not elect another chair to continue the meeting at the original or another venue.
Deleted.
Shareholders (or proxies) who wish to speak during the meeting must produce an opinion slip detailing the topics and the shareholder's account number (or the attendance permit serial number).

The order of shareholders' comments shall be determined by the chair.

A shareholder (or proxy) who has submitted an opinion slip but does not actually speak shall be deemed to have not spoken. If the contents of speech are inconsistent with the contents of opinion slip, the contents of speech shall prevail.

When an attending shareholder (or proxy) is speaking, other shareholders may not speak or interrupt unless they have sought and obtained the consent of the chair and the shareholder that has the floor; the chair shall stop any violation.

Unless otherwise permitted by the chair, a shareholder (or proxy) may only speak, up to two times, on a single proposal, each time no more than five minutes. If a shareholder violates the above provisions or his or her speech exceeds the scope of the motion, the chair may prevent him/her from doing so.
When the government or a juristic person is a shareholder, it may be represented by more than one representative at a Shareholders' Meeting. When a juristic person has been delegated to attend the Shareholders' Meeting, the juristic person may appoint one person as a representative. Where a juristic person has appointed two or more representatives to attend the Shareholders' Meeting, only one representative may speak per agenda item.
After the shareholder has finished speaking, the chair may answer to the shareholder's queries personally or appoint any relevant personnel to do so.
The chair shall allow ample opportunity during the meeting for explanation and discussion of proposals and of amendments or extraordinary motions put forward by the shareholders; When the chair is of the opinion that a proposal has been discussed sufficiently to put it to a vote, the chair may announce the discussion closed and call a vote and arrange sufficient time for voting.
The chair will appoint a ballot scrutineer and a ballot counter; the ballot scrutineer must be a shareholder. The outcome of the vote must be documented and announced by the chair on site.
During the process of the meeting, the chair may announce a recess as

he/she sees fit. If a force majeure event occurs, the chair may rule the meeting temporarily suspended and announce a time when, in view of the circumstances, the meeting will be resumed. If the Shareholders' Meeting is unable to conclude all scheduled agenda items (including extempore motions) before the venue is due to be returned, participants may resolve to continue the meeting at an alternative location.

A resolution may be adopted at a shareholder meeting to defer or resume the meeting within 5 days in accordance with Article 182 of the Company Act.

Unless otherwise provided by the Company Act or the Articles of Incorporation, an agenda item becomes effective when supported by shareholders (or proxies) who represent more than half of the total voting rights in the meeting. When the Company holds a Shareholders' Meeting, it may allow the shareholders to exercise voting rights by correspondence or electronic means. When voting rights are exercised by correspondence or electronic means, the method of exercise shall be specified in the Shareholders' Meeting notice. A shareholder exercising voting rights by correspondence or electronic means shall be deemed to have attended the meeting in person. However, the shareholder would be deemed to have waived his/her rights with respect to the special motions and amendments to original proposals of that meeting; it is therefore advisable that the Company avoids the submission of special motions and amendments to original proposals.
When there are any amendments or alternative solutions for the same proposal, the chair shall determine the order of voting. If any resolution passes the vote, the other proposals shall be deemed rejected and no further voting is necessary.
Where the Shareholders' Meeting involves re-election of Directors, the election must proceed according to the Company's rules governing the election, with outcomes announced immediately on-site, including the names of those elected as Directors and supervisors, the numbers of votes with which they were elected, the names of other candidates and the numbers of votes they received.

The ballots for the election referred to in the preceding paragraph shall be sealed with the signatures of the monitoring personnel and kept in proper custody for at least 1 year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the ballots shall be retained until the conclusion of the litigation.

Shareholders' Meeting resolutions shall be compiled into detailed minutes, and signed or sealed by the chair then disseminated to each shareholder no later than 20 days after the meeting. Preparation and distribution of meeting minutes can be made in electronic form.

The Company may distribute meeting minutes by posting details onto MOPS.

The meeting minutes shall accurately record the year, month, day, and place of the meeting, the chair's full name, the methods by which resolutions were adopted, and a summary of the deliberations and their results (including the statistical tallies of the numbers of votes). Where there is a election of the Directors, the number of votes received by each candidate shall be disclosed. The meeting minutes shall be retained for the duration of the existence of the Company.

On the day of a Shareholders' Meeting, the Company shall compile in the prescribed format a statistical statement of the number of shares obtained by solicitors through solicitation and the number of shares represented by proxies and shall make an express disclosure of the same at the place of the Shareholders' Meeting.

The Company must disclose on MOPS any Shareholders' Meeting resolutions that constitute material information as defined by law or the competent authority.

The chair may instruct a hall monitor (or a security staff) to help maintain order in the meeting. The hall monitor (or security staff) shall wear arm badges or identification marked "Hall Monitor" while assisting in maintaining the order of the meeting.

At the place of a Shareholders' Meeting, if a shareholder attempts to speak through any device other than the public address equipment set up by the Company, the chair may prevent the shareholder from so doing.

In the event that a shareholder violates the Rules, defies the chair's rectification or obstructs the progress of the meeting or objects to the action to stop him or her, the chair may instruct the marshals (or security staff) to remove him or her from the meeting.

Matters not provided herein shall be subject to the provisions of the Company Act, other relevant laws and regulations, and the Articles of Incorporation of the Company.
These Rules, and any amendments hereto, shall be implemented after adoption by Shareholders' Meetings.
These Rules were established on Apr. 6, 2009.

The 1st amendment was made on Jun. 8, 2017.

The 2nd amendment was made on July 1, 2021.

[Appendix 2]

AVer Information Inc.

Rules for election of Directors

Article 1 These Rules are formulated pursuant to the Company Act and the Company's Articles of Incorporation. Matters related to the election of the Company's Directors shall be governed by these Rules.

Article 1-1 The overall composition of the Board of Directors shall be taken into consideration in the selection of the Company's Directors.

The composition of the Board of Directors shall be determined by taking diversity into consideration and formulating an appropriate policy on diversity based on the Company's business operations, operating dynamics, and development needs. It is advisable that the policy includes, without being limited to, the following two general standards:

Basic conditions and values: sex, age, and nationality, cultural backgrounds, etc.
Professional knowledge and skills: professional background (e.g. law, accounting, industry, finance, marketing or technology, etc.), skill and experience in the industry.

Each board member shall have the required knowledge, skill, and experience to perform their duties; these qualities that must be demonstrated to the board are as follows:

The ability to make judgments about operational strategies.
Accounting and financial analyst.
Business management.
Crisis management.
Industry knowledge.
An international market perspective.
Leadership qualities.
Decision-making.

The Board of Directors of the Company shall consider adjusting its composition based on the results of performance evaluation.

Article 2 The cumulative registered voting method shall be used for the election of the Directors of the Company. The attendance permit number may be used

as the acknowledgment of voting shareholders.

Article 3
For the director’s election, each share will have voting rights in number equal to the Directors to be elected. The Board of Directors shall prepare separate ballots for Directors in numbers corresponding to the Directors to be elected. The ballots shall be distributed to the attending shareholders at the Shareholders’ Meeting. The voting right in the preceding paragraph may be cast for a single candidate or split among multiple candidates.

Article 4
After public offering, the election of Independent Directors of the Company shall comply with the “Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies.” and shall be conducted in accordance with Article 24 of the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies.

Article 5
After public offering, elections of Directors of the Company shall be conducted in accordance with the candidate nomination system and procedures set out in Article 192-1 of the Company Act, the nomination of candidates for Directors shall specify the qualifications, education, career experience, background, and the existence of any other matters set forth in Article 30 of the Company Act with respect to nominee Directors as references for shareholders in order to elect a competent candidate.

Article 6
The Directors of the Company shall be elected from competent candidates by the Shareholders' Meeting. The number of Directors will be as specified in the Company's Articles of Incorporation.

Those receiving ballots representing the highest numbers of voting rights will be elected sequentially according to their respective numbers of votes.

After public offering and the establishment of Independent Directors, voting rights shall be separately calculated for Independent and Non-Independent Director positions.

When two or more persons receive the same number of votes, thus exceeding the specified number of positions, they shall draw lots to determine the winner, with the chair drawing lots on behalf of any person not in attendance.

Article 7
Unless otherwise approved by the competent authority, over half of the total number of director seats shall not be served by the ones in

the relationship of a spouse or
a relative by blood within the second degree of kinship.

Article 8
Where the originally elected candidate for Directors does not meet the requirements of Article 7, determination of the elected Directors shall be made according to the following:
1. When there are some among the Directors who do not meet the requirements, the election of the Director receiving the lowest number of votes among those not meeting the conditions shall be deemed invalid.

Article 9
(Deleted.)

Article 10
The number of voting rights associated with each ballot shall be specified on the ballots when the board of Directors is preparing the ballots.

Article 11
Upon the commencement of voting, the chair shall appoint a number of persons to perform the respective duties of vote monitoring and counting personnel.

Article 12
The ballot boxes shall be prepared by the board of Directors and publicly checked by the vote monitoring personnel before voting commences.

Article 13
If a candidate is a shareholder, a voter must specify the candidate's name and shareholder account number in the "candidate" column of the ballot; for a non-shareholder, the voter shall specify the candidate's full name and identity card number; then cast the ballot into the ballot box. However, when the candidate is a governmental organization or juristic person shareholder, the name of the governmental organization or juristic-person shareholder shall be specified in the "candidate" column of the ballot in accordance with Article 27, paragraph 1 of the Company Act, or both the name of the governmental organization or juristic person shareholder and the name of its representative may be specified in accordance with paragraph 2 of the same Article. When there are multiple representatives, the names of each respective representative shall be specified.

Article 14
A ballot is invalid under any of the following circumstances:
1. The writing is unclear and indecipherable or has been altered or blank ballots that are placed in the ballot box.
2. The candidate whose name is written on the ballot is a shareholder, but the candidate's name and shareholder account number do not conform

with those given in the shareholder register, or the candidate whose name is written on the ballot is a non-shareholder, and a cross-check shows that the candidate's name and identity card number do not match.

Two or more candidates are written on the same ballot.
Other words or marks are written on the ballot.
The name of the candidate written on the ballot is identical to that of another shareholder, but no shareholder account number or identity card number is provided in the ballot to identify such an individual.
Ballots that have not been placed in the ballot box.
The ballot was not prepared by the Company.
The voter exceeded the total number of voting rights he/she held.

Article 15
The ballot boxes shall be set up by the Board of Directors and opened by the vote monitoring personnel after voting.

Article 16
Vote counting shall be monitored by vote monitoring personnel, the results of the calculation shall be announced by the Chairman on the site. The ballots for the election referred to in the preceding paragraph shall be sealed with the signatures of the monitoring personnel and kept in proper custody for at least 1 year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the ballots shall be retained until the conclusion of the litigation.

Article 17
Matters not provided herein shall be subject to the provisions of the Company Act and other applicable laws and regulations.

Article 18
These Rules shall come into effect upon approval of the Shareholders’ Meeting. The same applies to all subsequent amendments.

Article 19
These Rules were established on Apr. 6, 2009.

Amendment was made on Oct. 25, 2010.

Amendment was made on Jun. 8, 2018.

Amendment was made on July 1, 2021.

[Appendix 3]

AVer Information Inc.

Articles of Incorporation

Chapter I General Provisions

Article 1 The Company is incorporated in accordance with the provisions under the Company Law pertaining to companies limited by shares by the name of 圓展科技股份有限公司 in the Chinese language, and AVER INFORMATION INC. in the English language.

Article 2 The business scope of the Company is as follows:

CC01030 Electrical Appliances and Audiovisual Electronic Products Manufacturing
CC01060 Wired Communication Equipment and Apparatus Manufacturing
CC01070 Telecommunication Equipment and Apparatus Manufacturing
CC01080 Electronic Parts and Components Manufacturing
CC01110 Computers and Computing Peripheral Equipment Manufacturing
CC01990 Electrical and Electronics Machinery Manufacturing
CD01030 Motor Vehicles and Parts Manufacturing
CE01010 General Instrument Manufacturing
CE01030 Optical Instruments Manufacturing
CB01990 Other Machinery Manufacturing
E603050 Automatic Control Equipment Engineering
E605010 Computer Equipment Installation
E701010 Telecommunications Construction
F113020 Wholesale of Household Appliance
F113050 Wholesale of Computing and Business Machinery Equipment
F113070 Wholesale of Telecom Instruments
F114030 Wholesale of Motor Vehicle Parts and Motorcycle Parts, Accessories
F118010 Wholesale of Computer Software
F119010 Wholesale of Electronic Materials
F213010 Retail Sale of Electrical Appliances
F213030 Retail Sale of Computers and Clerical Machinery Equipment
F213060 Retail Sale of Telecommunication Apparatus
F214030 Retail Sale of Motor Vehicle Parts and Motorcycle Parts, Accessories

F218010 Retail Sale of Computer Software
F219010 Retail Sale of Electronic Materials
F401010 International Trade
I301010 Software Design Services
I301020 Data Processing Services
I301030 Digital Information Supply Services
I501010 Product Designing
ZZ99999 All business items that are not prohibited or restricted by law, except those that are subject to special approval
F401021 Restrained Telecom Radio Frequency Equipment and Materials Import
CC01101 Controlled Telecommunications Radiofrequency Devices and Materials Manufacturing

Article 3
The Company is headquartered in New Taipei City and may have branches or offices set elsewhere domestically and abroad as resolved by the Board of Directors when necessary.

Article 4
Public announcements of the Company shall be duly made in accordance with the Article 28 of the Company Act.

Article 5
The Company may provide external guarantees.

Article 6
Where the Company is a shareholder of limited responsibilities of another company, the Company may be exempted from the restriction prescribed in Article 13 of the Company Act, i.e., the total invested amount should not exceed 40% of the paid-in capital.

Chapter II Shares

Article 7
The total capital amount of the Company shall be One and a Half Billion New Taiwan Dollars (NT$1,500,000,000), divided into One Hundred and Fifty Million (150,000,000) ordinary shares at a par value of Ten New Taiwan Dollars (NT$10). Those shares not issued may be issued in installments by the Board of Directors in ordinary shares or preferred shares. The Company may issue employee stock option certificates, and reserve 10 million shares from the total number of shares in the preceding paragraph. The employees who are awarded with share option certificates may include employees of controlling or subordinate companies who meet certain criteria.

Article 7-1
The Company may issue registered series A preferred stocks, its rights, obligations and mainly terms of issuance are as follows:
1. The annual dividend rate of preferred shares shall not exceed 3.5%,
2. calculated in accordance with actual price and date of issuance. After the ratification of the financial statements of the previous year by annual Shareholders Meetings and the determination the

distribution of earnings, the dividends shall be distributed in cash in lump sum, the Board of Directors shall be authorized to set the ex-dividend date for preferred stocks.

Any earnings remaining after closure of the current financial year are subject to income tax and reimbursement of previous losses, provision for statutory reserve and provision or reversal of special reserve. With the remaining balance, The Company shall first distribute the dividends on preference shares.
Except for the dividend prescribed in subparagraph 1 of this article, Class A preferred shares are not eligible for the dividend entitlements of ordinary shares, including earnings distribution and capital reserves distributed in cash or being reallocated as capital.
If there are no earnings during the year, or if earnings are insufficient for dividend distribution for Class A preferred shares, the undistributed or insufficiently distributed dividend, applying a compound interest rate of the dividend rate per annum shall be made up as soon as possible in the next year distributable earnings are available. Upon maturity, the Company shall redeem the preferred shares plus the aggregated amount of any undistributed dividend.
The maximum issuance period of the preferred shares is five (5) years, upon maturity, the Company shall redeem the preferred shares in cash in lump sum at the issuing price plus the aggregated amount of any undistributed dividend. In the case where, upon maturity, the Company is unable to redeem all or partial of the preference shares due to objective causes or force majeure, the rights attached to unredeemed preference shares shall continue to be valid in accordance with issue conditions of this Issuance Rules until the Company completes all redemption, and the dividends shall be calculated based on the original dividend rate and the actual extended period.
The preferred shares may not be converted to ordinary shares during the issuance period.
In terms of priority for the allocation of the Company's remaining assets, the preferred shares shall have a higher priority than ordinary shares and other preferred shares issued afterwards. The compensation received, however, shall not exceed the value of the shares when issued.
Holders of preferred shares are entitled voting rights or election rights during Shareholder Meetings, they may also be elected as Directors.
When the Company issues new shares with the cash from capital increase, shareholders of preferred stocks have the same pre-

emptive rights as the shareholders of ordinary shares.

The Board of Directors is authorized to determine all other relevant matters in accordance with “Rules Governing the Issuance of Class A Registered Preference Shares” at the time of issuance.

Article 8

The share certificate of the Company shall be issued in registered form after being signed or sealed by the chairman and three(3) Directors, and certified and issued in accordance with laws and regulations of the competent authority. The Company may issue registered stock without printing share certificates for the shares issued; however, the shares shall be registered by or placed under the custody of a centralized securities custodian.

Article 9

Transfers of shares shall not be allowed within sixty (60) days before an annual Shareholders’ Meeting, thirty (30) days before an extraordinary Shareholders' Meeting, or five (5) days before the record date for distribution of dividends, bonuses, or other benefits.

Article 10

The Company shall administer all the stock-related operations in accordance with the "Regulations Governing the Administration of Shareholder Services of Public Companies".

Chapter III Shareholders’ Meeting

Article 11

The Shareholders’ Meetings of the Company include annual meetings and extraordinary meetings. Annual meetings shall be convened by the Board of Directors within six (6) months after the end of each fiscal year. If necessary, extraordinary meetings are convened according to the Company Act and other relevant laws.

Article 12

If a shareholder is unable to attend the Shareholders' Meeting in person, a proxy can be appointed by completing the company's proxy form specifying the scope of delegated authority. Representation by proxy shall be governed by Article 177 of the Company Act.

Article 13

Unless otherwise provided by laws and regulations, each shareholder of The Company shall be entitled to one vote for each share owned.

Article 14

Unless otherwise provided by laws and regulations, resolution made by Shareholders' Meeting shall be adopted if approved by a meeting attended by shareholders representing more than half (1/2) of total issued shares and approved by more than half (1/2) of the voting rights present.

Article 15

The Shareholders' Meetings shall be chaired by the Chairman of the Company. Where the Chairman is absent or unable to exercise his/her powers for any reason, the Vice Chairman shall act in place of the chairman; if there is no vice chairman or the vice chairman also is on leave or for any reason unable to exercise the powers of the vice

chairman, the chairman shall appoint a Director to do so on his/her behalf. Where the chairman does not make a designation, the Directors shall elect one (1) Director from among themselves to preside the meeting. For Shareholders' Meetings held by an authorized party other than the Board of Directors, the meeting will preside by the convener. If there are two or more conveners at the same time, they shall elect from among themselves to serve as the chair.

Article 16
Resolutions adopted at a Shareholders' Meeting shall be recorded in the minutes of the meeting, which shall be affixed with signature or seal of the chairman of the meeting and distributed to all shareholder within twenty (20) days after the meeting. The distribution of meeting minutes mentioned in the preceding paragraph may be done in electronic form or by announcement.

Article 17
Deleted.

Article 17-1
Where the Company plans to withdraw its shares from public offering, it shall submit such proposal to the Shareholders' Meeting for resolution after discussion.

Chapter IV Board of Directors and the Audit Committee

Article 18
The Company shall have five (5) to eleven (11) Directors. A Director shall hold office for a term of three (3) years and shall be eligible for reelection. Candidates shall be the shareholder of the Company and with capacity and good morals. The Company may purchase liability insurance for the Directors after the appointment. The Director election of the Company shall adopt a candidate nomination system in accordance with Article 192-1 of the Company Act, the Directors shall be elected from the nominees listed in the roster of Director candidates at the Shareholders' Meeting. The shareholding ratio of all Directors shall be subject to the provisions of the competent securities authorities.

Article 18-1
In the aforesaid quota of the Company's Directors, there shall be at least 3 independent Directors in accordance with Article 14-2 of the Securities and Exchange Act. The elections for independent and non-independent Directors shall be conducted at the same time, and the number of winners is calculated separately. Matters related to the professional qualifications, shareholdings, restrictions on part-time jobs, nomination, election, and other compliance-related requirements for Independent Directors shall be handled in accordance with relevant regulations announced by the competent authority.

Article 18-2
The Company shall set up an audit committee in accordance with the provisions of Article 14-4 of the Securities and Exchange Act. The audit committee shall be composed of the entire number of Independent

Directors. The provisions regarding supervisors shall cease to apply once the Audit Committee is established. The term of office for the elected supervisors shall terminate upon the establishment of the Company’s first term audit committee. The powers, duties, and other compliance-related requirements of the audit committee shall be governed by the Company Act, Securities and Exchange Act, and other related laws and regulations.

Article 19
When the number of Directors falls short by one third of the total number prescribed in this Company’s Articles of Incorporation, the Board of Directors shall call an extraordinary Shareholders’ Meeting in accordance with the law and regulations to hold a by-election to fill the vacancies. Except for the election of new Directors across the Board, the new Directors shall serve the remaining term of the predecessors.

Article 20
The Company may remunerate its Directors for performing their duties, regardless of the Company’s earnings. The Board of Directors is authorized to determine the remuneration of the Directors based on their contribution to the Company, the Company's business performance, and the industry standard. Where the Company turned a profit for the current year, remuneration shall be distributed in accordance with Article 27 of this Articles of Incorporation.

Article 21
Unless approved by the competent authority, the following relationships may not exist among more than half of the Company's Directors:
1. Spouse.
2. Kinship within second-degree.

Article 22
The chairman of the Board of Directors shall be elected from amongst the Directors by a Board Meeting attended by more than two thirds (2/3) of Directors and approved by more than half of attending Directors. The Vice President may be elected in the same way. The chairman shall represent the Company externally.

Article 23
Where the chairman is absent or unable to perform his/her duties for any reason, the chairman shall designate a Director to do so on his/her behalf in accordance with Article 208 of the Company Act.

Article 24
In calling a meeting of the Board of Directors, a notice setting forth therein the subject(s) to be discussed at the meeting shall be given to each director no later than seven (7) days prior to the scheduled meeting date. In emergency circumstances, however, the meeting may be convened at any time. The notice shall be affected by means of mail, delivery in person, fax, or other forms of electronic transmission. The Directors shall attend the Board of Directors’ meeting in person. In the case where a director is unable to attend in person, he/she may authorize another director as his/her proxy in attending a Board of

Directors’ Meeting. However, one proxy can only represent one other director during a meeting. Those who participate in the video conference are considered to have attended the meeting in person. Unless otherwise provided for under the Company Act, resolutions of the Board of Directors shall be adopted by more than half of the Directors at a meeting attended by more than half of the Directors.

Article 24-1

Where the business scope of the Company’s Directors or the independent Directors or their related parties includes "Residence and Buildings Lease Construction and Development, Industrial Factory Buildings Lease Construction and Development, Development of special industrial zones, Public Works Construction and Investment, New County and Community Construction and Investment, Land Levy and Delimit, Reconstruction within the renewal area, Real Estate Commerce, Real Estate Rental and Leasing, Investment Consulting, Management Consulting Services and any relevant business to the aforementioned", if there are relevant proposals at a given Board of Directors’ meeting, the concerned Directors or independent Directors shall state the important aspects of the relationship of interest at the given Board Meeting. The concerned Directors or independent Directors may not participate in discussion of or voting on the proposal and shall recuse himself or herself from the discussion or the voting and may not exercise voting rights as proxy for another director. In case of violations, the Directors or Independent Directors and the related parties shall be liable for predetermined damages of three (3) to five (5) times the amount of transaction concerned in the proposal.

Chapter V Managers

Article 25

The Company shall have managers, their appointment, discharge, and remuneration shall be done in accordance with Article 29 of the Company Act. The determination of remuneration shall be governed by the Company’s relevant human resource management regulations.

Chapter VI Accounting

Article 26

The Company’s Board of Directors shall prepare (1) business report, (2) financial statements and (3) profit distribution or deficit compensation proposal after the end of each fiscal year and forward them to the annual Shareholders Meeting for approval after submitting them to the audit committee for approval thirty (30) days prior to the annual Shareholders Meeting.

Chapter VII Supplementary Provisions

Article 27

The Company shall appropriate no less than 5% and no more than 20% of the current year’s profit as employee bonuses (At least 1% shall be distributed to basic-level employees.) by cash or shares upon approval of the Board of Directors. Employee bonuses may be issued to employees of subordinate companies that meet certain criteria. The Company may appropriate no more than 2% of the above profit as Directors’ remuneration upon approval of the Board of Directors. The allocation of employees' Bonus and Directors' remuneration shall be reported to the Shareholders' Meeting. However, if the Company has accumulated losses, the amount shall be set aside to cover the deficit, and then distributed to employees and Directors in accordance with the aforementioned percentage.

Article 27-1

The treasury shares bought back by the Company may be transferred to the employees at a price lower than the average price paid for the shares. The resolution for such transfer shall be adopted with the concurrence of over two-thirds of votes exercised by the shareholders present at the Shareholders' Meeting who represent more than half of the issued shares of the Company. Matters under Article 10-1 of “Regulations Governing Share Repurchase by Exchange-Listed and OTC-Listed Companies” shall be set out in the notice of the reasons for convening the said Shareholders’ Meeting. The recipient may include employees of controlling or subordinate companies that meet certain criteria.

Article 27-2

Any earnings remaining after closure of the current financial year are first subject to income tax and reimbursement of previous losses, followed by a 10% provision for statutory reserve as required by regulations. However, no further provision shall be made once the statutory reserve reaches the amount of the Company’s paid-in capital. Any excessive balance may be provided or reversed of special reserve pursuant to relevant laws. Any remaining balance in retained earnings may be appropriated as dividends in accordance with a proposal for earning distribution as approved by the Board of Directors and submit it to the Shareholders’ Meeting for distribution of shareholder dividends. In consideration of the Company's long-term financial plans and satisfying the need of shareholders for incoming cash flow, the cash dividends shall account for no less than 10% of the total amount of dividends distributed for the current year.

Article 28

Any matters not specified in the Articles of Incorporation shall be handled in accordance with the Company Act and other relevant laws and regulations.

Article 29

These Articles were established on Jun. 15, 2007.

The 1st amendment was made on Jan. 2, 2008.
The 2nd amendment was made on Apr. 6, 2009.
The 3rd amendment was made on Aug. 7, 2009.
The 4th amendment was made on May 11, 2010.
The 5th amendment was made on Oct. 25, 2010.
The 6th amendment was made on Jun. 12, 2012.
The 7th amendment was made on Jun. 8, 2016.
The 8th amendment was made on Jun. 8, 2018.
The 9th amendment was made on Jun. 10, 2020.
The 10th amendment was made on July 1, 2021.
The 11th amendment was made on Jun. 11, 2025.

[Appendix 4]

Shareholding of Directors

The paid-in capital of the Company is NT$929,199,500, divided into 92,919,950 shares.
In accordance with Article 26 of the Securities and Exchange Act, the minimum of shares to be held by all Directors shall be 7,433,596 shares.
As of the ex-dividend date for this Shareholders' Meeting, the individual and aggregate shareholdings of the Directors are set out as follows:

Title	Name	Shares held	Shareholding ratio
Chairman of the Board	Representative AVer Information, Inc.:Chung-Song Kuo	46,388,504	49.92
Director	Representative AVer Information, Inc.:Chi-Yue Hsi	46,388,504	49.92
Director	Representative AVer Information, Inc.:Chao-Hsiang Lin	46,388,504	49.92
Director	Representative Wise Cap Limited Company : Chien-Liang Lin	495,000	0.53
Independent Director	An-Bang Tsao	0	—
Independent Director	Ying-Tsun Chiang	0	—
Independent Director	Kun-Cheng Chao	0	—
Independent Director	Hsing-Wei Chao	0	—
Total for all Directors (excluding Independent Directors)		46,883,504	50.45

AI assistant

AVer — AGM Information 2026

52362_rns_2026-05-20_f7624a3e-2ba7-4c27-9922-5eff85bce754.pdf

AVer Information Inc.

2026 Annual Shareholders' Meeting

Meeting Agenda

DISCLAIMER

AVer Information Inc.

Meeting agenda of the 2026 annual Shareholders' Meeting

Business Report

I. 2025 Operational Results

(I). Operation results and financial performance in 2025

(III). Research & Development Status

II. 2026 Business Plan Outline

III. Impacts from Business Environment

AVer Information Inc.

Audit Committee's Report

Independent Auditor's Report (translated from Chinese)

Opinion

Basis for Opinion

Key Audit Matters

Assessment of sales returns and allowances

Other Matter

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

Auditors' Responsibilities for the audit of the Consolidated Financial Statements

Independent Auditors' Report (translated from Chinese)

Opinion

Basis for Opinion

Key Audit Matters

Auditors' Responsibilities for the audit of the Parent Company Only Financial Statements

List of Director candidates

Details of the release of non-competition restrictions on the Company's newly elected Directors

Appendices

AVer Information Inc.

Rules and procedure for Shareholders' Meetings

AVer Information Inc.

Rules for election of Directors

AVer Information Inc.

Articles of Incorporation

Chapter I General Provisions

Chapter III Shareholders’ Meeting

Chapter IV Board of Directors and the Audit Committee

Chapter V Managers

Chapter VI Accounting

Chapter VII Supplementary Provisions

Shareholding of Directors

More from AVer

AVer AGM Information 2026