CALIN
Technology
Stock Code:4976

佳凌科技股份有限公司

CALIN TECHNOLOGY CO.,LTD.

Handbook for the 2026

Annual Meeting of Shareholders

MEETING TIME: JUNE 24, 2026 AM 09:00

PLACE: No. 1, Jianguo Rd., Tanzi Dist., Taichung City 427058, Taiwan (R.O.C.)
Taichung Tanzi Technology Industrial Park,
(Export Processing Zone Administration) Employee Recreation Room

I. Meeting Procedure ... 1
II. Reports Items ... 2
III. Proposals Items ... 4
IV. Discussion Items ... 5
V. Election Items ... 8
VI. Other Matters ... 8
VII. Extempore Motion ... 8

1 2025 Business Report ... 9
2 The Report of the Audit Committee ... 11
3 Employee Stock Transfer Regulations for Repurchased Shares ... 12
4 Independent Auditors' Report ... 14
5 2025 Sheet of Deficits Compensation ... 24
6 Regulations Governing the Acquisition and Disposal of Assets ... 25
7 List of Candidates of Directors (Independent Director) ... 29
8 List of non-competition obligation of candidates of the directors ... 31

1 Rules of Procedure for Shareholder Meeting ... 32
2 Article of Incorporation ... 41
3 Procedures for Election of Directors ... 47
4 Regulations Governing the Acquisition and Disposal of Assets ... 50
5 Shareholding of Directors ... 66
6 Other Matters ... 67

I. Meeting Procedure

Meeting method: Physical shareholders' meeting

Time: June 24, 2026 (Wednesday), 9:00 a.m.

Place: No. 1, Jianguo Rd., Tanzi Dist., Taichung City 427058, Taiwan (R.O.C.)
Taichung Tanzi Technology Industrial Park,
(Export Processing Zone Administration) Employee Recreation Room

Procedure for Annual Meeting of Shareholders:

i. Call the Meeting to Order (report the shares in attendance)

ii. Chairperson Remarks

iii. Reports Items

Report the business of 2025.
The Audit Committee’s Review Report on the 2025 Financial.
To report the status of the private placement of common shares.
Status report of the company's share buyback program.

iv. Proposals Items

Adoption of the 2025 Business Report and Financial Statements.
Proposal for the Appropriation of Profit and Make up for Loss of 2025.

v. Discussion Items

Amendment to "Regulations Governing the Acquisition and Disposal of Assets."
To propose the issuance plan of private placement for common shares.

vi. Elections Items

To elect all Directors of the company.

vii. Other Matters

Proposal of Release the Prohibition on Directors from Participation in Competitive Business.

viii. Extempore Motion

ix. Adjournment

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II. Reports Items

Report 1

Subject: 2025 Business Report is hereby presented for your review.

Explanation: The 2025 Business Report is attached as pp9, Appendix 1.

Report 2

Subject: Audit Committee’s report on 2025 final accounts report is hereby presented for your review.

Explanation: The 2025 Audit Committee’s Review Report is attached as pp.11, Appendix 2.

Report 3

Subject: To report the status of the private placement of common shares is hereby presented for your review.

Explanation: As approved by the shareholders at the Annual Shareholders' Meeting on June 25, 2025, the shareholders authorized the Board of Directors to raise funds by issuing Common Shares through Private Placement to expand the company's operation scale, and could be conducted once within one year following the Shareholders' Meeting at which the resolution was made. Considering the aforementioned Private Placement plan will expire, and no specific person has been identified so far, the Board of Directors resolved to terminate the private placement plan.

Report 4

Subject : Status report of the company's share buyback program is hereby presented for your review.

Explanation : (1) please refer the table below:

Treasury stocks: Batch Order	Seventh Batch
Purpose of buy-back	Transfer of shares to employees
Timeframe of buy-back	2025.05.22-2025.07.10
Price range	NT$23–NT$35 per share
Class, quantity of shares repurchased	common stock
1,056,000 shares
Value of shares repurchased	NT$29,682,197
Quantity of repurchased shares as a percentage of total shares to be repurchased (%)	52.80%
Shares sold/transferred	0 shares
Accumulated number of company shares held	1,056,000 shares
Percentage of total company shares held (%)	0.75%
Reasons for failure to complete the execution	In order to protect the rights and interests of all shareholders and to maintain the market trading mechanism, the Company adopts a phased buyback strategy based on changes in stock price and trading volume, so the strategy was not fully executed.

Note : Total issued shares: 141,351,000 shares on 2026/04/26

(2) The Transferring Rule to employees of the 7th Share Buy-Back Program is attached on page 12~13, Attachment 3.

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III. Proposals Items

Proposal 1
【Proposed by the Board】

Subject: Adoption of the 2025 Business Report and Financial Statements are hereby presented for your adoption.

Explanation:

The Company's 2025 Financial Statements have been prepared by the Board of Directors and the resolution has been approved. The Financial Statements have been completed with the certification of Yang, Chen Yu and Shao, Chao Pin from Crowe (TW) CPAs, together with the Business Report, which were sent to the Audit Committee for review, and a Review Report has been submitted.
The Company's 2025 Business Report and financial statements are attached in the Meeting Agenda, pp9 Appendix 1 and pp.14 -23 Appendix 4.

Resolution:

Proposal 2
【Proposed by the Board】

Subject: Proposal for Appropriation of Profit and Make up for Loss of 2025 presented for adoption.

Explanation: Please refer to the Appropriation of Profit and Make up for Loss of 2025 are attached in the Meeting Agenda, pp.24 Appendix 5.

Resolution:

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IV. Discussion Items

Proposal 1

【Proposed by the Board】

Subject: Amendment to "Regulations Governing the Acquisition and Disposal of Assets."

Explanation: The Company's 'Procedures Governing the Acquisition and Disposal of Assets' have been revised to align with Financial Supervisory Commission Order No. 1140383333, issued on July 24, 2025. Please refer to for the Amendment Comparison Table, pp. 25–28 Appendix 6.

Resolution:

Proposal 2

【Proposed by the Board】

Subject: To propose the issuance plan of private placement for common shares, submitted to discuss.

Explanation: In corresponding to the development trends in the industry and as well as the company operation requirements, the Company proposes to raise funds by issuing common shares within the range of 20,000,000 shares (the par value is NT$10 per share) in accordance with Security and Exchange Act, Article 43-6, and "Directions for Public Companies Conducting Private Placements of Securities", described as follows.

Private Placement Pricing Determination Basis and Reasonableness:

(1) Pricing Determination: In accordance with "Directions for Public Companies Conducting Private Placements of Securities", to set the benchmark pricing based on the higher one of the calculation prices, and the price determination level shall not be lower than 80% of the benchmark pricing: (a) the simple average closing price of the common shares of the Company for either the 1, 3, or 5 business days, or (b) for the 30 business days before the price determination date, after adjustment for any distribution of stock dividends, cash dividends, or capital reduction. The actual issuance price shall no lower than the reference price. The actual price determination date and the actual private placement price will be determined by the board of directors pursuant to the scope of percentage adopted by the resolution of the shareholders meeting and according to the above pricing requirements, and based on the situation of consulting with the specific persons and the market condition.

(2) Reasonableness of pricing method: The actual issuance price based on "Directions for Public Companies Conducting Private Placements of Securities", taking into consideration the market status, objective

conditions and relevant regulations above-mentioned. The price determination method is in compliance with relevant regulations, which shall be reasonable.

Specific persons' selection: The investor(s) to subscribe to the Private Placement Shares shall meet the qualifications listed in Article 43-6 of the Security and Exchange Act, and Article reference number 1120383220 of the Securities and Futures Bureau under the Financial Supervisory Commission R.O.C. (Taiwan).

(1) The way of the specific persons selected: The strategic partner selection in this private placement will be based on vertical integration with the upstream and downstream of the Company.

(2) Purpose: To expand the company's operation scale, improve its operation efficiency, and maximize shareholders' equity.

(3) Necessity: To participate in this private placement to increase its shareholding in the Company, this should be able to build up strengthen the cooperative relationship. Therefore, it is necessary to introduce strategic investors in this private placement.

(4) Expected benefits: Assist the company in improving technology, quality, efficiency improvement, market expansion and other benefits through vertical integration, horizontal integration or joint research and development of commodities or markets, that will be beneficial to the company's business stability and future operation and fully grasp the benefits such as sales trends to the terminal sides.

The necessity of the private placement:

(1) The reason for not taking a public offering: In order to response to the development trend of the industry and the company operation requirements, it is proposed to introduce strategic investors through private placement, and by considering the effectiveness, feasibility and costs to raise capital, it is easier to comply with the strategic alliance arrangement, and the funds obtained from the private placement will be used in conjunction with the strategic alliance agreement.

(2) The amount of the private placement: Within the quota of 20,000,000 shares, it will be processed once within one year from the resolution date of the shareholders meeting. The increased share capital will account for about 12.40% of the total share capital after the private placement. The shareholding ratio afterwards shall not cause any change in the right of management.

(3) The capital usage plan and projected benefits of private placement: Use

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of funds: For business expansion requirements and operating capital. Estimated benefits: By introducing strategic investors and searching for strategic partners for vertical integration from upstream to downstream, it is proposed to strengthen the technology, business or key components required for the company's operations, and then to get the timeliness and respond to rapid changes in the industry and environment.

(4) The rights and obligation of the common shares issued for this capital injection through private placement are the same as the existing issued shares of the Company. The shares issued under the private placement may not be transferred except under the circumstances in Article 43-8, Securities and Exchanges Act.

Resolution :

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V. Election Items

Subject: To elect the all Directors of the company.
【Proposed by the Board】

Explanation:
1. The three-year term of directors and independent directors of the 8th Board will be end on June/26/2026. The company proposes to duly elect new Board members at this year's Annual Meeting of Shareholders.
2. According to Article of the Corporate Charter, the Company shall have five to eleven Directors, to be elected by the shareholders from among the nominees listed in the roster of candidates based on a candidate nomination system. the aforesaid Board of Directors at least shall be three independent directors, and not less than one-fifth of the total number of directors.
3. The shareholders' meeting shall elect 9 directors (Including 3 independent directors) of the 9th Board. Their three-year term will start from June/24/2026 and conclude on June/23/2029.
4. The Board election proposal has been approved by the Board meeting on May/13/2026, a total of directors shall be elected from the nomination list prepared by the company. Please refer to the Personal information of the nominees are attached in the Meeting Agenda, pp.29~30 Appendix 7.

Voting Results:

VI. Other Matters

Subject: Release Directors and Representatives of Juristic-Person Directors from Non-Competition Restrictions. Please proceed to discuss. [Proposed by the Board]

Explanation:
1. Following the election of directors, and in accordance with Article 209 of the Company Act, a director who does anything for himself or on behalf of another person that is within the scope of the Company's business shall explain to the meeting of shareholders the essential contents of such an act and secure its approval.
2. As the Company's operational needs, A newly elected director of the Company and representative of a juristic-person director, if engaging in acts as directors or managers of participation in other business operations similar or identical to the Company's scope of operations, those which are not detrimental to the Company's benefit, in accordance with Article 209 of the Company Act, shall request the Shareholders' Meeting to exempt the director and representative of a juristic-person director from non-competition restrictions. Please refer to the Meeting Agenda, pp.31 Appendix 8.

Resolution:

VII. Extempore Motion

VIII. Adjournment

Attachment 1

Calin Technology Co., Ltd

2025 Business Report

1.Business Plan Implementation Achievement and Profit Status

In 2025, the net revenue of Calin Technology was NT$1,020,255 thousand, the net loss after tax was NT$260,628 thousand, and a net loss was NT$1.88 per share.

The global economy faced headwinds as U.S. tariff policies dampened growth momentum worldwide in 2025. In response, Calin has been actively transforming in recent years by optimizing our product mix and increasing the application of AI Vision and Infrared products. Consequently, operating revenue saw only a marginal decline compared to last year, our gross margin, operating income, and overall profitability fell short of expectations, primarily because production scales have yet to reach a critical economic threshold.

Looking ahead, Calin remains committed to our core business and the principle of sustainable development. Our management team and all employees continue to focus on enhancing production efficiency and quality, expanding product applications, and actively pursuing international certifications to bolster our market competitiveness.

2. Budget Execution Status: Not Applicable

3. Research development status in the past two years

Year	2024	2025
R&D Achievement	1. Surveillance zoom lens 2. Drone tele lens 3. Periscope lens 4. Visible & infrared confocal lens 5. Athermalize Lens 6. Optical lens stress testing	1.Drone tele autofocus lens 2. Drone auto-zoom lens 3. Underwater aquaculture lens 4. Driver monitoring lens 5. SWIR LiDAR lens 6.LWIR thermal imaging lens

4. Company development strategy and vision with perspective

Calin has increased its multi-application of products in automotive grade, security control, video camera lens, Low-altitude economic applications and various kinds of optical lenses. It is expected that the future business will continue to grow with the development of the global industry. With in-depth digging into technical development, further upgrading,

improvement of the speed and quality of new product development, the recruitment of outstanding professionals, and ambitiously expanding the overall operating growth, these are its milestone and goal of direction. Faced with the ever-changing international economic situation, the management team and all our colleagues are committed to actively creating better and win-win fruitful benefits for shareholders and employees.

Chair : Liu, Chia-Pin
Manager: Chiang, Chao-Te
Accounting Supervisor: Ke Hui Jen

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Attachment 2

The Report of the Audit Committee

The Board of Directors has prepared the Company's 2025 business report, financial statements and a proposal for loss off-setting; among which the financial statements have been audited by Crowe (TW) CPAs. The above-mentioned business report, financial statements and a proposal for loss off-setting, have been reviewed by the Audit Committee and found to be in compliance with the relevant laws and regulations. Therefore, I hereby certify the foregoing report pursuant to Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act.

Calin Technology Co., Ltd 2026 Annual Shareholders’ Meeting

Calin Technology Co., Ltd

Convener of the Audit Committee:

Hsu, Chun-Ming

March 11, 2026

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Attachment 3

CALIN TECHNOLOGY CO.,LTD.

Employee Stock Transfer Regulations for Repurchased Shares

Purpose

Article 1 These Regulations are established by the Company in accordance with Article 28-2 of the Securities and Exchange Act and the “Regulations Governing the Repurchase of Shares by Listed and Over-the-Counter Companies” issued by the Financial Supervisory Commission, to incentivize employees and enhance their sense of belonging. The transfer of repurchased shares to employees by the Company shall be handled in accordance with these Regulations, except as otherwise provided by relevant laws and regulations.

Rights and Restrictions on Transferred Shares

Article 2 The shares to be transferred to employees this time are common shares, and their rights and obligations are the same as other outstanding common shares, unless otherwise stipulated by relevant laws and these Regulations.

Transfer Period

Article 3 The shares repurchased this time may be transferred to employees in one lump sum or in installments within five years from the date of repurchase, in accordance with the provisions of these Regulations.

The aforementioned employee subscription rights shall not be exercised during the period commencing from the date of announcement of the ex-rights date for any capitalization of retained earnings, capitalization of capital reserves, or issuance of new shares for cash, until two days prior to the book closure date.

Details of the subscription and payment periods shall be determined by the Chairman.

Eligibility of Recipients

Article 4: A. Any full-time employee receiving a salary from the Company prior to the share allocation record date and meeting the following conditions shall be eligible to subscribe to shares in accordance with Article 5.

B. Recipients shall forfeit their right to subscribe under these Regulations under any of the following circumstances:

Termination of employment (including voluntary resignation or dismissal);
During any unpaid leave of absence, the subscription right shall be suspended and may be reinstated upon return to work;
Retirement;
Layoff.

Determination of the Number of Shares to be Transferred to Employees

Article 5 The number of shares that employees may subscribe for shall be determined by the Company based on standards such as the employee's job grade, years of service, performance, and special contributions to the Company. Consideration shall also be given to factors such as the total number of repurchased shares held by the Company on the record date for subscription and the upper limit on the number of shares that a single employee may subscribe for. The actual subscription eligibility and subscription quantity shall be resolved by the Board of Directors For transferees who hold managerial positions in the Company, the matter shall be reviewed by the Compensation Committee and approved by the Board of Directors. Other than those holding managerial positions in the Company as mentioned in the preceding paragraph, the matter shall first be submitted to the Audit Committee for consent and then submitted to the Board of Directors for resolution. Employees who fail to complete payment during the subscription period shall be deemed to have waived their rights. The unsubscribed shares shall be added to the unallocated portion and may be reallocated to eligible employees during the valid transfer period in accordance with Articles 4 and 5.

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Transfer Procedure

Article 6. 1. Repurchase the Company's shares in accordance with the resolution of the Board of Directors, public announcement, and reporting within the execution period.
2. The Board shall establish and announce the employee stock subscription record date, the criteria for the number of shares available for subscription, the transfer price, the subscription payment deadline, the rights and restrictions, and other operational matters in accordance with these Regulations; The Chairman is authorized by the Board to prescribe the specific operational details thereof.
3. Compile the actual number of shares subscribed and paid for, and process the share transfer registration.

Transfer Price per Share

Article 7. The transfer price for the repurchased shares transferred to employees shall be the average price of the actual repurchase. However, if the number of the Company's issued common shares increases or decreases before the transfer, the transfer price may be adjusted proportionally based on the change in the number of issued shares.

The formula for the adjustment of the transfer price is as follows:
$$
\text{Adjusted Transfer Price} = \frac{\text{Average Price of Actual Repurchased Shares}}{\text{Total Number of Ordinary Shares Issued at the Time of Repurchase Declaration}} / \left( \frac{\text{Total Number of Ordinary Shares Issued Before Transfer of Repurchased Shares to Employees}}{\text{Rights and Obligations After Transfer}}
$$

Article 8. After the repurchased shares are transferred to employees and the transfer registration is completed, the remaining rights and obligations shall be the same as those of the original shares, unless otherwise stipulated.

Other

Article 9. A. The shares repurchased by the Company for transfer to employees shall be fully transferred within five years from the date of repurchase. Any portion not transferred within the deadline shall be deemed as unissued shares of the Company and shall be handled for cancellation of shares and registration of changes in accordance with the law.
B. If a company buys back shares from the centralized securities exchange market or over-the-counter market, the shares held by its affiliated enterprises defined under Article 369-1 of the Company Act or its directors, supervisors, managerial officers, or shareholders holding more than 10 percent of the company's total shares, include shares held by their spouses and minor children and those held under the names of other parties, shall not be sold during the buyback period.
C. The board of director resolution and the implementation thereof shall be reported in the most recent shareholders meeting. The same shall also apply if the shares are not bought back for any reason.
D. The Company may, at its sole discretion, enter into agreements with its employees concerning their respective rights and obligations, provided that such agreements do not violate the Securities Exchange Act, the Companies Act, or other applicable laws and regulations.

Article 10. The detailed implementation rules for the employee subscription of repurchased shares will be separately determined and approved by the Chairman.

Article 11. These Regulations shall take effect after being approved by the Board of Directors, and the same shall apply to any amendments.

Article 12. These Procedures any amendment thereto, shall be reported to the Shareholders' Meeting.

Attachment 4

Crowe

國富浩華聯合會計師事務所

Crowe (TW) CPAs

40308台中市西區台灣大道

二段285號15樓

15F., No. 285, Sec. 2, Taiwan

Blvd., West Dist.,

Taichung City 40308, Taiwan

Tel +886 4 36005588

Fax +886 4 36005577

www.crowe.tw

INDEPENDENT AUDITORS' REPORT

To the Board of Directors and Shareholders of

CALIN Corporation

Opinion

We have audited the accompanying financial statements of CALIN Corporation (the "Company"), which comprise the balance sheets as of December 31, 2025 and 2024, and the statements of comprehensive income, changes in equity, and cash flows for the years then ended, and the notes to the financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying financial statements present fairly, in all material respects, the accompanying financial position of the Company as of December 31, 2025 and 2024, and its financial performance and its cash flows for the years then ended 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

We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and the Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors' Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Accountants 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.

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Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements for the year ended December 31, 2025. These matters were addressed in the context of our audit of the 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 the Company’s financial statements for the year ended December 31, 2025 are stated as follows:

1. Valuation of Inventory Impairment

Description

As of December 31, 2025, inventories of CALIN Corporation represented approximately 17% of total assets. Inventories are susceptible to fluctuations in market demand and rapid technological changes, which may result in obsolescence and excess stock and, consequently, inventory write-downs. The Company’s accounting policy for inventory write-downs is based primarily on inventory aging information and requires significant management judgment in assessing expected sales, obsolescence, and product quality. Accordingly, inventories are measured at the lower of cost and net realizable value, and provisions are recognized, as necessary. Therefore, the valuation of inventories was a key audit matter in our audit of the accompanying financial statements.

How our audit addressed the matter

Our main audit procedures included (i) reviewing the inventory aging report and analyzing period-over-period movements in aging; (ii) evaluating the reasonableness of management’s policy for recognizing inventory write-downs and obsolescence; (iii) testing, on a sample basis, the recorded inventory balance; (iv) obtaining recent raw material quotations and/or estimated selling prices to verify the determination of net realizable value; and (v) assessing the appropriateness of the inventory valuation basis and the adequacy of the allowance for obsolete and damaged inventories.

2 Sales Revenue Recognition

Description

Sales revenue is a key indicator of a company’s financial and operating performance. For the year ended December 31, 2025, CALIN Corporation recognized sales revenue of NTD 1,020,255 thousand. As the Company conducts business globally, including in the Americas, China, and Europe, the timing of revenue recognition depends on the specific terms of each contract or order.

Accordingly, sales revenue recognition was a key audit matter in our audit of the accompanying financial statements.

How our audit addressed the matter

Our main audit procedures included (i) obtaining an understanding of, and evaluating the design and implementation of, key internal controls over the sales and collection cycle; (ii) testing, on a sample basis, revenue transactions to assess whether revenue was recognized in accordance with the relevant contractual terms; (iii) analyzing changes in sales to the top ten customers and investigating significant or unusual fluctuations; (iv) performing analytical procedures on sales revenue and accounts receivable, including assessing the reasonableness of days sales outstanding; and (v) performing cut-off testing by selecting sales transactions around the period end, inspecting supporting documents to assess the appropriateness of the revenue recognition period, and evaluating whether significant returns or exchanges occurred after year end.

Responsibilities of Management and Those Charged with Governance for the 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 and the IFRS, IAS, IFRIC, and SIC endorsed and issued into effect by Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Company'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 the Company's financial reporting process.

Auditors' Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and

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are considered material if, individually or in the aggregate, they 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 Standards on Auditing of the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one 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 the Company'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 or conditions that may cast significant doubt on the Company'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 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 the Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

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 financial statements for the year ended December 31, 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

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adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners responsible for the audits resulting in this independent auditors' report are Yang, Chen Yu and Shao, Chao Pin.

CROWE (TW) CPAs
Taichung, Taiwan (Republic of China)

March 11, 2026

Notice to Readers

The accompanying financial statements are intended only to present the financial position, financial performance and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such financial statements are those generally applied in the Republic of China.

For the convenience of readers, the independent auditors' report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors' report and financial statements shall prevail.

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CALIN Corporation

BALANCE SHEETS

DECEMBER 31, 2025 AND 2024

(In Thousands of New Taiwan Dollars)

ASSETS	NOTES	December 31, 2025		December 31, 2024
		Amount	%	Amount	%
CURRENT ASSETS
Cash and cash equivalents	6(1)	$ 940,169	36	$ 1,229,411	41
Notes receivable, net	6(2)	268	-	1,412	-
Accounts receivable, net	6(2)	180,019	7	207,583	7
Other receivables		3,076	-	4,833	-
Current income tax assets	6(24)	8,344	-	6,496	-
Inventories, net	6(3)	445,439	17	444,525	15
Other financial assets - current	8	16,910	1	8,637	-
Prepayments and other current assets		20,993	1	20,072	1
Total current assets		1,615,218	62	1,922,969	64
NONCURRENT ASSETS
Financial assets at fair value through other comprehensive income	6(4)	328	-	328	-
- noncurrent
Property, plant and equipment	6(5) - 8	844,309	33	923,176	31
Right-of-use assets	6(6)	4,150	-	4,527	-
Investment properties	6(7)	55,226	2	56,477	2
Intangible assets	6(8)	11,706	-	16,275	1
Deferred income tax assets	6(24)	59,849	2	59,068	2
Prepayments for equipment		22,980	1	12,663	-
Other noncurrent assets	6(12)	1,009	-	1,385	-
Total noncurrent assets		999,557	38	1,073,899	36
TOTAL		$ 2,614,775	100	$ 2,996,868	100
LIABILITIES AND EQUITY
CURRENT LIABILITIES
Contract liabilities	6(18)	$ 29,140	1	$ 24,112	1
Notes payable		634	-	12,686	-
Accounts payable		127,353	5	88,918	3
Other payables	6(9)	85,156	3	91,949	3
Lease liabilities - current	6(6)	2,236	-	1,743	-
Long-term liabilities - current portion	6(10) - 8	56,344	2	140,542	5
Other current liabilities		5,090	-	3,372	-
Total current liabilities		305,953	11	363,322	12
NONCURRENT LIABILITIES
Long term loans	6(10) - 8	67,018	3	123,362	4
Deferred income tax liabilities	6(24)	565	-	1,529	-
Lease liabilities - noncurrent	6(6)	2,046	-	2,924	-
Other noncurrent liabilities		1,766	-	1,803	-
Total noncurrent liabilities		71,395	3	129,618	4
Total liabilities		377,348	14	492,940	16
EQUITIES
Common stock	6(13)	1,413,510	54	1,404,080	48
Capital surplus	6(14)	1,141,940	44	1,204,682	40
Retained earnings	6(15)
Legal capital reserve			-	-	-
Special capital reserve		2,811	-	2,811	-
Unappropriated earnings (accumulated deficit)		(260,628)	(10)	(78,518)	(3)
Others	6(16)	(30,524)	(1)	(29,127)	(1)
Treasury stock	6(17)	(29,682)	(1)	-	-
Total equity		2,237,427	86	2,503,928	84
TOTAL		$ 2,614,775	100	$ 2,996,868	100

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

CALIN Corporation

STATEMENTS OF COMPREHENSIVE INCOME

FOR YEARS ENDED DECEMBER 31, 2025 AND 2024

(In Thousands of New Taiwan Dollars, Except Earning Per Share)

	NOTES	2025		2024
		Amount	%	Amount	%
NET REVENUE	6(18)	$ 1,020,255	100	$ 1,128,847	100
COST OF REVENUE	6(3)(19)	(1,103,300)	(108)	(1,111,148)	(98)
GROSS PROFIT (LOSS)		(83,045)	(8)	17,699	2
OPERATING EXPENSES	6(19)
Marketing		(18,252)	(2)	(15,734)	(1)
General and administrative		(80,120)	(8)	(76,527)	(7)
Research and development		(89,412)	(9)	(68,892)	(6)
Total operating expenses		(187,784)	(19)	(161,153)	(14)
OPERATING PROFIT (LOSS)		(270,829)	(27)	(143,454)	(12)
NONOPERATING INCOME AND EXPENSES
Interest income	6(20)	18,295	2	36,448	4
Other income	6(21)	12,864	1	8,608	1
Other gains and losses	6(22)	(19,684)	(2)	54,705	5
Finance costs	6(23)	(3,084)	-	(5,993)	(1)
Total nonoperating income and expenses		8,391	1	93,768	9
INCOME (LOSS) BEFORE INCOME TAX		(262,438)	(26)	(49,686)	(3)
INCOME TAX EXPENSE	6(24)	1,758	-	(28,969)	(3)
NET INCOME (LOSS)		(260,680)	(26)	(78,655)	(6)
OTHER COMPREHENSIVE INCOME (LOSS)
Items that will not be reclassified subsequently to profit or loss:	6(25)
Remeasurement of defined benefit plans		65	-	171	-
Income tax benefit (expense) related to items that will not be reclassified		(13)	-	(34)	-
Other comprehensive income (loss) for the year, net of income tax		52	-	137	-
TOTAL COMPREHENSIVE INCOME FOR THE YEAR		$ (260,628)	(26)	$ (78,518)	(6)
LOSS PER SHARE (IN DOLLARS)
Basic	6(26)	$ (1.88)		$ (0.57)
Diluted		$ (1.88)		$ (0.57)

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

CALIN Corporation

STATEMENTS OF CHANGES IN EQUITY

FOR YEARS ENDED DECEMBER 31, 2025 AND 2024

(In Thousands of New Taiwan Dollars)

	Capital Stocks		Retained Earnings				Others			Treasury Stock	Total Equity
	Common Stocks	Capital Surplus	Legal Capital Reserve	Special Capital Reserve	Unappropriated Earnings (Accumulated Deficits)	Total	Unrealized Gain (Loss) on Financial Assets at Fair Value Through Other Comprehensive Income	Unearned compensation on employee share-based payments	Total
BALANCE, JANUARY 1, 2024	$ 1,406,900	$ 1,571,188	$ 603	$ 2,811	$ (383,336)	$ (379,922)	$ (2,942)	$ (51,003)	$ (53,945)	$ (35,161)	$ 2,509,060
Offset of accumulated deficits against capital surplus and legal reserve	-	(382,733)	(603)	-	383,336	382,733	-	-	-	-	-
Expiration of employee share-based payment	(2,820)	(5,791)	-	-	-	-	-	-	-	-	(8,611)
Compensation cost of employee share-based payments	-	-	-	-	-	-	-	24,818	24,818	-	24,818
Reissuance of treasury stock options to employees	-	22,018	-	-	-	-	-	-	-	35,161	57,179
Net loss in 2024	-	-	-	-	(78,655)	(78,655)	-	-	-	-	(78,655)
Other comprehensive income (loss) in 2024	-	-	-	-	137	137	-	-	-	-	137
BALANCE, DECEMBER 31, 2025	1,404,080	1,204,682	-	2,811	(78,518)	(75,707)	(2,942)	(26,185)	(29,127)	$ -	2,503,928
Offset of accumulated deficits against capital surplus and legal reserve	-	(78,518)	-	-	78,518	78,518	-	-	-	-	-
Issuance of employee share-based payments	10,000	16,880	-	-	-	-	-	(26,880)	(26,880)	-	-
Expiration of employee share-based payment	(570)	(1,123)	-	-	-	-	-	-	-	-	(1,693)
Compensation cost of employee share-based payments	-	-	-	-	-	-	-	25,483	25,483	-	25,483
Donations from shareholders	-	19	-	-	-	-	-	-	-	-	19
Purchase of treasury stock	-	-	-	-	-	-	-	-	-	(29,682)	(29,682)
Net loss in 2025	-	-	-	-	(260,680)	(260,680)	-	-	-	-	(260,680)
Other comprehensive income (loss) in 2025	-	-	-	-	52	52	-	-	-	-	52
BALANCE, DECEMBER 31, 2025	$ 1,413,510	$ 1,141,940	$ -	$ 2,811	$ (260,628)	$ (257,817)	$ (2,942)	$ (27,582)	$ (30,524)	$ (29,682)	$ 2,237,427

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

CALIN Corporation

STATEMENTS OF CASH FLOWS

DECEMBER 31, 2025 AND 2024

(In Thousands of New Taiwan Dollars)

	2025	2024
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss before income tax	$ (262,438)	$ (49,686)
Adjustments to reconcile profit (loss) to net cash provided by (used in) operating activities:
Depreciation	127,689	140,270
Amortization	6,873	5,824
Interest expense	3,084	5,993
Interest income	(18,295)	(36,448)
Compensation cost from share-based payments	23,790	38,225
Gain on disposal of property, plant and equipment	(447)	-
Others	(478)	(1,004)
Net changes in operating assets and liabilities
Notes receivable	1,144	(205)
Accounts receivable	27,564	(11,394)
Other receivables	1,418	67
Inventories	(19,198)	9,788
Other financial assets - current	(8,273)	(7,437)
Prepayments and other current assets	(3,225)	(8,918)
Contract liabilities	5,028	17,068
Notes payable	(2,339)	3,301
Accounts payable	38,435	(20,365)
Other payables	(3,648)	8,492
Other current liabilities	2,159	281
Net defined benefit liability and asset	6	(1,068)
Cash provided from (used in) operations	(81,151)	92,784
Interest received	18,634	37,054
Income taxes refunded (paid)	(1,848)	(3,179)
Interest paid	(2,697)	(5,057)
Net cash provided by (used in) operating activities	(67,062)	121,602
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of property, plant and equipment	(27,002)	(49,075)
Proceeds from disposal of property, plant and equipment	447	-
Decrease (increase) in refundable deposits	435	(181)
Acquisition of intangible assets	(3,097)	(145)
Increase in prepayment for equipment	(20,030)	(838)
Net cash used in investing activities	(49,247)	(50,239)

(Continued)

	2025	2024
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from long-term loans	$-	$10,640
Repayment of long-term loans	(141,020)	(145,707)
Repayments of the principal portion of lease liabilities	(2,250)	(2,196)
Purchase of treasury stock	(29,682)	-
Reissuance of treasury stock options to employees	-	35,161
Others	19	-
Net cash provided by (used in) financing activities	(172,933)	(102,102)
NET DECREASE IN CASH AND CASH EQUIVALENTS	(289,242)	(30,739)
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR	1,229,411	1,260,150
CASH AND CASH EQUIVALENTS, END OF YEAR	$940,169	$1,229,411
The accompanying notes are an integral part of the financial statements.		(Concluded)

Attachment 5

CALIN TECHNOLOGY CO.,LTD.

2025 Sheet of Deficits Compensation

(Unit: NTD$)

Items	Amount
	Subtotal	Total
Unappropriated retained earnings of prior years		0
-: 2025 annual net loss after tax	(260,679,922)
Changes in Actuarial Profit and Loss for the Current Period	51,766
Accumulated deficit		(260,628,156)
Accumulated deficit :
Legal Reserve used to cover accumulated deficits	0
Capital surplus used to cover accumulated deficits	260,628,156	260,628,156
Accumulated deficit at December 31, 2025		0

Chair: Liu, Chia-Pin

Manager: Chiang, Chao-Te

Accounting Supervisor: Ke Hui Jen

Attachment 6

Calin Technology Co., Ltd.

Regulations Governing the Acquisition and Disposal of Assets

After	Before	Note
6.5.2.4 Where the Company or a subsidiary thereof that is not a domestic public company engages in a transaction set out in Article 6.5.2.1, and the transaction amount reaches 10% or more of the Company’s total assets, the Company shall submit the materials listed in all subparagraphs of Article 6.5.2.1 to the shareholders' meeting for approval before the transaction contract may be entered into and any payment made. Following the end of the fiscal year, the Company shall report the actual status of such transactions to the most recent shareholders' meeting. However, transactions between the Company and its parent company or subsidiaries, or between its subsidiaries, are exempt from this requirement. The calculation of the transaction amounts referred to in Article 6.5.2.1 and the preceding paragraph shall be made in accordance with Article 6.9.1.3. The term "within one year" as used herein refers to the year preceding the date of occurrence of the current transaction. Items that have been approved by the shareholders' meeting, Audit Committee, and Board of Directors in accordance with these Management Measures need not be re-counted toward the transaction amount.	6.5.2.4 Where the Company or a subsidiary thereof that is not a domestic public company engages in a transaction set out in Article 6.5.2.1, and the transaction amount reaches 10% or more of the Company’s total assets, the Company shall submit the materials listed in all subparagraphs of Article 6.5.2.1 to the shareholders' meeting for approval before the transaction contract may be entered into and any payment made. However, transactions between the Company and its parent company or subsidiaries, or between its subsidiaries, are exempt from this requirement. The calculation of the transaction amounts referred to in Article 6.5.2.1 and the preceding paragraph shall be made in accordance with Article 6.9.1.3. The term "within one year" as used herein refers to the year preceding the date of occurrence of the current transaction. Items that have been approved by the shareholders' meeting, Audit Committee, and Board of Directors in accordance with these Management Measures need not be re-counted toward the transaction amount.	In order to Article 6.7.2 of the Management Procedures for Transactions with Group Enterprises and Related Parties
6.9 Procedures for publicly announce :
6.9.1~6.9.1.2 Omitted
6.9.1.3 Where equipment or right-of-use assets thereof for business use are acquired or	6.9 Procedures for publicly announce :
6.9.1~6.9.1.2 Omitted
6.9.1.3 Where equipment or right-of-use assets thereof for business use are acquired or disposed of, and furthermore the	In order to Article 31 of the Regulations Governing the

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After	Before	Note
disposed of, and furthermore the transaction counterparty is not a related party, and the transaction amount meets any of the following criteria:

〈1〉 For a public company whose paid-in capital is less than NT$10 billion, the transaction amount reaches NT$500 million or more.

〈2〉 For a public company whose paid-in capital is NT$10 billion or more but less than NT$50 billion, the transaction amount reaches NT$1 billion or more.

〈3〉 For a public company whose paid-in capital is NT$50 billion, the transaction amount reaches 5 percent or more of paid-in capital.

6.9.1.4 Where land is acquired under an arrangement on engaging others to build on the company's own land, engaging others to build on rented land, joint construction and allocation of housing units, joint construction and allocation of ownership percentages, or joint construction and separate sale, and furthermore the transaction counterparty is not a related party, and the amount the company expects to invest in the transaction reaches NT$500 million.

6.9.1.5 Where the Company’s paid-in capital reaches NT$50 billion or more, transactions in government bonds, ordinary corporate bonds, and general bank debentures without equity characteristics (excluding subordinated debt) traded on securities exchanges or OTC markets, which do not fall under any of the circumstances listed in the proviso of Article 6.9.1.6, and where furthermore the transaction counterparty is not a related party, and the transaction amount reaches 5 percent or more of | transaction counterparty is not a related party, and the transaction amount meets any of the following criteria:

〈1〉 For a public company whose paid-in capital is less than NT$10 billion, the transaction amount reaches NT$500 million or more.

〈2〉 For a public company whose paid-in capital is NT$10 billion , the transaction amount reaches NT$1 billion or more.

6.9.1.5 Where an asset transaction other than any of those referred to in Article 6.9.1.1、6.9.1.2、6.9.1.3、6.9.1.4, a disposal of receivables by a financial institution, or an investment in the mainland China area, The amount of any individual transaction. The cumulative transaction amount of acquisitions and disposals of the same type of underlying asset with the same transaction counterparty within the preceding year, the cumulative transaction amount of acquisitions and disposals (cumulative acquisitions and disposals, respectively) of real property or right-of-use assets thereof within the same development project within the preceding year. The cumulative transaction amount of acquisitions and disposals (cumulative acquisitions and disposals, respectively) of the same security | Acquisition and Disposal of Assets |

~26~

After	Before	Note
paid-in capital.
6.9.1.6 Where an asset transaction other than any of those referred to in Article 6.9.1.1、6.9.1.2、6.9.1.3、6.9.1.4、6.9.1.5, a disposal of receivables by a financial institution, or an investment in the mainland China area, The amount of any individual transaction. The cumulative transaction amount of acquisitions and disposals of the same type of underlying asset with the same transaction counterparty within the preceding year, the cumulative transaction amount of acquisitions and disposals (cumulative acquisitions and disposals, respectively) of real property or right-of-use assets thereof within the same development project within the preceding year. The cumulative transaction amount of acquisitions and disposals (cumulative acquisitions and disposals, respectively) of the same security within the preceding year, reaches 20 percent or more of paid-in capital or NT$300 million; Items duly announced in accordance with Article 3.7 need not be counted toward the transaction amount provided, this shall not apply to the following circumstances:
(1) Trading of domestic government bonds or foreign government bonds with a rating that is not lower than the sovereign rating of Taiwan.
(2) Where done by professional investors securities trading on securities exchanges or OTC markets, or subscription of foreign government bonds, or of ordinary corporate bonds or general bank debentures without equity characteristics (excluding subordinated debt) that are offered and issued in the primary market, or subscription or redemption of securities investment trust funds or	within the preceding year, reaches 20 percent or more of paid-in capital or NT$300 million; Items duly announced in accordance with Article 3.7 need not be counted toward the transaction amount provided, this shall not apply to the following circumstances:
(1) Trading of domestic government bonds or foreign government bonds with a rating that is not lower than the sovereign rating of Taiwan.
(2) Where done by professional investors securities trading on securities exchanges or OTC markets, or subscription of foreign government bonds, or of ordinary corporate bonds or general bank debentures without equity characteristics (excluding subordinated debt) that are offered and issued in the primary market, or subscription or redemption of securities investment trust funds or futures trust funds, or subscription or redemption of exchange traded notes, or subscription by a securities firm of securities as necessitated by its undertaking business or as an advisory recommending securities firm for an emerging stock company, in accordance with the rules of the Taipei Exchange.
(3) Trading of bonds under repurchase and resale agreements, or subscription or redemption of money market funds issued by domestic securities investment trust enterprises.

~27~

After	Before	Note
futures trust funds, or subscription or redemption of exchange traded notes, or subscription by a securities firm of securities as necessitated by its undertaking business or as an advisory recommending securities firm for an emerging stock company, in accordance with the rules of the Taipei Exchange.
(3) Trading of bonds under repurchase and resale agreements, or subscription or redemption of money market funds issued by domestic securities investment trust enterprises.
9. Implementation and Amendment (9.1 Omitted)
9.2 These Articles of Incorporation were enacted on 2010.06.21.
The 1st amendment was made on 2011.06.20.
The 2nd amendment was made on 2012.06.05.
The 3rd amendment was made on 2014.06.18
The 4th amendment was made on 2015.06.15.
The 5th amendment was made on 2017.06.16.
The 6th amendment was made on 2019.06.25.
The 7th amendment was made on 2020.06.24.
The 8th amendment was made on 2022.06.21.
The 9th amendment was made on 2026.06.24.	9. Implementation and Amendment (9.1 Omitted)
9.2 These Articles of Incorporation were enacted on 2010.06.21.
The 1st amendment was made on 2011.06.20.
The 2nd amendment was made on 2012.06.05.
The 3rd amendment was made on 2014.06.18
The 4th amendment was made on 2015.06.15.
The 5th amendment was made on 2017.06.16.
The 6th amendment was made on 2019.06.25.
The 7th amendment was made on 2020.06.24.
The 8th amendment was made on 2022.06.21.	Add amendment date

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Attachment 7
List of Candidates of Directors(Independent Director)

Title	Name	Gende	Education	Experience	Serve concurrently	Shares	Note
Director	Liu, Chia-Pin	M	Master of Advanced Management of Tunghai University	General Manager of Shing Shye Precision Machinery Industrial Co., Ltd.	Chairman of Calin Technology Co., Ltd.	1,148,454 Shares	Nominated by Board of Directors
Director	Central Investment Co., Ltd. Legal representative: Chang, Yu-Cheng	M	Ph. D of Physics, University of Texas	General Manager of Central Motor Co., Ltd.	Chairman of: Central Motor Co., Ltd. ChongYang Motor Co., Ltd. Central Investment Co., Ltd. Chung Hao Motor Co., Ltd. Chin Fong Machine Industria Co., Ltd. Executive Director of: Ho Ta Industrial Mfg. Co., Ltd. OCT Technology Co., Ltd. Main Drive Corporation Director of: Kao Fong Machinery Co., Ltd. Ching Jan Co., Ltd. Supervisor of Chih Shang Investment Co., Ltd., Executive Supervisor of Han Lin brother Investment Co., Ltd.,	28,086,397 Shares
Director	Central Investment Co.,	M	MBA of University of Rochester Master of :	Assistant vice president of PricewaterhouseCoopers.	Executive Director of: Central Motor Co., Ltd.	28,086,397

Title	Name	Gender	Education	Experience	Serve concurrently	Shares	Note
	Ltd.Legal representative: Chang,Tien-Han		University of Washington-Molecular & Cellular Biology./University of Arizona-Optical Engineering.		Chin Fong Machine Industria Co., Ltd.
Chung Hao Motor Co., Ltd.
Chairman of:
Ousimei Management Consulting Co., Ltd.	Shares
Director	Chuang, Fu-Ming	M	Ph. D of National Central University of Department of Optics.	Senior Technical Advisor of Coretronic Corporation Co., Ltd.	Senior Technical Advisor	0	Nominated by Board of Directors
Director	Wu, Tsung-Liang	M	Ph. D of University of Massachusetts.	Chief Technology Officer of Genius Electronic Optics Co., Ltd.	Consultant of Ability Opto-electronics Technology Co., Ltd.	7,000
Shares
Director	Li, Pi-Wen	F	MBA of Salem International University.	Assistant Professor at Shih Chien University.	Chairman of Hsuan Yuan Technology Co., Ltd.	0 Shares
Independent Director	Wei, Kuan-Liang	M	MBA of Chaoyang Univ. of Tech.	Vice President of Longchen Paper & Packaging Co., Ltd.	Vice Presidents of Quanhos Enterprise Ltd.	0 Shares
Independent Director	Hsu, Chun-Ming	M	Ph. D of Syracuse University, Dept. of Finance.	Director, Business Seminar, Tunghai University.
Head of Department of Finance, Tunghai University.	Professor, Department of Finance, National Chung Hsing University.
Independent Director of Shine Trend International Multimedia Technology Co., Ltd.	0 Shares
Independent Director	Chen, Cheng-Hsiang	M	MBA of Hong Kong Finance and Economics College.	Chairman's Special Assistant: TRIO Metal(GZ) Co.,Ltd
Firstar Panel Technology Co., Ltd.	General Manager of Shenzhen Haoyin New Material Technology Co., Ltd.	0 Shares

~30~

Attachment 8

List of non-competition obligation of candidates of the directors (Include independent directors)

Title	Name	Serve concurrently
Director	Central Investment Co., Ltd.
Legal representative: Chang, Yu-Cheng	Chairman of:
Central Motor Co., Ltd.
ChongYang Motor Co., Ltd.
Chung Hao Motor Co., Ltd.
Chin Fong Machine Industria Co., Ltd.
Executive Director of:
Ho Ta Industrial Mfg. Co., Ltd.
OCT Technology Co., Ltd.
Main Drive Corporation
Director of:
Chin Fong Machine Industria Co., Ltd.
Ching Jan Co., Ltd.
Supervisor of Chih Shang Investment Co., Ltd.,
Executive Supervisor of Han Lin brother Investment Co., Ltd.,
Director	Central Investment Co., Ltd.
Legal representative: Chang, Tien-Han	Executive Director,
Central Motor Co., Ltd.
Chin Fong Machine Industria Co., Ltd.
Chung Hao Motor Co., Ltd.
Chairman of Ousimei Management Consulting Co., Ltd.
Director	Wu, Tsung-Liang	Consultant of Ability Opto-electronics Technology Co., Ltd.
Director	Li, Pi-Wen	Chairman of Hsuan Yuan Technology Co., Ltd.
Independent Director	Wei, Kuan-Liang	Vice Presidents of Quanhos Enterprise Ltd.
Independent Director	Hsu, Chun-Ming	Independent Director of Shine Trend International Multimedia Technology C., LTD.
Independent Director	Chen, Cheng-Hsiang	General Manager of Shenzhen Haoyin New Material Technology Co., Ltd.

~31~

< Appendix >

Appendix 1

CALIN TECHNOLOGY CO.,LTD.

Rules of Procedure for Shareholder Meetings

Article 1: To establish a strong governance system and sound supervisory capabilities for this Corporation's shareholders meetings, and to strengthen management capabilities, these Rules are adopted pursuant to Article 5 of the Corporate Governance Best-Practice Principles for TWSE/GTSM Listed Companies.

The rules of procedures for CALIN's (this Corporation) shareholders meetings, except as otherwise provided by law or regulation shall be as provided in these Rules.

Article 1.1: (Convening shareholders meetings and shareholders meeting notices)

Unless otherwise provided by law or regulation, this Corporation's shareholders meetings shall be convened by the board of directors.

This Corporation shall prepare electronic versions of the shareholders meeting notice and proxy forms, and the origins of and explanatory materials relating to all proposals, including proposals for ratification, matters for deliberation, or the election or dismissal of directors, and upload them to the Market Observation Post System (MOPS) before 30 days before the date of a regular shareholders meeting or before 15 days before the date of a special shareholders meeting. This Corporation shall prepare electronic versions of the shareholders meeting agenda and supplemental meeting materials and upload them to the MOPS before 21 days before the date of the regular shareholders meeting or before 15 days before the date of the special shareholders meeting. In addition, before 15 days prior to the date of the shareholders meeting, this Corporation shall also has to prepare the shareholders meeting agenda and supplemental meeting materials available for reviewing by shareholders at any time. The meeting agenda and supplemental materials shall also be displayed at this Corporation and the professional shareholder services agent designated thereby as well as being distributed on-site at the meeting place.

The reasons for convening a shareholders meeting shall be specified in the meeting notice and public announcement. With the consent of the addressee, the meeting notice may be given in electronic form.

Election or dismissal of directors, amendments to the articles of incorporation, reduction of capital, application for the approval of ceasing its status as a public company, approval of competing with the company by directors, surplus profit distributed in the form of new shares, reserve distributed in the form of new shares, the

~32~

dissolution, merger, or demerger of the corporation, or any matter under Article 185, paragraph 1 of the Company Act, Articles 26-1 and 43-6 of the Securities Exchange Actby Securities Issuers shall be set out and the essential contents explained in the notice of the reasons for convening the shareholders meeting. None of the above matters may be raised by a provisional motion; the main contents shall be posted on the website designated by the competent authority in charge of securities affairs or the corporation, and such website shall be indicated in the above notice.

Where re-election of all directors as well as their inauguration date is stated in the notice of the reasons for convening the shareholders meeting, after the completion of the re-election in said meeting such inauguration date may not be altered by any extraordinary motion or otherwise in the same meeting.

A shareholder holding one percent or more of the total number of issued shares may submit to this Corporation a proposal for discussion at a regular shareholders meeting. The number of items so proposed is limited to one only, and no proposal containing more than one item will be included in the meeting agenda. A shareholder may propose a recommendation for urging the corporation to promote public interests or fulfill its social responsibilities, provided procedurally the number of items so proposed is limited only to one in accordance with Article 172-1 of the Company Act, and no proposal containing more than one item will be included in the meeting agenda.

When the circumstances of any subparagraph of Article 172-1, paragraph 4 of the Company Act apply to a proposal put forward by a shareholder, the board of directors may exclude it from the agenda Prior to the book closure date before a regular shareholders meeting is held, this Corporation shall publicly announce its acceptance of shareholder proposals in writing or electronically, and the location and time period for their submission; the period for submission of shareholder proposals may not be less than 10 days.

Shareholder-submitted proposals are limited to 300 words, and no proposal containing more than 300 words will be included in the meeting agenda. The shareholder making the proposal shall be present in person or by proxy at the regular shareholders meeting and take part in discussion of the proposal.

Prior to the date for issuance of notice of a shareholders meeting, this Corporation shall inform the shareholders who submitted proposals of the proposal screening results, and shall list in the meeting notice the proposals that conform to the provisions of this article. At the shareholders meeting the board of directors shall explain the reasons for exclusion of any shareholder proposals not included in the agenda.

Article 1.2 : A shareholder could appoint a proxy to attend the meeting by providing the Corporation's issued proxy form and stating the scope of the proxy's authorization for

-33-

shareholders meeting every time.

A shareholder may issue only one proxy form and appoint only one proxy for any given shareholders meeting, and shall deliver the proxy form to this Corporation before five days before the date of the shareholders meeting. When duplicate proxy forms are delivered, the one received earliest shall prevail unless a declaration is made to cancel the previous proxy appointment.

After a proxy form has been delivered to this Corporation, if the shareholder intends to attend the meeting in person or to exercise voting rights by correspondence or electronically, a written notice of proxy cancellation shall be submitted to this Corporation before two business days before the meeting date. If the cancellation notice is submitted afterwards, votes cast at the meeting by the proxy shall prevail.

Article 2 : (Preparation of documents such as the attendance book)

This Corporation shall specify in its shareholders meeting notices the time during which attendance registrations for shareholders, solicitors and proxies (collectively "shareholders") will be accepted, the place to register for attendance, and other matters for attention. This Corporation shall furnish the attending shareholders with an attendance book to sign, or attending shareholders may hand in a sign-in card in lieu of signing in.

This Corporation shall furnish attending shareholders with the meeting agenda book, annual report, attendance card, speaker's slips, voting slips, and other meeting materials. Where there is an election of directors' pre-printed ballots shall also be furnished.

Shareholders shall attend shareholders meetings based on attendance cards, sign-in cards, or other certificates of attendance. Solicitors soliciting proxy forms shall also bring identification documents for verification.

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 is appointed to attend as proxy, it may designate only one person to represent it in the meeting.

Article 3 : (Calculation of voting shares and recusal system)

Attendance at shareholders meetings shall be calculated based on numbers of shares. The number of shares in attendance shall be calculated according to the shares indicated by the attendance book and sign-in cards handed in plus the number of shares whose voting rights are exercised by correspondence or electronically.

With respect to resolutions of shareholders meetings, the number of shares held by a shareholder with no voting rights shall not be calculated as part of the total number of issued shares.

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When a shareholder is an interested party in relation to an agenda item, and there is the likelihood that such a relationship would prejudice the interests of this Corporation, that shareholder may not vote on that item, and may not exercise voting rights as proxy for any other shareholder.

The number of shares for which voting rights may not be exercised under the preceding paragraph shall not be calculated as part of the voting rights represented by attending shareholders.

With the exception of a trust enterprise or a shareholder services agent approved by the competent securities authority, when one person is concurrently appointed as proxy by two or more shareholders, the voting rights represented by that proxy may not exceed 3% of the voting rights represented by the total number of issued shares. If it is exceeded the percentage, the excessive voting rights shall not be counted.

Article 4: (Principles for shareholders meeting time and place determination)

The venue for a shareholders meeting shall be the premises of this Corporation, or a place easily accessible to shareholders and suitable for a shareholders meeting. The meeting may start after 9 a.m. in the morning and no later than 3 p.m. in the afternoon. Full consideration shall be given to the opinions of the independent directors with respect to the place and time of the meeting.

Article 5: (The chair and non-voting participants of a shareholders meeting)

If a shareholders meeting is convened by the board of directors, its chairman shall be the chairman of the board of directors. When the board chairman of the board is on leave or for any reason unable to exercise the powers of the chairperson, the vice chairperson shall act in place of the chairperson; if there is no vice chairperson or the vice chairperson also is on leave or for any reason unable to exercise the powers of the vice chairperson, the chairperson shall appoint one of the managing directors to act as chair, or, if there are no managing directors, one of the directors shall be appointed to act as chair. Where the chairperson does not make such a designation, the managing directors or the directors shall select from among themselves one person to serve as chair.

When a managing director or a director serves as chair, as referred to in the preceding paragraph, the managing director or director shall be one who has held that position for six 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 that serves as chair.

It is advisable that shareholders meetings convened by the board of directors be chaired by the chairperson of the board in person and attended by a majority of the directors, and at least one member of each functional committee on behalf of the

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committee. The attendance shall be recorded in the meeting minutes.

If a shareholders meeting is convened by a party with power to convene but other than the board of directors, the convening party shall chair the meeting. When there are two or more such convening parties, they shall mutually select a chair from among themselves.

Article 6: This Corporation may appoint its attorneys, certified public accountants, or related persons retained by it to attend a shareholders meeting in a non-voting capacity. Staff handling administrative affairs of a shareholders meeting shall wear identification cards or arm bands.

Article 7: (Documentation of a shareholders meeting by audio or video)

An uninterrupted audio and video recording of the registration procedure, the proceedings of the shareholders meeting, and the voting and vote counting procedures from the beginning of the time it accepted shareholder attendance registrations.

All the recorded records shall be retained for at least one year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the records shall be retained until the end of the litigation.

Article 8: The chair shall call the meeting to order at the appointed meeting time. However, when the attending shareholders do not represent a majority of the total number of issued shares, the chair may announce a postponement, provided that no more than two such postponements, for a combined total of no more than one hour, may be made. If the quorum is not met after two postponements and the attending shareholders still represent less than one third of the total number of issued shares, the chair shall declare the meeting adjourned.

If the quorum is not met after two postponements as referred to in the preceding paragraph, but the attending shareholders represent one third or more of the total number of issued shares, a tentative resolution may be adopted pursuant to Article 175, paragraph 1 of the Company Act; all shareholders shall be notified of the tentative resolution and another shareholders meeting shall be convened within one month.

When, prior to conclusion of the meeting, the attending shareholders represent a majority of the total number of issued shares, the chair may resubmit the tentative resolution for a vote by the shareholders meeting pursuant to Article 174 of the Company Act.

Article 9: (Discussion of proposals)

If a shareholders meeting is convened by the board of directors, the meeting agenda shall be set by the board of directors. Votes shall be cast on each separate proposal in

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the agenda (including extraordinary motions and amendments to the original proposals set out in the agenda). The meeting shall proceed in the order set by the agenda, which may not be changed without a resolution of the shareholders meeting. The provisions of the preceding paragraph apply mutatis mutandis to a shareholders meeting convened by a party with the power to convene that is not the board of directors.

The chair may 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. If the chair declares the meeting adjourned in violation of the rules of procedure, the other members of the board of directors shall promptly assist the attending shareholders in electing a new chair in accordance with statutory procedures, by agreement of a majority of the votes represented by the attending shareholders, and then continue the meeting.

Article 10 : (Shareholder speech)

Before speaking, an attending shareholder must specify on a speaker's slip the subject of the speech, his/her shareholder account number (or attendance card number), and account name. The order in which shareholders speak will be set by the chair. A shareholder in attendance who has submitted a speaker's slip but does not actually speak shall be deemed to have not spoken. When the content of the speech does not correspond to the subject given on the speaker's slip, the spoken content shall prevail. When an attending shareholder 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.

Article 11: Except with the consent of the chair, a shareholder may not speak more than twice on the same proposal, and a single speech may not exceed 5 minutes. If the shareholder's speech violates the rules or exceeds the scope of the agenda item, the chair may terminate the speech.

Article 12: When a juristic person shareholder appoints two or more representatives to attend a shareholders meeting, only one of the representatives so appointed may speak on the same proposal.

Article 13: After an attending shareholder has spoken, the chair may respond in person or direct relevant personnel to respond.

Article 14: 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, call for a vote, and schedule sufficient time for voting

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Article 15: The scrutiny and counting personnel shall be appointed by the chair, provided that all monitoring personnel shall be shareholders of this Corporation.

Vote counting for shareholders meeting proposals or elections shall be conducted in public at the place of the shareholders meeting. Immediately after vote counting has been completed, the results of the voting, including the statistical tallies of the numbers of votes, shall be announced on-site at the meeting, and a record made of the vote.

Article 15-1: (Election of directors)

The election of directors at a shareholders meeting shall be held in accordance with the applicable election and appointment rules adopted by this Corporation, and the voting results shall be announced on-site immediately, including the names of those elected as directors and the numbers of votes with which they were elected.

The ballots for the election referred to upon paragraph shall be sealed with the monitoring personnel's signature and kept in proper custody for at least one 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 15-2: Matters relating to the resolutions of a shareholders meeting shall be recorded in the meeting minutes. The meeting minutes shall be signed or sealed by the chair of the meeting and a copy distributed to each shareholder within 20 days after the conclusion of the meeting. The meeting minutes may be produced and distributed in electronic form.

This Corporation may distribute the meeting minutes of the preceding paragraph by means of a public announcement made through the 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 voting results (including the number of voting rights), and disclose the number of voting rights won by each candidate in the event of an election of directors. The minutes shall be retained for the duration of the existence of this Corporation.

Article 15-3: (Public disclosure)

On the day of a shareholders meeting, this Corporation shall compile in the prescribed format a statistical statement of the number of shares obtained by solicitors through solicitation, the number of shares represented by proxies and the number of shares represented by shareholders attending the meeting by correspondence or electronic means, and shall make an express disclosure of the same at the place of the shareholders meeting.

If matters put to a resolution at a shareholders meeting constitute material

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information under applicable laws or regulations or under Taiwan Stock Exchange Corporation (or Taipei Exchange Market) regulations, this Corporation shall upload the content of such resolution to the MOPS within the prescribed time period.

Article 16 : (Recess and resumption of a shareholders meeting)

When a meeting is in progress, the chair may announce a break based on time considerations. 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 meeting venue is no longer available for continued use and not all of the items (including extraordinary motions) on the meeting agenda have been addressed, the shareholders meeting may adopt a resolution to resume the meeting at another venue. A resolution may be adopted at a shareholders meeting to defer or resume the meeting within five days in accordance with Article 182 of the Company Act.

Article 17 : When, it is not conclusion of the meeting, A resolution may be adopted at a shareholders meeting to defer or resume the meeting in accordance with Article 182 of the Company Act.

Article 18 : Unless otherwise stipulated in the Company Act and in this Corporation's articles of incorporation, the passage of a proposal shall be required with an affirmative vote of a majority of the voting rights represented by the attending shareholders. At the time of a vote, for each proposal, the chair or a person designated by the chair shall first announce the total number of voting rights represented by the attending shareholders, followed by a poll of the shareholders. After the conclusion of the meeting, on the same day it is held, the results for each proposal, based on the numbers of votes for and against and the number of abstentions, shall be entered into the MOPS.

A shareholder shall be entitled to one vote for each share held, except when the shares are restricted to shares or are deemed non-voting shares under Article 179, paragraph 2 of the Company Act.

When this Corporation holds a shareholder meeting, it shall adopt exercise of voting rights by electronic means and may adopt exercise of voting rights by correspondence. 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 will be deemed to have attended the meeting in person, but to have waived his/her rights with respect to the extraordinary motions and amendments to original proposals of that meeting.

A shareholder intending to exercise voting rights by correspondence or electronic means under the preceding paragraph shall deliver a written declaration of intent to this Corporation before two days before the date of the shareholders meeting. When

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duplicate declarations of intent are delivered, the one received earliest shall prevail, except when a declaration is made to cancel the earlier declaration of intent.

After a shareholder has exercised voting rights by correspondence or electronic means, in the event the shareholder intends to attend the shareholders meeting in person or online, a written declaration of intent to retract the voting rights already exercised under the preceding paragraph shall be made known to this Corporation, by the same means by which the voting rights were exercised, before two business days before the date of the shareholders meeting. If the notice of retraction is submitted after that time, the voting rights already exercised by correspondence or electronic means shall prevail. When a shareholder has exercised voting rights both by correspondence or electronic means and by appointing a proxy to attend a shareholders meeting, the voting rights exercised by the proxy in the meeting shall prevail.

Article 19: Except for the proposals set out in the agenda, any proposal by the shareholders to amend, substitute or to initiate extemporary motions with respect to the original proposal shall be seconded by other shareholders.

The shares represented by the proponents and the seconders shall reach 0.1% or more of the total number of issued shares of the company.

Article 20: When there is an amendment or an alternative to a proposal, the chair shall present the amended or alternative proposal together with the original proposal and decide the order in which they will be put to a vote. When anyone among them is passed, the other proposals will then be deemed reject, and no further voting shall be required.

Article 21: The chair may direct the proctors or security personnel to help maintain order at the meeting place. When proctors or security personnel help maintain order at the meeting place, they shall wear an identification card or armband bearing the word "Proctor."

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 this Corporation, the chair may prevent the shareholder from so doing.

When a shareholder violates the rules of procedure and defies the chair's correction, obstructing the proceedings and refusing to heed calls to stop, the chair may direct the proctors or security personnel to escort the shareholder from the meeting.

Article 22: These Rules shall take effect after having been submitted to and approved by a shareholders meeting. Subsequent amendments thereto shall be effected in the same manner.

Article 23: These Rules order in 2010.06.21.

First amendment on 2011.06.20.

Second amendment on 2020.06.24.

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Appendix 2

CALIN TECHNOLOGY CO.,LTD.

Article of Incorporation

Chapter 1 General Provisions

Article 1: The Company is incorporated as a company limited by shares under the Company Act of the Republic of China, and its name is 「佳凌科技股份有限公司」. The Company's name in English is 「Calin Technology Co., Ltd. 」。

Article 2: The Company engages in the following businesses:

1.C805050 Industrial Plastic Products Manufacturing
2.CA02990 Other Metal Products Manufacturing
3.CA04010 Surface Treatments
4.CC01080 Electronics Components Manufacturing
5.CD01030 Motor Vehicles and Parts Manufacturing
6.CD01060 Aircraft and Parts Manufacturing
7.CE01030 Optical Instruments Manufacturing
8.CE01990 Other Optics and Precision Instrument Manufacturing
9.CQ01010 Mold and Die Manufacturing
10.D101060 Self-usage power generation equipment utilizing renewable energy industry
11.F401010 International Trade
12.I103060 Management Consulting
13.I501010 Product Designing
14.H703100 Real Estate Leasing
15..ZZ99999 All business activities that are not prohibited or restricted by law, except those that are subject to special approval.

Article 3: The Company's head office is established in Taichung City. When necessary, the Company may establish branch offices domestically or overseas, subject to resolution by its Board of Directors.

Article 4: The Company's public announcements shall be made pursuant to Article 28 of the Company Act.

Chapter 2 Shares

Article 5: The total capital stock of the Company is in the amount of 2 billion New Taiwan Dollars (NT$2,000,000,000) divided into 200 million (200,000,000) shares, at a par value of Ten New Taiwan Dollars (NT$10) each. The Board of Directors is authorized to issue the shares in multiple installments.

A total of NT$50,000,000 totaling 5 million (5,000,000) shares of the aforementioned

capital shall be reserved for the issuance of employee stock options at NT$10 per share. Qualification requirements of employees, including the employees of parents or subsidiaries of the company meeting certain specific requirements, entitled to receive restricted stock for the shares bought back by the company, share subscription warrant and restricted stock for employees in accordance.

Article 5-1: When the Company implements the Employee Stock Options Plan and the exercise price below the market price is subject to a shareholders' meeting resolution and adopted by two-thirds or more of the attending shareholders who represent a majority of the total number of its outstanding shares, it is required to explain in the notice to convene a meeting of shareholders, and shall not be brought up as extemporary motions.

Transfer price of shares to employees below the Company's actual average repurchase price is subject to a shareholders' meeting resolution and adopted by two-thirds or more of the attending shareholders who represent a majority of the total number of its outstanding shares by the Regulations Governing Share Repurchase, By the Exchange-Listed and OTC-Listed Companies and other applicable regulations, the essential contents shall be explained in the notice to convene a meeting of shareholders, and shall not be brought up as extemporary motions. Article 6: The Company's share certificates shall be name-bearing, affixed with the signatures or personal seals of the director representing the Company, also affixed with the Company's logo, and issue after duly authenticated pursuant to the laws. It is not necessary to print stock certificates for the shares issued by the Company, or the stock certificates shall be printed altogether when new shares are issued, provided that they should be registered or kept by a central depository organization.

Article 7: Assignment and transfer of shares shall be governed by the Company Act and regulations of other applicable regulations.

The Company shall administer all shareholder services in accordance with the "Regulations Governing the Administration of Shareholder Services of Public Companies" and related regulations.

Chapter 3 Shareholders' Meeting

Article 8: Shareholders' meetings of the Company are two types, namely: (1) regular meetings and (2) special meetings. Regular meetings shall be convened by the Board of Directors within six months after the close of each fiscal year. Special meetings shall be convened in accordance with the relevant laws and regulations when necessary.

The shareholders' meeting can be held via web conferencing and videoconference or other methods promulgated by the central competent authority.

Article 9: Where a shareholders' meeting is convened by the Board of Directors, the meeting shall be presided over by the Chairman of the Board. In case of his absence, the Chairman shall designate a Director to act on his behalf. In the absence of such designation, the Directors shall elect one person from among themselves to serve as chairman of the meeting.

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Article 10: Each share shall be entitled to one vote, but restricted shares or except as provided in the related laws.

Article 11: The principle of cumulative voting shall apply in the election of Directors pursuant to the company.

Article 12: A shareholder who cannot attend a shareholders’ meeting may appoint a proxy to attend on his/her behalf by executing a power of attorney in accordance with Article 177 of the Company Act.

Article 13: Unless otherwise provided for in the Company Act, a resolution shall be adopted when voted in favor by a majority of votes by attending shareholders representing more than one-half of the total number of voting shares.

Article 14: Delete

Article 15: The resolutions of the shareholders’ meeting shall be recorded in the memorandum minutes, and such minutes shall be signed by or sealed with the chop of the chairman in the meeting. The minutes shall be distributed to all shareholders of the Company within twenty days after the meeting and the distribution may be effected by means of a public notice.

Chapter 4 Directors

Article 16: The Company shall have 5 to 11 Directors to be elected by the shareholders from among the nominees listed in the roster of candidates based on a candidate nomination system. The term of office for Directors shall be 3 years and all Directors shall be eligible for re-election.

The aforesaid Board of Directors at least shall be three independent directors, and not less than one-fifth of the total number of directors. The nomination of directors and related announcement shall comply with the relevant regulations of the Company Act and the Securities and Exchange Law.

Article 16-1: The board of directors of the company, in consideration of the operational activities, may set up other committees.

The Company shall establish an Audit Committee in accordance with the Article 14-4 of the Securities and Exchange Law, which consists of all independent directors. The Audit Committee or the members of Audit Committee should be responsible for those responsibilities of Supervisors specified under the Company Act, the Securities and Exchange Law, and other relevant regulations.

Article 17: In the case that the vacancies on the Board of Directors exceed one-third of the total number of Directors, the Board of Directors shall convene a special meeting of shareholders within 60 days to elect new Directors to fill such vacancies, the term of office of the newly elected members shall be the same as remaining term of the predecessor.

Article 18: The Board of Directors shall be formed by the Directors. The Chairman shall be elected by a majority of votes in a meeting attended by over two-thirds of the Directors. The chairman of the board of directors shall internally preside the shareholders’ meeting, the

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meeting of the board of directors; and shall externally represent the company.

Article 19: In case the chairman of the board of directors is on leave or absent or can not exercise his power and authority for any cause, in accordance with Article 208 of Company Act on his behalf.

Article 19-1: Each and every one of directors shall attend the meeting of the board of directors in person. If a Director is unable to attend the meeting, he/she may appoint another Director to attend the meeting on his/her behalf by completing the Company's proxy form, specifying the scope of authorization with respect to the subjects to be discussed at the meeting, but no Director may act as proxy for more than one other Director. In case a meeting of the board of directors is proceeded via visual communication network, then the directors taking part in such a visual communication meeting shall be deemed to have attended the meeting in person.

Article 20: The Board of Directors is authorized to determine the remuneration for the chairman and Directors, taking into account the extent and value of the services provided for the management of the Company and the standards of the same or similar industry.

Article 20-1: The Board of Directors is authorized to take out liability insurance for the Directors with respect to the liabilities resulting from exercising their duties during their term of office to protect shareholders' rights and reduce the operational risks of the company

Article 21: Where a meeting of the board of directors is called by the chairperson of the board, the meeting shall be chaired by the chairperson. However, where the first meeting of each newly elected board of directors is called by the director who received votes representing the largest portion of voting rights at the shareholders' meeting in which the directors were elected, the meeting shall be chaired by that director.

Where a meeting of the board of directors is called by a majority of directors on their own initiative in accordance with Article 203, paragraph 4 or Article 203-1, paragraph 3 of the Company Act, the directors shall choose one person by and from among themselves to chair the meeting.

The convening notices of the meetings may be made in writing, emailing or by facsimile to all the Directors at least seven days in advance, unless in case of urgent circumstances, prior to the date of the meeting.

Article 22: The Company's business strategies and other important matters shall be decided by resolutions adopted by the Board of Directors.

Article 23: Unless otherwise provided for in the laws, the resolution of the Board of Directors shall be adopted by a majority in the meeting attended by over one-half of the Directors.

Article 24: Resolutions adopted at the meeting of the Board of Directors shall be recorded in the memorandum minutes and signed or sealed by the Chairman. The minutes shall be distributed to each Director within 20 days after the meeting. The minutes shall include a summary of the essential points of the proceedings and the results of the meeting. The minutes shall be kept form in accordance with Article 207 of the company Act.

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Chapter 5 Managerial Officers

Article 25: The Company may, by resolutions of the Board of Directors, appoint one Chief Executive Officer. The appointment, dismissal, and remuneration of the Chief Executive Officer shall be subject to provisions in Articles 29 of the Company Act.

Chapter 6 Final Accounts

Article 26: The fiscal year for the Company shall be from January 1 of each year to December 31 of the same year.

Article 27: After the close of each fiscal year, the following reports shall be prepared by the Board of Directors, and submitted to the regular shareholders’ meeting for acceptance:

(1) Business Report.
(2) Financial Statements.
(3) Proposal Concerning the Appropriation of Earnings or Covering Losses

Article 28: After the ratification thereof by the general meeting of shareholders, the board of directors shall distribute to each shareholder the copies of ratified financial statements and the resolutions on the surplus earning distribution and/or loss offsetting.

Article 29: In the event the Company makes profits in any fiscal year, it shall set aside not less than 5% of the profits as employee compensation and not higher than 5% of the profits as Directors compensation. If there are cumulative losses, the Company shall reserve a sufficient amount to offset such losses. It shall not less than 20% of the employee compensation allocated shall be remuneration distributed to grassroots employees, The Board of Directors may resolve to distribute employee compensation in stocks or cash. Employee compensation shall be resolved by a majority vote at a Board of Director meeting attended by two thirds of the total number of Directors and shall be reported to the shareholders’ meeting.

A company that has the profit distributed to employees in the form of shares by a resolution of the meeting of board of directors in accordance with the provision of the preceding paragraph may resolve, at the same meeting of the board of directors, to distribute the shares by way of new shares to be issued by the company or existing shares to be re-purchased by the company.

The recipients may include employees of subsidiaries of the Company meeting certain requirements set by the Board of Directors.

Article 29-1: The current year’s earnings, if any, shall first pay taxes, offset its deficits, and set aside a legal capital reserve at 10% of the remaining earnings. Then, if there is any remaining earnings after providing the special reserve, when necessary, according to the regulations of the Securities and Exchange Act Article 41, it will be consolidated with the beginning accumulated unappropriated earnings. Those earnings should be submitted by the Board of Directors to be approved at a shareholders’ meeting to distribute dividends to shareholders. If the Company distributes the whole or parts of cash dividends from unappropriated earnings, legal capital reserve or additional paid-in capital, which should

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be approved by more than half of the directors who are more than two-thirds of the board presented in the board meeting, and report to the shareholders. It should be resolved in the shareholders meeting in advance, if the Company distributes dividends by issuing new shares.

The Company is in the growth stage. Considering the capital expenditures, business expansion needs, and the sound planning to pursue substantial development, the Company's dividend policy will be based on the future capital expenditure budget and funding requirements of the Company, and it should not be less than 10% of its earnings for the dividend distribution. The Company could distribute to the shareholders stock dividends and cash dividends. Among these, the cash dividends should not be less than 30% of the total dividends, provided that the type and rate of these dividends are depended on the actual profits and work capital for the year that will be adjusted by the resolution of shareholders meeting.

Chapter 7 Supplementary Provisions

Article 30: The section on "investments in other companies" is without being subject to Article 267 of the Company Act.

Article 31: The internal organizational rules and bylaws of the Company shall be established separately by the Board of Directors.

Article 32: Matters not addressed in these Articles of Incorporation shall be governed by the Company Act and other applicable regulations.

Article 33: These Articles of Incorporation were enacted on 2002.12.18.

The 1st amendment was made on 2003.10.21.

The 2nd amendment was made on 2004.4.23.

The 3rd amendment was made on 2005.6.24

The 4th amendment was made on 2006.6.23.

The 5th amendment was made on 2010.6.21.

The 6th amendment was made on 2011.6.20.

The 7th amendment was made on 2012.6.5.

The 8th amendment was made on 2014.6.18.

The 9th amendment was made on 2015.6.15.

The 10th amendment was made on 2016.6.21.

The 11th amendment was made on 2019.6.25.

The 12th amendment was made on 2020.6.24.

The 13th amendment was made on 2021.8.4.

The 14th amendment was made on 2023.6.27.

The 15th amendment was made on 2025.6.25.

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Appendix 3

CALIN TECHNOLOGY CO.,LTD.
Procedures for Election of Directors

Article 1: To ensure a just, fair, and open election of directors, these Procedures are adopted pursuant to Articles 21 and 41 of the Corporate Governance Best-Practice Principles for TWSE/GTSM Listed Companies. Except as otherwise provided by law and regulation or by this Corporation's articles of incorporation, elections of directors shall be conducted in accordance with these Procedures.

Article 1-1: The overall composition of the board of directors shall be taken into consideration in the selection of this Corporation'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 include, without being limited to, the following two general standards:

Basic requirements and values: Gender, age, nationality, and culture.
Professional knowledge and skills: A professional background (e.g., law, accounting, industry, finance, marketing, technology), professional skills, and industry experience. Each board member shall have the necessary knowledge, skill, and experience to perform their duties; the abilities that must be present in the board as a whole are as follows:
The ability to make judgments about operations.
Accounting and financial analysis ability.
Business management ability.
Crisis management ability.
Knowledge of the industry.
An international market perspective.
Leadership ability.
Decision-making ability.

More than half of the directors shall be persons who have neither a spousal relationship nor a relationship within the second degree of kinship with any other director.

The board of directors of this Corporation shall consider adjusting its composition based on the results of performance evaluation.

Article 1-3: The qualifications for the independent directors of this Corporation shall comply with Articles 2, 3, and 4 of the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies.

The election of independent directors of this Corporation shall comply with Articles 5, 6, 7, 8, and 9 of the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies, and shall be conducted in accordance with

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Article 24 of the Corporate Governance Best-Practice Principles for TWSE/GTSM Listed Companies.

Article 1-4: Elections of directors at this Corporation shall be conducted in accordance with the candidate nomination system and procedures set out in Article 192-1 of the Company Act.

Article 2: The cumulative voting method shall be used for election of the directors at this Corporation. Attendance card numbers printed on the ballots may be used instead of recording the names of voting shareholders. Each and every single share will have voting rights in number equal to the directors to be elected, and may be cast for a single candidate or split among multiple candidates.

Article 3: The number of directors will be as specified in this Corporation's articles of incorporation, with voting rights separately calculated for independent and non-independent director positions. Those receiving ballots representing the highest numbers of voting rights will be elected sequentially according to their respective numbers of votes. 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 4: Before the election begins, the chair shall appoint a number of persons with shareholder status to perform the respective duties of vote monitoring and counting personnel.

Article 5: The board of directors shall prepare separate ballots for directors in numbers corresponding to the directors to be elected. The number of voting rights associated with each ballot shall be specified on the ballots, which shall then be distributed to the attending shareholders at the shareholders meeting. The ballot boxes shall be prepared by the board of directors and publicly checked by the vote monitoring personnel before voting commences.

Article 6: If a candidate is a shareholder, a voter must fill in the candidate's account name and shareholder account number in the "Candidate" box of the ballot; for a non-shareholder, the voter shall fill in the candidate's full name and identification card number. However, when the candidate is a governmental organization or juristic person shareholder, the name of the governmental organization or juristic person shareholder shall be filled in the box for the candidate's account name on the ballot; or both the name of the governmental organization or juristic person shareholder and the name of their representative may also be filled in; when there are multiple representatives, the names of the representatives shall additionally be filled in separately.

Article 7: A ballot is invalid under any of the following circumstances:

The ballot was not prepared by a person with the right to convene.
A blank ballot is placed in the ballot box.
The writing is unclear and indecipherable or has been altered.
Ballots with other written characters or symbols in addition to candidate's name, shareholder's number (candidate's ID number) and the number of votes casted.

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If the candidate is a shareholder of the Company, the name or shareholder's number of the candidate filled in the ballot is inconsistent with the shareholders' register. If the candidate is not a shareholder of the Company, the name or ID number of the candidate filled in the ballot is incorrect.
The candidate's name is the same as other shareholders and the candidate's shareholder's number or ID number is not filled in to distinguish them.

Article 8: The voting rights shall be calculated on the spot immediately after the end of the vote, and the results of the calculation, including the list of persons elected as directors and the numbers of votes with which they were elected, shall be announced by the chair on the spot.

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 one year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the ballots shall be retained until the end of the legal action.

Article 9: The board of directors of this Corporation shall issue notifications to the persons elected as directors.

Article 10: Matters on which these Bylaws are silent shall be handled in accordance with the Company Act, and applicable laws and regulations.

Article 11: These Procedures, and any amendments hereto, shall be implemented after approval by a shareholders meeting.

Article 12: These Rules order in 2010.06.21
First amendment on 2011.06.20
Second amendment on 2020.06.24

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Appendix 4

CALIN TECHNOLOGY CO.,LTD.
Regulations Governing the Acquisition and Disposal of Assets

Article 1
To strengthen asset management and ensure public disclosure, these Regulations are adopted in accordance with Article 36-1 of the Securities and Exchange Act and the "Regulations Governing the Acquisition and Disposal of Assets by Public Companies" as promulgated by the Financial Supervisory Commission. However, where other laws or regulations provide otherwise, such provisions shall be prevailed.

Article 2 The term "assets" as used in these Regulations includes the following:
2.1. Investments in stocks, government bonds, corporate bonds, financial bonds, securities representing interest in a fund, depositary receipts, call (put) warrants, beneficial interest securities, and asset-backed securities.
2.2. Real property (including land, houses and buildings, investment property, and construction enterprise inventory) and equipment.
2.3. Memberships.
2.4. Patents, copyrights, trademarks, franchise rights, and other intangible assets.
2.5. Right-of-use assets.
2.6. Claims of financial institutions (including receivables, bills purchased and discounted, loans, and overdue receivables).
2.7. Derivatives.
2.8. Assets acquired or disposed of in connection with mergers, demergers, acquisitions, or transfer of shares in accordance with law.
2.9. Other major assets.

Article 3 Terms used in these Regulations are defined as follows:
3.1 Assets acquired or disposed through mergers, demergers, acquisitions, or transfer of shares in accordance with law: Refers to assets acquired or disposed through mergers, demergers, or acquisitions conducted under the Business Mergers and Acquisitions Act, Financial Holding Company Act, Financial Institution Merger Act and other acts, or to transfer of shares from another company through issuance of new shares of its own as the consideration therefor (hereinafter "transfer of shares") under Article 156-3 of the Company Act.
3.2 For the calculation of 10 percent of total assets: The total assets stated in the most recent parent company only financial report or individual financial report prepared under the Regulations Governing the Preparation of Financial Reports by Securities Issuers shall be used.
3.3 Related party or subsidiary: As defined in the Regulations Governing the Preparation of Financial Reports by Securities Issuers.
3.4 Professional appraiser: Refers to a real property appraiser or other person duly authorized by law to engage in the value appraisal of real property or equipment.
3.5 Date of occurrence:
Refers to the date of contract signing, date of payment, date of consignment trade, date of

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transfer, dates of boards of directors resolutions, or other date that can confirm the counterpart and monetary amount of the transaction, whichever date is earlier; provided, for investment for which approval of the competent authority is required, the earlier of the above date or the date of receipt of approval by the competent authority shall apply.

3.6 Mainland China area investment:
Refers to investments in the mainland China area approved by the Ministry of Economic Affairs Investment Commission or conducted in accordance with the provisions of the Regulations Governing Permission for Investment or Technical Cooperation in the Mainland Area.

3.7 "Within the preceding year" as used in the preceding paragraph refers to the year preceding the date of occurrence of the current transaction. Items duly announced need not be counted toward the transaction amount.

3.8 "Latest financial statements" refers to the financial statements audited or reviewed by a certified public accountant (CPA) and disclosed in accordance with the law prior to the Company's acquisition or disposal of assets.

Article 4. Responsibilities

4.1 Finance Department:
4.1.1 The executing unit for the acquisition or disposal of assets (excluding real estate, equipment for business use, memberships, and intangible assets).
4.1.2 The Company shall obtain the most recent financial statements of the target company, audited or reviewed by a certified public accountant, to serve as a reference for appraising the transaction price.
4.1.3 For the purchase of real estate not for business use, [the unit shall] engage in a professional appraisal institution to issue an appraisal report.
4.1.4 Assessment of the justifiability of transaction conditions and the handling of public announcements.
4.1.5 The company conducts a merger, demerger, acquisition, or transfer of shares, to give an opinion on the reasonableness of the share exchange ratio, acquisition price, or distribution of cash or other property to shareholders, and submit it to the board of directors for deliberation and passage.

4.2 Sourcing & Procurement Department: Handled in accordance with the "Property, Plant, and Equipment Cycle" of the Company's Internal Control System.

4.3 Asset Management Department: Handled in accordance with the "Property, Plant, and Equipment Cycle" of the Company's Internal Control System.

4.4 Legal Department: Review of contracts.

4.5 Internal Audit Department: Conduct regular or unscheduled assessments of the adequacy of internal controls and prepare Internal audit reports.

Article 5. Operational Flowchart: Omitted

Article 6. Operational Procedures

6.1 Appraisal reports and professional opinions from CPAs, attorneys, or underwriters

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6.1.1 Professional appraisers and their officers, certified public accounts, attorneys, and securities underwriters that provide companies with appraisal reports, certified public accountant's opinions, attorney's opinions, or underwriter's opinions shall meet the following requirements:

6.1.1.1 May not have previously received a final and unappealable sentence to imprisonment for 1 year or longer for a violation of the Act, the Company Act, the Banking Act of The Republic of China, the Insurance Act, the Financial Holding Company Act, or the Business Entity Accounting Act, or for fraud, breach of trust, embezzlement, forgery of documents, or occupational crime. However, this provision does not apply if 3 years have already passed since completion of service of the sentence, since expiration of the period of a suspended sentence, or since a pardon was received.

6.1.1.2 May not be a related party or de facto related party of any party to the transaction.

6.1.1.3 If the company is required to obtain appraisal reports from two or more professional appraisers, the different professional appraisers or appraisal officers may not be related parties or de facto related parties of each other.

6.1.2 When issuing an appraisal report or opinion, the personnel referred to in the preceding paragraph shall comply with the self-regulatory rules of the industry associations to which they belong and with the following provisions:

6.1.2.1 Prior to accepting a case, they shall prudently assess their own professional capabilities, practical experience, and independence.

6.1.2.2 When conducting a case, they shall appropriately plan and execute adequate working procedures, in order to produce a conclusion and use the conclusion as the basis for issuing the report or opinion. The related working procedures, data collected, and conclusion shall be fully and accurately specified in the case working papers.

6.1.2.3 They shall undertake an item-by-item evaluation of the appropriateness and reasonableness of the sources of data used, the parameters, and the information, as the basis for issuance of the appraisal report or the opinion.

6.1.2.4 They shall issue a statement attesting to the professional competence and independence of the personnel who prepared the report or opinion, and that they have evaluated and found that the information used is appropriate and reasonable, and that they have complied with applicable laws and regulations.

6.2 Investment Limits for Non-operating Real Estate, Right-of-use Assets, or Securities. The limits for the Company and its subsidiaries to individually acquire the aforementioned assets are set as follows:

6.2.1 The total amount for the purchase of non-operating real estate, right-of-use assets, or securities shall not exceed 20% of the shareholders' equity as stated in the latest financial report audited or reviewed by a CPA. However, short-term investment in any single company shall not exceed 5% of said shareholders' equity.

6.2.2 For subsidiaries, the total amount for the purchase of non-operating real estate, right-of-use assets, or securities shall not exceed 10% of the subsidiary's shareholders' equity

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as stated in its latest audited financial report. Investment in any single company shall not exceed 5% of said shareholders' equity.

6.2.3 The total amount of investment in long-term and short-term securities shall not exceed 20% of the shareholders' equity in the latest audited financial report. However, long-term equity investment in any single company shall not exceed 40% of said shareholders' equity.

6.3 Procedures for the Acquisition or Disposal of Real Estate, Equipment, or Right-of-use Assets

6.3.1 Evaluation and Operational Procedures:

The acquisition or disposal of real estate, equipment, or right-of-use assets shall be handled entirely in accordance with the "Property, Plant, and Equipment Cycle" of the Company's Internal Control System.

6.3.2 Limits and Authority:

Acquisition or disposal of real estate, equipment, or right-of-use assets shall follow the Internal Control System and the Table of Procedures and Authority (Delegation of Authority).

Where the transaction amount is below 20% of the shareholders' equity in the latest audited financial report, it shall be submitted to the Chairman for approval.

Where the transaction amount exceeds 20% of the shareholders' equity in the latest audited financial report, it must be approved by the Board of Directors before execution.

If the transaction falls under the circumstances stipulated in Article 185 of the Company Act, it must first be approved by a resolution of the Shareholders' Meeting.

6.3.3 Executing Unit:

The executing units for these transactions are the user departments and relevant responsible units. The transaction processes—including contracting, payments, delivery, and acceptance—shall be handled according to the relevant workflows in the Internal Control System.

6.3.4 Appraisal Reports for Real Estate, Equipment, or Right-of-Use Assets

In acquiring or disposing of real estate, equipment, or right-of-use assets thereof—except for transactions with domestic government agencies, construction on self-owned or rented land, or the acquisition/disposal of equipment or right-of-use assets for business use—where the transaction amount reaches 20% of the Company's paid-in capital or NT$300 million or more, the Company shall obtain an appraisal report from a professional appraiser prior to the date of occurrence of the event. (The professional appraiser must be an entity whose Articles of Incorporation or business registration specifies "appraisal of real estate or other assets" as a business item, and The appraisal institution and its appraisal staff shall not be related parties or de facto related parties (as defined in Statement of Financial Accounting Standards No. 6) to any party to the transaction.) The appraisal report shall comply with the following requirements:

6.3.4.1 Where due to special circumstances it is necessary to give a limited price, specified price, or special price as a reference basis for the transaction price, the transaction shall be submitted for approval in advance by the board of directors; the same procedure shall also

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be followed whenever there is any subsequent change to the terms and conditions of the transaction.

6.3.4.2 Where the transaction amount is NT$1 billion or more, appraisals from two or more professional appraisers shall be obtained.

6.3.4.3 Where any one of the following circumstances applies with respect to the professional appraiser's appraisal results, unless all the appraisal results for the assets to be acquired are higher than the transaction amount, or all the appraisal results for the assets to be disposed of are lower than the transaction amount, a certified public accountant shall be engaged to render a specific opinion regarding the reason for the discrepancy and the appropriateness of the transaction price:

A. The discrepancy between the appraisal result and the transaction amount is 20 percent or more of the transaction amount.
B. The discrepancy between the appraisal results of two or more professional appraisers is 10 percent or more of the transaction amount.

6.3.4.4 No more than 3 months may elapse between the date of the appraisal report issued by a professional appraiser and the contract execution date; provided, where the publicly announced current value for the same period is used and not more than 6 months have elapsed, an opinion may still be issued by the original professional appraiser.

6.3.4.5 Where the company acquires or disposes of assets through court auction procedures, the evidentiary documentation issued by the court may be substituted for the appraisal report or CPA opinion.

6.4 Procedures for the Acquisition or Disposal of Securities:

6.4.1 Evaluation and Operational Procedures:

The acquisition or disposal of long-term and short-term securities shall be handled entirely in accordance with the "Investment Cycle" of the Company's Internal Control System.

6.4.2 Limits and Authorities:

6.4.2.1 Prior to the acquisition or disposal of securities, the Company shall obtain the target company's latest financial statements, audited or reviewed by a CPA in accordance with regulations, as a reference for evaluating the transaction price. Factors such as net value per share, profitability, and future growth potential shall be considered. Transactions of NT$50 million or less (inclusive): Shall be submitted to the Chairman for approval and subsequently reported to the Board of Directors. A report on unrealized gains or losses for long-term and short-term securities must be presented at the same time. Transactions exceeding NT$50 million: Shall be submitted to the Board of Directors for approval before execution.

6.4.2.2 In addition, investments in Mainland China shall be approved by the Shareholders' Meeting or executed by the Board of Directors as authorized by the Shareholders' Meeting. Such investments may only proceed after applying for and receiving approval from the Investment Commission, Ministry of Economic Affairs (MOEA).

6.4.3 Execution Unit: The Company shall be submitted for approval in accordance with the

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approval procedure provided in the preceding paragraph. Execution by the account unit.

6.4.4. Acquisition of expert’s opinion

6.4.4.1 The Company acquiring or disposing of securities shall, prior to the date of occurrence of the event, obtain financial statements of the issuing company for the most recent period, certified or reviewed by a certified public accountant, for reference in appraising the transaction price; in the event that the dollar amount of the transaction is 20% of the Company’s paid-in capital or is NT$300 million or more, the Company shall also engage an accountant to provide an opinion with respect to the reasonableness of the transaction price prior to the date of occurrence of the event. This requirement shall not apply to publicly quoted prices of an active market or is otherwise regulated under the competent authority.

6.4.4.2 Where the company acquires or disposes of assets through court auction procedures, the evidentiary documentation issued by the court may be substituted for the appraisal report or CPA opinion.

6.5 Related Party Transactions

6.5.1 When the company engages in any acquisition or disposal of assets from or to a related party, in addition to ensuring that the necessary resolutions are adopted and the reasonableness of the transaction terms is appraised, if the transaction amount reaches 10 percent or more of the company's total assets, the company shall also obtain an appraisal report from a professional appraiser or a CPA's opinion in compliance with the provisions of the 6.3、6.4、6.5 and 6.6. The calculation of the transaction amount referred to in the preceding paragraph shall be made in accordance with 6.9.1.3 herein. When judging whether a transaction counterparty is a related party, in addition to legal formalities, the substance of the relationship shall also be considered.

6.5.2 Evaluation and Operating Procedures

6.5.2.1 When the company intends to acquire or dispose of real property or right-of-use assets thereof from or to a related party, or when it intends to acquire or dispose of assets other than real property or right-of-use assets thereof from or to a related party and the transaction amount reaches 20 percent or more of paid-in capital, 10 percent or more of the company's total assets, or NT$300 million or more, except in trading of domestic government bonds or bonds under repurchase and resale agreements, or subscription or redemption of money market funds issued by domestic securities investment trust enterprises, the company may not proceed to enter into a transaction contract or make a payment until the following matters have been approved by the audit committee and the board of directors by the supervisors:

The purpose, necessity and anticipated benefit of the acquisition or disposal of assets.
The reason for choosing the related party as a transaction counterparty.
With respect to the acquisition of real property or right-of-use assets thereof from a related party, information regarding appraisal of the reasonableness of the preliminary transaction terms in accordance with 6.5.3 and 6.5.4.

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<4> The date and price at which the related party originally acquired the real property, the original transaction counterparty, and that transaction counterparty's relationship to the company and the related party.

<5> Monthly cash flow forecasts for the year commencing from the anticipated month of signing of the contract, and evaluation of the necessity of the transaction, and reasonableness of the funds utilization.

<6> Restrictive covenants and other important stipulations associated with the transaction.

<7> An appraisal report from a professional appraiser or a CPA's opinion obtained in compliance with the 6.5.1.

6.5.2.2 With respect to the types of transactions listed below, when to be conducted between the company and its parent or subsidiaries, or between its subsidiaries in which it directly or indirectly holds 100 percent of the issued shares or authorized capital, the company's board of directors may pursuant to the transaction amount reaches 20 percent or more of paid-in capital, 10 percent or more of the company's total assets, or NT$300 million or more, delegate the board chairman to decide such matters when the transaction is within a certain amount and have the decisions subsequently submitted to and ratified by the next board of directors meeting:

<1> Acquisition or disposal of equipment or right-of-use assets thereof held for business use.

<2> Acquisition or disposal of real property right-of-use assets held for business use.

6.5.2.3 when an audit committee has agree the matter is submitted for discussion by the board of directors pursuant to 6.5.2.3, the board of directors shall take into full consideration each independent director's opinions. If an independent director objects to or expresses reservations about any matter, it shall be recorded in the minutes of the board of directors meeting.

6.5.2.4 Where the Company or a subsidiary thereof that is not a domestic public company engages in a transaction set out in Article 6.5.2.1, and the transaction amount reaches 10% or more of the Company's total assets, the Company shall submit the materials listed in all subparagraphs of Article 6.5.2.1 to the shareholders' meeting for approval before the transaction contract may be entered into and any payment made. However, transactions between the Company and its parent company or subsidiaries, or between its subsidiaries, are exempt from this requirement. The calculation of the transaction amounts referred to in Article 6.5.2.1 and the preceding paragraph shall be made in accordance with Article 6.9.1.3. The term "within one year" as used herein refers to the year preceding the date of occurrence of the current transaction. Items that have been approved by the shareholders' meeting, Audit Committee, and Board of Directors in accordance with these Management Measures need not be re-counted toward the transaction amount.

6.5.3 The company that acquires real property or right-of-use assets thereof from a related party and appraises the cost of the real property or right-of-use assets thereof in accordance shall also engage a CPA to check the appraisal and render a specific opinion, and one of the following circumstances exists do not apply:

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The related party acquired the real property or right-of-use assets thereof through inheritance or as a gift. More than 5 years will have elapsed from the time the related party signed the contract to obtain the real property or right-of-use assets thereof to the signing date for the current transaction. The real property is acquired through signing of a joint development contract with the related party, or through engaging a related party to build real property, either on the company's own land or on rented land. The real property right-of-use assets for business use are acquired by the company with its parent or subsidiaries, or by its subsidiaries in which it directly or indirectly holds 100 percent of the issued shares or authorized capital.

6.5.3.1 Based upon the related party's transaction price plus necessary interest on funding and the costs to be duly borne by the buyer. "Necessary interest on funding" is imputed as the weighted average interest rate on borrowing in the year the company purchases the property; provided, it may not be higher than the maximum non-financial industry lending rate announced by the Ministry of Finance.

6.5.3.2 Total loan value appraisal from a financial institution where the related party has previously created a mortgage on the property as security for a loan; provided, the actual cumulative amount loaned by the financial institution shall have been 70 percent or more of the financial institution's appraised loan value of the property and the period of the loan shall have been 1 year or more. However, this shall not apply where the financial institution is a related party of one of the transaction counterparties.

6.5.3.3 Where land and structures thereupon are combined as a single property purchased or leased in one transaction, the transaction costs for the land and the structures may be separately appraised in accordance with either of the means listed in the 6.5.3.1・6.5.3.2.

6.5.4 Required Actions When Estimated Transaction Cost is Lower Than the Transaction Price: Where the estimated transaction costs calculated in accordance with Articles 6.5.3.1 through 6.5.3.3 are all lower than the transaction price, the matter shall be handled in accordance with Article 6.5.4.3, unless any of the following circumstances exist and objective evidence is provided, and specific opinions on reasonableness are obtained from a professional real estate appraiser and a certified public accountant (CPA):

6.5.4.1 Where the related party acquired undeveloped land or leased land for development, it may submit proof of compliance with one of the following conditions:

〈1〉 Where undeveloped land is appraised in accordance with the means in the preceding Article, and structures according to the related party's construction cost plus reasonable construction profit are valued in excess of the actual transaction price. The "Reasonable construction profit" shall be deemed the average gross operating profit margin of the related party's construction division over the most recent 3 years or the gross profit margin for the construction industry for the most recent period as announced by the Ministry of Finance, whichever is lower.

〈2〉 Completed transactions by unrelated parties within the preceding year involving other floors of the same property or neighboring or closely valued parcels of land, where the

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land area and transaction terms are similar after calculation of reasonable price discrepancies in floor or area land prices in accordance with standard property market sale or leasing practices.

6.5.4.2 Where the company acquiring real property, or obtaining real property right-of-use assets through leasing, from a related party provides evidence that the terms of the transaction are similar to the terms of completed transactions involving neighboring or closely valued parcels of land of a similar size by unrelated parties within the preceding year. Completed transactions involving neighboring or closely valued parcels of land in the preceding paragraph in principle refers to parcels on the same or an adjacent block and within a distance of no more than 500 meters or parcels close in publicly announced current value; transactions involving similarly sized parcels in principle refers to transactions completed by unrelated parties for parcels with a land area of no less than 50 percent of the property in the planned transaction; within a year refers in accordance with 3.7.

6.5.4.3 Where the company acquires real property or right-of-use assets thereof from a related party and the results of appraisals conducted in accordance with 6.5.2、6.5.3 are uniformly lower than the transaction price, and no 6.5.4.1、6.5.4.2 the following steps shall be taken:

〈1〉 A special reserve shall be set aside in accordance with Article 41, paragraph 1 of the Securities and Exchange Act against the difference between the real property transaction price and the appraised cost, and may not be distributed or used for capital increase or issuance of bonus shares. Where the company uses the equity method to account for its investment in another company, then the special reserve called for under Article 41, paragraph of the Securities and Exchange Act shall be set aside pro rata in a proportion consistent with the share of public company's equity stake in the other company.

〈2〉 The independent director members of the audit committee shall comply with Article 218 of the Company Act.

〈3〉 Actions taken pursuant to 〈1〉 and 〈2〉 shall be reported to a shareholders meeting, and the details of the transaction shall be disclosed in the annual report and any investment prospectus.

〈4〉 The company that has set aside a special reserve under the preceding paragraph may not utilize the special reserve until it has recognized a loss on decline in market value of the assets it purchased or leased at a premium, or they have been disposed of, or the leasing contract has been terminated, or adequate compensation has been made, or the status quo ante has been restored, or there is other evidence confirming that there was nothing unreasonable about the transaction, and the FSC has given its consent.

〈5〉 When the company obtains real property or right-of-use assets thereof from a related party, it shall also comply with the preceding paragraphs if there is other evidence indicating that the acquisition was not an arms length transaction.

6.6 Procedure for Acquisition or Disposal of Intangible Assets, Right-of-Use Assets thereof or

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Membership

6.6.1 Procedure of Evaluation and Operation:
The acquisition or disposal of intangible assets, right-of-use assets thereof or membership by the Company shall be executed in accordance with relevant rules and regulations of the Company related to purchase and operation procedure.

6.6.2 Authorized amount:

6.6.2.1 The acquisition or disposal of membership shall refer to the fair market value in deciding the terms and conditions of the transaction and transaction price and an analysis report should be prepared and reported to the chairman of the board of directors; when the price is NT$5 million or less, such acquisition or disposal shall be handled in accordance with the chairman; when the price is over NT$5 million, the execution of such acquisition or disposal requires a separate approval of board of directors.

6.6.2.2 The acquisition or disposal of intangible assets or right-of-use assets thereof shall refer to professional appraisal report or fair market value in deciding the terms and conditions of the transaction and transaction price and an analysis report should be prepared and reported to the chairman of the board of directors; when the price is NT$5 million or less, such acquisition or disposal shall be handled in accordance with the chairman; however, when the price is over NT$5 million, the execution of such acquisition or disposal requires a separate approval of board of directors.

6.6.3 Execution Unit: The acquisition or disposal of intangible assets, right-of-use assets thereof or membership by the Company shall be approved by the authorization of approval provided in the preceding paragraph and Executed by the authorized unit approved or the general manager.

6.6.4 Where the company acquires or disposes of intangible assets or right-of-use assets thereof or memberships and the transaction amount reaches 20 percent or more of paid-in capital or NT$300 million or more, except in transactions with a domestic government agency, the company shall engage a certified public accountant prior to the date of occurrence of the event to render an opinion on the reasonableness of the transaction price.

6.6.5 The calculation of the transaction amounts referred to in Articles (6.3), (6.4), and (6.6) shall be performed in accordance with Article 6.9.1.3.

6.7 Procedures for Engaging in Derivatives Trading: Its with these Regulations and the procedures for engaging in derivatives trading formulated by the company.

6.8 Procedures for conducting a merger, demerger, acquisition, or transfer of shares.

6.8.1 The company that conducts a merger, demerger, acquisition, or transfer of shares, prior to convening the board of directors to resolve on the matter, shall engage a CPA, attorney, or securities underwriter to give an opinion on the reasonableness of the share exchange ratio, acquisition price, or distribution of cash or other property to shareholders, and submit it to the board of directors for deliberation and passage. However, the requirement of obtaining an aforesaid opinion on reasonableness issued by an expert may be exempted in the case of a merger by the company of a subsidiary in which it directly or indirectly holds 100 percent of

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the issued shares or authorized capital, and in the case of a merger between subsidiaries in which the company directly or indirectly holds 100 percent of the respective subsidiaries issued shares or authorized capital.

6.8.2 The company participating in a merger, demerger, acquisition, or transfer of shares shall prepare a public report to shareholders detailing important contractual content and matters relevant to the merger, demerger, or acquisition prior to the shareholders meeting and include it along with the expert opinion referred to in 6.8.1 when sending shareholders notification of the shareholders meeting for reference in deciding whether to approve the merger, demerger, or acquisition. Provided, where a provision of another act exempts a company from convening a shareholders meeting to approve the merger, demerger, or acquisition, this restriction shall not apply.

Where the shareholders meeting of any one of the companies participating in a merger, demerger, or acquisition fails to convene or pass a resolution due to lack of a quorum, insufficient votes, or other legal restriction, or the proposal is rejected by the shareholders meeting, the companies participating in the merger, demerger or acquisition shall immediately publicly explain the reason, the follow-up measures, and the preliminary date of the next shareholders meeting.

6.8.3 A company participating in a merger, demerger, or acquisition shall convene a board of directors meeting and shareholders meeting on the day of the transaction to resolve matters relevant to the merger, demerger, or acquisition, unless another act provides otherwise or the FSC is notified in advance of extraordinary circumstances and grants consent. A company participating in a transfer of shares shall call a board of directors meeting on the day of the transaction.

6.8.4 The companies participating in a merger, demerger, acquisition, or transfer of shares may not arbitrarily alter the share exchange ratio or acquisition price unless under the below-listed circumstances, and shall stipulate the circumstances permitting alteration in the contract for the merger, demerger, acquisition, or transfer of shares:

6.8.4.1 Cash capital increase, issuance of convertible corporate bonds, or the issuance of bonus shares, issuance of corporate bonds with warrants, preferred shares with warrants, stock warrants, or other equity based securities. An action, such as a disposal of major assets, that affects the company's financial operations.

6.8.4.3 An event, such as a major disaster or major change in technology, that affects shareholder equity or share price.

6.8.4.4 An adjustment where any of the companies participating in the merger, demerger, acquisition, or transfer of shares from another company, buys back treasury stock.

6.8.4.5 An increase or decrease in the number of entities or companies participating in the merger, demerger, acquisition, or transfer of shares.

6.8.4.6 Other terms/conditions that the contract stipulates may be altered and that have been publicly disclosed.

6.8.5 The contract for participation by the company in a merger, demerger, acquisition, or of

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shares shall record the rights and obligations of the companies participating in the merger, demerger, acquisition, or transfer of shares, and shall also record the following:

6.8.5.1 Handling of breach of contract.

6.8.5.2 Principles for the handling of equity-type securities previously issued or treasury stock previously bought back by any company that is extinguished in a merger or that is demerged.

6.8.5.3 The amount of treasury stock participating companies are permitted under law to buy back after the record date of calculation of the share exchange ratio, and the principles for handling thereof.

6.8.5.4 The manner of handling changes in the number of participating entities or companies. Preliminary progress schedule for plan execution, and anticipated completion date. Scheduled date for convening the legally mandated shareholders meeting if the plan exceeds the deadline without completion, and relevant procedures.

6.8.6 Other points of attention for the plan of merger, demerger, acquisition, or transfer of shares. :

6.8.6.1 Every person participating in or privy to the plan for merger, demerger, acquisition, or transfer of shares shall issue a written undertaking of confidentiality and may not disclose the content of the plan prior to public disclosure of the information and may not trade, in their own name or under the name of another person, in any stock or other equity security of any company related to the plan for merger, demerger, acquisition, or transfer of shares.

6.8.6.2 After public disclosure of the information, if any company participating in the merger, demerger, acquisition, or share transfer intends further to carry out a merger, demerger, acquisition, or share transfer with another company, all of the participating companies shall carry out anew the procedures or legal actions that had originally been completed toward the merger, demerger, acquisition, or share transfer; except that where the number of participating companies is decreased and a participating company's shareholders meeting has adopted a resolution authorizing the board of directors to alter the limits of authority, such participating company may be exempted from calling another shareholders meeting to resolve on the matter anew.

6.8.6.3 Where any of the companies participating in a merger, demerger, acquisition, or transfer of shares is not a public company, the company shall sign an agreement with the non-public company whereby the latter is required to abide by the provisions of the article.

6.8.7 When participating in a merger, demerger, acquisition, or transfer of another company's shares, a company that is listed shall prepare a full written record of the following information and retain it for 5 years for reference:

6.8.7.1 Basic identification data for personnel: Including the occupational titles, names, and national ID numbers (or passport numbers in the case of foreign nationals) of all persons involved in the planning or implementation of any merger, demerger, acquisition, or

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transfer of another company's shares prior to disclosure of the information.

6.8.7.2 Dates of material events: Including the signing of any letter of intent or memorandum of understanding, the hiring of a financial or legal advisor, the execution of a contract, and the convening of a board of directors meeting.

6.8.7.3 Important documents and minutes: Including merger, demerger, acquisition, and share transfer plans, any letter of intent or memorandum of understanding, material contracts, and minutes of board of directors meetings.

6.8.7.4 When participating in a merger, demerger, acquisition, or transfer of another company's shares, within 2 days counting inclusively from the date of passage of a resolution by the board of directors, report (in the prescribed format and via the Internet-based information system) the information set out in Article 6.8.7.1 and 6.8.7.2 of the preceding paragraph to the FSC for recordation.

6.8.8 Where any of the companies participating in a merger, demerger, acquisition, or transfer of another company's shares is neither listed on an exchange nor has its shares traded on an OTC market, Calin shall sign an agreement with such company whereby the latter is required to abide by the provisions of the preceding Article 6.8.7.

6.9 Procedures for publicly announce :

6.9.1 Under any of the following circumstances, the company acquiring or disposing of assets shall publicly announce and report the relevant information on the FSC's designated website in the appropriate format as prescribed by regulations within 2 days counting inclusively from the date of occurrence of the event:

6.9.1.1 Acquisition or disposal of real property or right-of-use assets thereof from or to a related party, or acquisition or disposal of assets other than real property or right-of-use assets thereof from or to a related party where the transaction amount reaches 20 percent or more of paid-in capital, 10 percent or more of the company's total assets, or NT$300 million or more; provided, this shall not apply to trading of domestic government bonds or bonds under repurchase and resale agreements, or subscription or redemption of money market funds issued by domestic securities investment trust enterprises.

6.9.1.2 Merger, demerger, acquisition, or transfer of shares.

6.9.1.3 Where equipment or right-of-use assets thereof for business use are acquired or disposed of, and furthermore the transaction counterparty is not a related party, and the transaction amount meets any of the following criteria:

<1> For a public company whose paid-in capital is less than NT$10 billion, the transaction amount reaches NT$500 million or more.

<2> For a public company whose paid-in capital is NT$10 billion, the transaction amount reaches NT$1 billion or more.

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related party, and the amount the company expects to invest in the transaction reaches NT$500 million.

6.9.1.5 Where an asset transaction other than any of those referred to in Article 6.9.1.1, 6.9.1.2, 6.9.1.3, 6.9.1.4, a disposal of receivables by a financial institution, or an investment in the mainland China area, The amount of any individual transaction. The cumulative transaction amount of acquisitions and disposals of the same type of underlying asset with the same transaction counterparty within the preceding year, the cumulative transaction amount of acquisitions and disposals (cumulative acquisitions and disposals, respectively) of real property or right-of-use assets thereof within the same development project within the preceding year. The cumulative transaction amount of acquisitions and disposals (cumulative acquisitions and disposals, respectively) of the same security within the preceding year, reaches 20 percent or more of paid-in capital or NT$300 million; Items duly announced in accordance with Article 3.7 need not be counted toward the transaction amount provided, this shall not apply to the following circumstances:

(1) Trading of domestic government bonds or foreign government bonds with a rating that is not lower than the sovereign rating of Taiwan.

(2) Where done by professional investors securities trading on securities exchanges or OTC markets, or subscription of foreign government bonds, or of ordinary corporate bonds or general bank debentures without equity characteristics (excluding subordinated debt) that are offered and issued in the primary market, or subscription or redemption of securities investment trust funds or futures trust funds, or subscription or redemption of exchange traded notes, or subscription by a securities firm of securities as necessitated by its undertaking business or as an advisory recommending securities firm for an emerging stock company, in accordance with the rules of the Taipei Exchange.

(3) Trading of bonds under repurchase and resale agreements, or subscription or redemption of money market funds issued by domestic securities investment trust enterprises.

6.9.2 When the company at the time of public announcement makes an error or omission in an item required by regulations to be publicly announced and so is required to correct it, all the items shall be again publicly announced and reported in their entirety within two days counting inclusively from the date of knowing of such error or omission.

6.9.3 Where any of the following circumstances occurs with respect to a transaction that the company has already publicly announced and reported in accordance with the preceding article, a public report of relevant information shall be made on the information reporting website designated by the FSC within 2 days counting inclusively from the date of occurrence of the event:

6.9.3.1 Change, termination, or rescission of a contract signed in regard to the original transaction.

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6.9.3.2 The merger, demerger, acquisition, or transfer of shares is not completed by the scheduled date set forth in the contract.

6.9.3.3 Change to the originally publicly announced and reported information.

6.9.4 Required Contents of Public Announcements: The content and format of investment announcements shall be handled in accordance with the formats prescribed by the competent authority.

6.9.5 The company acquiring or disposing of assets shall keep all relevant contracts, meeting minutes, log books, appraisal reports and CPA, attorney, and securities underwriter opinions at the company, where they shall be retained for 5 years except where another act provides otherwise.

6.10 Control and Management of Asset Acquisition or Disposal by Subsidiaries :

6.10.1 The Company's subsidiaries shall also establish their own "Procedures for the Acquisition or Disposal of Assets" in accordance with the "Regulations Governing the Acquisition and Disposal of Assets by Public Companies." These procedures shall be approved by the subsidiary's Board of Directors, submitted to each Supervisor, and approved by a resolution of the Shareholders' Meeting. The same process shall be applied to any future amendments.

6.10.2 When a subsidiary acquires or disposes of assets, it shall do so in accordance with its own Internal Control System and its 'Procedures for the Acquisition or Disposal of Assets.' By the 5th day of each month, each subsidiary shall submit a written summary report to the Company detailing its asset acquisitions or disposals from the previous month, along with the status of its derivative transactions as of the end of the previous month. The Company's Internal Audit Department shall include the subsidiary's asset acquisition and disposal operations as a monthly audit item; the findings of such audits shall be a mandatory item in the audit reports presented to the Board of Directors.

6.10.3 Information required to be publicly announced and reported in accordance with the provisions of the preceding Chapter on acquisitions and disposals of assets by the company's subsidiary that is not itself a public company in Taiwan shall be reported by the company. The paid-in capital or total assets of the public company shall be the standard applicable to a subsidiary referred to in the preceding paragraph in determining whether, relative to paid-in capital or total assets, it reaches a threshold requiring public announcement and regulatory filing under Article 6.9.1.

6.11 Penalties :

6.11.1 Where the personnel of the Company responsible for the acquisition or disposal of assets violate the "Regulations Governing the Acquisition and Disposal of Assets by Public Companies" promulgated by the FSC or these Procedures, they shall be subject to disciplinary action in accordance with the Company's Personnel Regulations (Employee Handbook), depending on the severity of the violation. Such violation records shall also serve as a reference for annual individual performance evaluations.

6.11.2 If the Board of Directors or any Director violates relevant regulations or resolutions of

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the Shareholders' Meeting when conducting business, the independent directors who are members of the Audit Committee shall, in accordance with Article 218-2 of the Company Act, notify the Board of Directors or the respective Director to cease such behavior.

Article 7. Reference Documents: Omitted

Article 8. Forms Used: Omitted

Article 9. Implementation and Amendment

9.1 The Procedure shall be approved by the Audit Committee, and submitted to the board of directors for resolution and reported to the shareholders meeting for approval. The same shall apply for amendments. If an independent director objects to or expresses reservations about any matter, it shall be recorded in the minutes of the board of directors meeting. In the event that the majority of all Audit Committee members does not approve the matters set forth in the preceding paragraph, it may be implemented with the consent of more than two-thirds of all directors. The resolution of the Audit Committee shall be recorded in the minutes of the board of directors. The terms "all audit committee members" and "all directors" in the preceding paragraph shall be counted as the actual number of persons currently holding those positions.

9.2 These Articles of Incorporation were enacted on 2010.06.21.

The 1st amendment was made on 2011.06.20.

The 2nd amendment was made on 2012.06.05.

The 3rd amendment was made on 2014.06.18

The 4th amendment was made on 2015.06.15.

The 5th amendment was made on 2017.06.16.

The 6th amendment was made on 2019.06.25.

The 7th amendment was made on 2020.06.24.

The 8th amendment was made on 2022.06.21.

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Appendix 5

CALIN TECHNOLOGY CO.,LTD.

Shareholding of Directors

In accordance with Article 26 of the Securities and Exchange Act, the minimum of required shareholdings of all directors by law is 8,481,060 shares.
As of April 26, 2026, the shareholdings of directors recorded in the shareholder register are as follows:

(1) The shareholdings of all directors are 29,382,851 shares, which meets the requirement under Article 26 of the Securities and Exchange Act. The shares held by independent directors shall not be counted in the calculation of director shareholdings.
(2) As of April 26, 2026, the shares held by directors are shown as follows:

Book closure date: April 26, 2026 Unit:share

Position	Name	Date elected	Term	Shareholding while elected		Current shareholding
				Shares	Shareholding ratio (Note)
President	Liu, Chia-Pin	June 27, 2023	3 years	901,222	0.65%	1,148,454
Director	Central Investment Co., Ltd. Legal representative: Chang, Yu-Cheng	June 27, 2023	3 years	28,370,397	20.31%	28,086,397
Director	Central Investment Co., Ltd. Legal representative: Chang,Tien-Han	June 27, 2023	3 years	28,370,397	20.31%	28,086,397
Director	Wang,Cheng-Ching	June 27, 2023	3 years	0	0%	0
Director	Chiang, Chao-Te	June 27, 2023	3 years	0	0%	148,000
Independent directors	Hsieh,Teng-Lung	June 27, 2023	3 years	228,741	0.16%	228,741
Independent directors	Wei,Kuan-Liang	June 27, 2023	3 years	0	0%	0
Independent directors	Hsu, Chun-Ming	June 27, 2023	3 years	0	0%	0
Total			29,500,360		21.12%	29,611,592

Note : Total issued shares: 139,704,000 shares on 2023/06/27 (date elected).

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Appendix 6 Other Matters

Description on the Handling of Shareholders' Proposals and Nominations:

The company did not receive any shareholders' proposal and nominate during the period.

Thank you for attending the annual shareholders' meeting!

You are welcome to provide feedback at any time!

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Calin — AGM Information 2026

52454_rns_2026-05-22_8e978c63-e4a5-4403-974f-62223eef5c65.pdf

佳凌科技股份有限公司

CALIN TECHNOLOGY CO.,LTD.

Handbook for the 2026

Annual Meeting of Shareholders

Table of Contents

II. Reports Items

Report 4

III. Proposals Items

IV. Discussion Items

Calin Technology Co., Ltd

2025 Business Report

1.Business Plan Implementation Achievement and Profit Status

2. Budget Execution Status: Not Applicable

3. Research development status in the past two years

4. Company development strategy and vision with perspective

The Report of the Audit Committee

Attachment 3

CALIN TECHNOLOGY CO.,LTD.

Purpose

Rights and Restrictions on Transferred Shares

Transfer Period

Eligibility of Recipients

Determination of the Number of Shares to be Transferred to Employees

Transfer Procedure

Transfer Price per Share

Other

INDEPENDENT AUDITORS' REPORT

Opinion

Basis for Opinion

Key Audit Matters

1. Valuation of Inventory Impairment

Description

How our audit addressed the matter

2 Sales Revenue Recognition

Description

How our audit addressed the matter

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

Auditors' Responsibilities for the Audit of the Financial Statements

CALIN Corporation

BALANCE SHEETS

DECEMBER 31, 2025 AND 2024

(In Thousands of New Taiwan Dollars)

CALIN Corporation

STATEMENTS OF COMPREHENSIVE INCOME

FOR YEARS ENDED DECEMBER 31, 2025 AND 2024

CALIN Corporation

STATEMENTS OF CHANGES IN EQUITY

FOR YEARS ENDED DECEMBER 31, 2025 AND 2024

CALIN TECHNOLOGY CO.,LTD.

2025 Sheet of Deficits Compensation

Appendix 1

CALIN TECHNOLOGY CO.,LTD.

Rules of Procedure for Shareholder Meetings

Chapter 3 Shareholders' Meeting

Chapter 4 Directors

Chapter 7 Supplementary Provisions

6.4.4. Acquisition of expert’s opinion

6.5 Related Party Transactions

6.5.2 Evaluation and Operating Procedures

Membership

CALIN TECHNOLOGY CO.,LTD.

Shareholding of Directors

Appendix 6 Other Matters

More from Calin

Calin AGM Information 2026