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CHAINTECH AGM Information 2025

Aug 8, 2025

52073_rns_2025-08-08_8ad980f3-446d-44b6-9316-4a7bb4d51bb0.pdf

AGM Information

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Stock Code: 2425

CHAINTECH TECHNOLOGY CORPORATION

2025 General Shareholders' Meeting

Meeting Handbook

Time: 9:00 a.m., June 20, 2025 (Friday) Place: 2F., No. 223, Sec. 3, Beixin Rd., Xindian Dist., New Taipei City, Taiwan (R.O.C.) (Taipei Innovation City Convention Center) Tel: (02) 2913-8833

Notice to Readers:

For the convenience of readers, the Meeting Handbook has 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 version shall prevail.

Table of Contents

I. Procedures and Agenda .................................................................................... 1 Procedures and Agenda .................................................................................... 1
**II. ** Meeting Agenda ................................................................................................ 1
(I) Report Items ............................................................................................ 2
(II) Ratification Items .................................................................................... 3
(III) Discussion Items ..................................................................................... 5
(IV) Election Matters ...................................................................................... 5
(V) Other Motions ......................................................................................... 6
(VI) Extempore Motions ................................................................................. 6
(VII) Adjournment ........................................................................................... 6
**III. ** Attachments
(I) 2024 Annual Business Report ................................................................. 8
(II) Auditors' Report and Financial Statements ........................................... 11
(III) Audit Committee's Review Report ....................................................... 32
(IV) 2024 Director Remuneration ................................................................. 34
(V) Comparison Table of Amended Articles in the Articles of
Incorporation (Before and After) .......................................................... 35
(VI) List of Candidates for Directors and Independent Directors ................ 38
(VII) Details of Non-Compete Restrictions Lifted for Candidates for
Directors and Independent Directors .................................................... 40
**IV. ** Appendices
(I) Rules of Procedure for Shareholder Meetings ...................................... 42
(II) Articles of Incorporation ....................................................................... 46
(III) Rules for Director Elections .................................................................. 55
(IV) Shareholding of Directors ..................................................................... 58
(V) Other Supplementary Items .................................................................. 59

Chaintech Technology Corporation

2025 General Shareholders' Meetings Procedures and Agenda

Time: 9:00 a.m., June 20, 2025 (Friday)

Place: 2F., No. 223, Sec. 3, Beixin Rd., Xindian Dist., New Taipei City, Taiwan (R.O.C.) (Taipei Innovation City Convention Center)

Method: Physical Shareholders' Meeting

  • I. Call the Meeting to Order

II. Chairperson Remarks

III. Meeting Agenda

(I) Report Items

  1. 2024 Annual Business Report.

  2. Audit Committee’s Review Report on the 2024 Financial Statements.

  3. Report on Status of 2024 remuneration to employees and directors.

  4. Report on 2024 remuneration to directors.

(II) Ratification Items

  1. Adoption of the 2024 Business Report and Financial Statements.

  2. Adoption of the Proposal for Distribution of 2024 Profits.

(III) Discussion Items

Amendment to the Company's Articles of Incorporation.

(IV) Election Matters

Complete re-election of directors.

(V) Other Motions

Proposal to Lift the Non-compete Restriction on Newly Elected Directors.

(VI) Extempore Motions

(VII)Adjournment

1

Report Items

  1. 2024 Business Report. Please check it.

Please refer to Pages 8-10 of the Meeting Handbook for CHAINTECH's 2024 Business Report.

  1. Audit Committee’s Review Report on the 2024 Financial Statements. Please check it. Please refer to Pages 32-33 of the Meeting Handbook for the Audit Committee's Review Report.

  2. Report on Status of 2024 remuneration to employees and directors.

  3. (1) In accordance with Article 19 of the Articles of Incorporation, if the Company has earnings, it shall set aside no less than 0.1% of the balance as remuneration to the employees and no greater than 6% of the balance as remuneration to directors.

  4. (2) The Board of Directors of CHAINTECH has adopted the remuneration and payment proposal of employees and directors for the year 2024 by resolution on March 11, 2025. The distribution is as follows:

    • A. Employees' remuneration was NT$1,518,602 (paid in cash)

    • B. Directors' remuneration was NT$4,555,807 (paid in cash)

  5. (3) The amount of the aforementioned remuneration is consistent with the estimated amount of expenses for 2024.

  6. Report on 2024 remuneration to directors.

Please refer to Page 34 of the Meeting Handbook for the report on 2024 remuneration to directors.

2

Ratification Items

Proposal 1:

Proposed by the Board

  • Proposal: Adoption of the 2024 Business Report and Financial Statements.

  • Explanation: CHAINTECH's Business Report, Parent Company Only Financial Statements and Consolidated Financial Statements for 2024 have been prepared and approved by the Board of Directors on March 11, 2025. The aforementioned Parent Company Only Financial Statements and Consolidated Financial Statements have been audited by CPA Yang, HuiTzu and CPA Lin, Ya-Hui of Pricewaterhouse Coopers (PwC) Taiwan. The CPAs have issued an Auditor's Report with unqualified opinion. Please refer to Attachment I~III (Pages 8-33). Please proceed to adopt.

Resolution:

Proposal 2:

Proposed by the Board

Proposal: To discuss the Company's 2024 profit distribution.

Explanation:

  1. The Company’s undistributed earnings at the beginning of the period amounted to NT$962,178,210. This was increased by NT$204,489,271 from the disposal of equity instrument investments measured at fair value through other comprehensive income. The net profit after tax in 2024 was NT$101,488,751. The distributable earnings for the period is NT$1,244,274,928 after the provision of 10% legal reserve of NT$30,597,802 and the special reserve of NT$6,716,498. The Company intended to distribute a shareholders' cash dividend of NT$0.15 per share in total amount of NT$14,474,825. The earnings distribution table is set out below.

  2. After approval at the shareholders' meeting, the Board of Directors shall authorize the Chairman to set an ex-dividend date, distribution date and other related matters.

  3. The cash dividend is calculated according to the shares held by the shareholders recorded in the register of the shareholders as of the exdividend date, and is distributed in proportion to the amount rounded off to the nearest NT Dollar, with the decimal places removed. The total rounded

3

off amounts, are accounted as other income in the Company's financial statements.

  1. In the event that the proposed profit distribution affects the number of outstanding shares due to the changes in capital, the Chairman is authorized to handle and announce such matters.

Resolution:

Chaintech Technology Corporation

Earnings Distribution Table for 2024

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Unit: NT$
Items Total Remarks
Undistributed retained earnings, at the 962,178,210
beginning of the period
Add: Profit after tax of the period 101,488,751
Add: Disposal of investments in equity 204,489,271
instruments at fair value through other
comprehensive income
Net profit after tax for the current period, along 305,978,022
with other items, is included in the
undistributed earnings for the current fiscal
year
Less: 10% legal reserve (30,597,802)
Add: Special reserve reversed 6,716,498
Retained earnings available for distribution for 1,244,274,928
this period
Distribution items:
Cash dividends for shareholders (NT$0.15 per (14,474,825)
share)
Unappropriated retained earnings 1,229,800,103
----- End of picture text -----

Note: All the earnings distribution of the year are provided from the distributable earnings after tax in 2024.

Chairman: Kao, Shu-Jung

Manager: Accounting Kao, Shu-Jung Supervisor: Lai, Yu-Nu

4

Discussion Items

Proposal 1:

Proposed by the Board

Proposal: Amendment to the Company's Articles of Incorporation. Please proceed to discuss.

Explanation:

  1. To comply with revisions to the regulations set forth by the competent authority, amendments to the Company's Articles of Incorporation are proposed.

  2. For a comparison of the articles before and after amendment, please refer to Attachment 5 (Page 35).

Resolution:

Election Matters

Proposal 1:

Proposed by the Board

Proposal: Re-election of directors.

Explanation:

  1. The term of the 15th Board of Directors will end on June 14, 2025. The Company proposes to elect new Board members at this year's shareholders' meeting.

  2. According to this Company's Articles of Incorporation, there shall be a board of directors composed of five to nine members, of which the number of independent directors shall not be less than three and shall constitute at least one-fifth of the total number of directors.

Seven directors (including four independent directors) are to be elected.

  1. Per Article 192-1 of the Company Act and Article 13 of the Company’s Articles of Incorporation, the election of directors (including independent directors) adopts a candidate nomination system.

  2. The 16th new board of directors (including independent directors) will take office immediately after the election, serving a term of three years from June 20, 2025 to June 19, 2028.

  3. On May 6, 2025, the Board of Directors of this company approved the list of candidates for directors, including independent directors. For further details, please refer to Attachment 6 (pages 36-37). This list is submitted for election.

Voting Results:

5

Other Matters

Proposal 1:

Proposed by the Board

Proposal: Discussion to lift the non-compete restriction on newly elected directors. Explanation:

  1. According to Article 209, Paragraph 1 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. To meet the Company's actual business needs, the Board of Directors and their representatives may engage in the same or similar activities as the business scope of the Company for their concurrent positions in other companies. To the extent that it is not damaging to the interests of the Company, it is proposed that the new directors and their representatives be released from the non-compete restrictions in accordance with Article 209 of the Company Law.

  3. For the details of non-compete restrictions lifted for candidates for directors and independent directors, please refer to Attachment 7 (page 40).

Resolution:

Extempore Motions

Adjournment

6

Attachments

7

Chaintech Technology Corporation 2024 Annual Business Report

I. 2024 Business Results

CHAINTECH's consolidated operating revenues in 2024 was NT$3,043,980 thousand, a decrease of 9.27% from that of NT$3,355,003 thousand in 2023. Net profit after tax was NT$144,288 thousand, net profit attributable to owners of the parent company was NT$101,489 thousand, and net profit after tax per share was NT$1.05.

CHAINTECH's business results for 2024 and business plan for 2025 are summarized below:

(I) Results of operations based on our business plan

Unit: NT$ thousand, %

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Items 2024 2023 Increase Increase
(Decrease) by (Decrease)
Amount %
Operating revenue 3,043,980 3,355,003 (311,023) (9.27)
Gross profit 222,708 273,313 (50,605) (18.52)
Operating Margin (5,553) 131,831 (137,384) (104.21)
Net profit after tax 144,288 233,205 (88,917) (38.13)
Net profit attributable to
101,489 161,901 (60,412) (37.31)
owners of parent company
Net profit on non-
42,799 71,304 (28,505) (39.98)
controlling interest
Net Profit after Tax per
1.05 1.68 (0.63) (37.50)
Share (NT$)
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(II) Financial Position and Profitability Analysis:

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Year
2024 2023
Items
Ratio of liabilities to assets 31.42 31.15
Financial
structure % Ratio of long-term capital to property, plant and 7625.86 136.83
equipment
Current ratio 321.96 287.04
Solvency % Quick ratio 317.12 198.07
Times interest earned ratio 12.17 27.79
Return on Assets (ROA) % 3.96 7.06
Profitability Return on Equity (ROE) % 5.37 9.66
% Net profit margin 4.74 3.42
Earnings per Share after Tax (NT$) 1.05 1.68
----- End of picture text -----

  • II. Outline of 2025 Business Plan

8

In the face of future market changes, CHAINTECH's business policy, expected targets and important production and marketing policies are as follows:

  • (I) Business Policy

  • Marketing: Continue to strengthen the close cooperation between distributors and agents, build different types of sales channels, and strengthen cooperation with clients with sound financial structure.

  • Financial policy: Focus on stable operations and strict control over the quality of accounts receivable, make collections according to the terms of sales to ensure the asset preservation, and carry out production by order to maintain low inventories and effective working capital.

  • Research and Development Policy: Gain expertise in developing highperformance motherboards specifically for extreme overclocking and gaming, while actively developing related software and hardware tools to reduce development timelines and maximize the application of key R&D technologies across various projects. On the other hand, we are formally venturing into the design of large motherboards and power supplies for workstations and servers. We are developing high-power, flat, and ultrathin models that not only ensure stable performance for AI servers and workstations but also actively expand our capabilities in remote control software.

  • (II) Estimated sales volume and supporting information

  • The NVIDIA GeForce RTX 50 series GPUs are scheduled for release in January 2025. In terms of gaming and productivity performance, the RTX 50 series delivers nearly double the performance of the previous generation RTX 40 series. In addition to the significant upgrade in hardware specifications, several AAA games are set to be released in 2025, benefiting from the successful launch of Black Myth: Wukong in 2024. With the introduction of new games, the demand among players for upgrading their gaming computers is expected to increase substantially. In light of supply shortages, 60% to 70% of products are expected to transition to the new series starting in the second quarter, thereby increasing product unit prices and gross margins. Furthermore, with the accelerated transition from Windows 10 to Windows 11, the AI computing capabilities of the new generation of graphics cards have significantly improved. The PC and graphics card market is expected to experience a comprehensive recovery by 2025, providing a strong boost to the operations of board manufacturers.

9

(III) Important Production and Marketing Policies

Maintain multiple suppliers and establish long-term strategic partnerships with them to ensure the manufacturing capacity of raw materials and the stability of supply. Continuously enhance R&D capabilities and product quality to deliver products that meet customer needs, while relentlessly expanding into new sales channels.

The Company is committed to preserving its financial stability and conducting steady operations in accordance with its established core values. In response to the rapidly evolving circuit board industry market, the focus is on optimizing the product portfolio and enhancing the proportion of mid-to-high-end products, along with its pricing. Currently, in addition to investing in the AI industry, we are also continuing to expand our high-level R&D personnel. By establishing a high-end motherboard research and development center and a power supply research and development team, we are demonstrating our commitment to deepening our engagement across various industries. In recent years, the artificial intelligence wave has led to industrial transformation while presenting operational challenges across various sectors. In response to global climate change, companies must achieve a balance between revenue growth and environmental protection goals, thereby attaining sustainable operations. On behalf of the management team of CHAINTECH Technology Corporation, I would like to take this opportunity to once again express our gratitude for your continued support and encouragement.

Chairman: Kao, Shu-Jung

Manager: Kao, Shu-Jung

Accounting Supervisor: Lai, Yu-Nu Attachment 2.

10

Independent Auditors' Report (114) Cai-Shen-Bao-Zi No. 24004760

To Chaintech Technology Corporation:

Opinions

The independent auditors have audited the accompanying consolidated balance sheets of Chaintech Technology Corporation and subsidiaries (hereinafter referred to as "the Group") as of December 31, 2024 and 2023, and the related consolidated statements of comprehensive income, consolidated statements of changes in equity, and consolidated statements of cash flows for the years then ended, and the notes to the consolidated financial statements (including the summary of significant accounting policies).

In our opinions, the accompanying consolidated financial statements, in all material respects, give a true and fair view of the consolidated financial position of the Group as of December 31, 2024 and 2023, and of its consolidated financial performance and its consolidated 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 (IFRSs), International Accounting Standards (IASs), International Financial Reporting Interpretations Committee (IFRIC) Interpretations, and Standing Interpretations Committee (SIC) Interpretations as endorsed by the Financial Supervisory Commission of the Republic of China (the "FSC").

Basis for Opinions

We conducted our audits in accordance with the Regulations Governing the Auditing and Attestation of Financial Statements by Certified Public Accountants and the Auditing Standards of Republic of China. Our responsibilities under those standards are further described in the Auditors' Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China (the "Norm"), and we have fulfilled our other ethical responsibilities in accordance with the Norm. We believe that the audit evidence we have obtained sufficient and appropriate to provide a basis for our opinion.

As stated in Note VI(XI) of the financial statements, Chaintech resolved during a board meeting on May 24, 2024, to sell its equity in Sitonholy (Tianjin) Technology Co., Ltd. and its subsidiaries. The associated assets and liabilities of the company will be reclassified as assets held for sale. The relevant accounting treatment will be conducted in accordance with the provisions of IFRS No. 5, "Non-current Assets Held for Sale and Discontinued Operations." We did not modify the audit opinion as a result of this.

11

Key Audit Matters

Key audit matters refer to matters that, in our professional judgment, are of most significance in our audit of the consolidated financial statement of the Group for the year ended December 31, 2024. These matters were addressed in the context of our audit of the Consolidated Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matters for the consolidated financial statement of the Group for the year ended December 31, 2024 are stated as follows:

Existence of Sales Revenue

Description

Regarding the accounting policy for recognition of sales revenues, please refer to Notes IV (XXIX) to the consolidated financial statements. For the description of sales revenue, please refer to Note VI (XVIII) to the consolidated financial statements.

The Group primarily engages in the trading and manufacturing of computer motherboards, graphics cards, computer peripheral products, and artificial intelligence servers. Given the susceptibility of these products to customer demand, the Group must prioritize market expansion and the acquisition of new orders. Consequently, the customer base for sales may fluctuate from year to year. Consequently, we have thus listed the existence of sales revenue as the most important matter for this year's audit.

Corresponding audit procedures

We have performed the following key audit procedures for the matter mentioned above:

  1. Conducted interviews with management to gain an understanding of the revenue recognition policy and to determine whether it has been consistently applied during the comparative periods of the financial statements.

  2. Understand the internal control systems associated with sales transactions and perform sampling tests to assess the effectiveness of their design and implementation.

  3. Obtain and sample the relevant vouchers for this year's sales revenue transactions to confirm that customers have gained control of the goods and assumed the associated risks before recognizing the revenue.

Assessment of disposal group held for sale impairment

Description

For the accounting policies related to the impairment assessment of the held-for-sale

12

disposal group, please refer to Note IV(XV). For information regarding the held-for-sale disposal group, please see Note VI(XI).

In 2019, the Company had a 51% equity interest in Sitonholy (Tianjin) Technology Co., Ltd. through Shenzhen Jinghong Digital R&D Service Co., Ltd. Goodwill and customer relationships were recognized in investments accounted for using the equity method. This has a significant impact on the parent company only financial statements of the Company.

On May 24, 2024, the Board of Directors resolved to sell the equity of Sitonholy (Tianjin) Technology Co., Ltd. and its subsidiaries. Consequently, the assets and liabilities associated with this company and its subsidiaries have been reclassified as held for sale within the group. As a result, the auditor considers the impairment assessment of the group held for sale to be one of the most significant matters in this year's audit.

Corresponding audit procedures

We have performed the following key audit procedures for the matter mentioned above: We have carried out the following audit procedures based on the group held for sale report issued by a third-party valuation expert appointed by management:

  1. Assess the expertise, competence, and objectivity of the independent valuation experts appointed by management and verify their qualifications, and discuss with management the scope of work of the valuation experts and review the appointment conditions to verify that no conditions that may affect their objectivity or inhibit their work scope exist, and that the methods used by them are consistent with the IFRSs and industry regulations.

  2. Understand and evaluate the process and the basis where management has made its projections of the growth rate of the future operations in terms of sales and profit margin.

  3. Adopt the evaluation models and important assumptions (including discount rate, etc.) provided by financial experts of our firm, compare the data in assumptions made by management to market and historical data, and check the calculation to ensure the appropriateness of management's judgment.

Other Matters – Parent Company Only Financial Statements

We have also audited the parent company only financial statements of Chaintech Technology Corporation for the years ended December 31, 2024 and 2023, for which we have issued the audit report with an unqualified opinion for reference.

13

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

To ensure that the Consolidated Financial Statements do not contain material misstatements caused by fraud or errors, the management is responsible for preparing prudent Consolidated Financial Statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, as well as the IFRS, IAS, law and regulation reviews and their announcements recognized and announced by the Financial Supervisory Commission, and for preparing and maintaining necessary internal control procedures pertaining to the Consolidated Financial Statements.

In preparing the consolidated financial statements, the responsibility of management includes assessing the Group's ability to continue as a going concern, disclosing going concern related matters, as well as adopting going concern basis of accounting unless management intends to liquidate the Group or terminate the business, or has no realistic alternative but to do so.

Those charged with governance, including Audit Committee, are responsible for overseeing the Group's financial reporting process.

Auditors' Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the Consolidated Financial Statements as a whole are free from material misstatements, 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 the Auditing Standards of Republic of China will always detect a material misstatement when it exists. Misstatements may arise from fraud and error. and 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 the Auditing Standards of Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also execute the following tasks:

Identify and evaluate the risk of material misstatements due to fraud or error in the Consolidated Financial Statements; design and carry out appropriate countermeasures for the evaluated risk; and obtain sufficient and appropriate evidence as the basis for their audit 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

14

procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's internal control.

Assess the appropriateness of the accounting policies adopted by the management, as well

as the reasonableness of their accounting estimates and relevant disclosures.

  • Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, determine whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors' report to the related disclosures in the Consolidated Financial Statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors' report. However, future events or circumstances may cause the Group to no longer continue as a going concern.

  • Evaluate the overall expression, structure, and contents of the consolidated financial statements (including related notes) and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  • Obtain sufficient and appropriate audit evidence with regard to the financial information of the entities within the Group to express an opinion about the consolidated financial statements. We are responsible for the direction, supervision, and performance of the audit. We remain solely responsible for our audit opinion.

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

We also provide those charged with governance with a statement that we have complied with the Norm 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 are of most significance in the audit of the consolidated financial statements for the year ended December 31, 2024 and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

15

PwC Taiwan

Yang, Hui-Tzu

CPA

Lin, Ya-Hui

Financial Supervisory Commission Approved Certification Number: Jin-Guan-Zheng-Shen-Zi No. 1130350413 Jin-Guan-Zheng-Shen-Zi No. 1070323061

March 14, 2025

16

Chaintech Technology Corp. and Subsidiaries Consolidated Balance Sheets

December 31, 2023 and 2024

Unit: NT$ thousands

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December 31, 2024 December 31, 2023
Assets Notes Amount % Amount %
Current Assets
1100 Cash and cash equivalents VI(I) $ 1,171,204 28 $ 1,089,206 30
1110 Financial assets at fair value through VI(II)
profit or loss - current - - 34,616 1
1136 Financial assets at amortized cost - VI(I) and VIII
current - - 36,540 1
1150 Notes receivable, net VI (IV) - - 865 -
1170 Accounts receivable, net VI (IV) 211,076 5 369,210 10
1180 Accounts receivable from related VI(IV) and VII
parties, net 546,787 13 613,845 17
1200 Other receivables 1,377 - 2,696 -
1220 Current income tax assets - - 6,231 -
130X Inventories VI(V) 56,627 2 706,082 19
1410 Prepayments VI(VI) and VII 3,241 - 266,486 7
1460 Net non-current assets held for sale VI(XI) 1,993,943 48 - -
11XX Total current assets 3,984,255 96 3,125,777 85
Non-current assets
1517 Financial assets at fair value through VI(III)
other comprehensive income - non-
current 54,029 1 227,325 6
1550 Investments Accounted for Using the VI(VII)
- - - -
Equity Method
1600 Property, plant, and equipment VI(VIII) 37,376 1 18,423 1
1755 Right-of-use assets VI(IX) 11,945 - 33,008 1
1780 Intangible assets VI(X) 3,728 - 177,239 5
1840 Deferred income tax assets VI(XXIV) 30,399 1 34,841 1
1900 Other noncurrent assets 34,398 1 44,518 1
15XX Total non-current assets 171,875 4 535,354 15
1XXX Total assets $ 4,156,130 100 $ 3,661,131 100
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(Continued)

17

Chaintech Technology Corp. and Subsidiaries Consolidated Balance Sheets

December 31, 2023 and 2024

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----- Start of picture text -----

Unit: NT$ thousands
December 31, 2024 December 31, 2023
Liabilities and Equity Notes Amount % Amount %
Current Liabilities
2100 Short-term loans VI(XIII) and VIII $ - - $ 196,735 5
2130 Current contract liabilities VI(XVIII) 100 - 137,588 4
2150 Notes payable 14 - 198,287 5
2170 Accounts payable 120,997 3 372,795 10
2180 Accounts payable - related parties VII 83,222 2 - -
2200 Other payables VI(XIV) and VII 54,427 2 128,530 4
2230 Current income tax liabilities 4,429 - 36,904 1
2260 Liabilities directly related to non- VI(XI)
current assets held for sale 966,472 23 - -
2280 Lease liabilities - current 6,904 - 17,766 1
2300 Other current liabilities 954 - 379 -
21XX Total current liabilities 1,237,519 30 1,088,984 30
Non-current liabilities
2570 Deferred income tax liabilities VI(XXIV) 62,857 1 34,920 1
2580 Lease liabilities - non-current 5,513 - 16,028 -
2600 Other non-current liabilities - - 382 -
25XX Total non-current liabilities 68,370 1 51,330 1
2XXX Total liabilities 1,305,889 31 1,140,314 31
Equity
Equity attributable to owners of the
parent
Capital stock VI(XVI)
3110 Capital stock - common shares 964,988 23 964,988 27
Capital surplus
3200 Capital surplus 100 - 100 -
Retained earnings VI(XVII)
3310 Legal reserve 207,761 5 191,571 5
3320 Special reserve 6,716 - 79,273 2
3350 Unappropriated earnings 1,268,157 31 949,236 26
Other equity
3400 Other equity 5,180 - ( 6,716) -
31XX Total equity attributable to
owners of the parent 2,452,902 59 2,178,452 60
36XX Non-controlling Interests 397,339 10 342,365 9
3XXX Total equity 2,850,241 69 2,520,817 69
Significant Contingent Liabilities and IX
Unrecognized Contract Commitments
3X2X Total liabilities and equity $ 4,156,130 100 $ 3,661,131 100
----- End of picture text -----

The accompanying notes are an integral part of the consolidated financial statements. Please refer to them as well.

Chairman: Kao, Shu-Jung

Manager: Kao, Shu-Jung

Accounting Supervisor: Lai, Yu-Nu

18

Chaintech Technology Corp. and Subsidiaries Consolidated Statements of Comprehensive Income For the Years Ended December 31, 2024 and 2023

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----- Start of picture text -----

Unit: NT$ thousands
(EPS in NT$)
2024 2023
Item Notes Amount % Amount %
4000 Operating revenue VI(XVIII) and VII $ 3,043,980 100 $ 3,355,003 100
5000 Operating costs VI(V)(XXII)
(XXIII) and VII ( 2,821,272 ) ( 93 ) ( 3,081,690 ) ( 92 )
5950 Gross profit from operations 222,708 7 273,313 8
Operating expenses VI(XXII)
(XXIII) and VII
6100 Selling and marketing expenses ( 34,964 ) ( 1 ) ( 30,086 ) ( 1 )
6200 General and administrative expenses ( 30,712 ) ( 1 ) ( 31,595 ) ( 1 )
6300 Research and development expenses ( 162,602 ) ( 5 ) ( 86,456 ) ( 2 )
6450 Gain on expected credit losses XII(II) 17 - 6,655 -
6000 Total operating expenses ( 228,261 ) ( 7 ) ( 141,482 ) ( 4 )
6900 Operating income (loss) ( 5,553 ) - 131,831 4
Non-operating income and expenses
7100 Interest income 23,808 1 13,442 -
7010 Other income VI(XIX) 12,048 - 19,043 1
7020 Other gains and losses VI(XX) 78,029 2 ( 3,322 ) -
7050 Finance costs VI(XXI) ( 7,007 ) - ( 6,258 ) -
7060 Share of profit or loss of associates and joint VI(VII)
ventures accounted for using equity method - - - -
7000 Total non-operating income and expenses 106,878 3 22,905 1
7900 Net income before tax 101,325 3 154,736 5
7950 Tax expense VI(XXIV) ( 44,382 ) ( 1 ) ( 67,048 ) ( 2 )
8000 Profit from continuing operations 56,943 2 87,688 3
8100 Gain on discontinued operations 87,345 3 145,517 4
8200 Profit $ 144,288 5 $ 233,205 7
Other comprehensive income, net
Components that will not be reclassified to
profit or loss
8316 Unrealized gains (losses) on investments in VI(III)
equity instruments at fair value through other
comprehensive income $ 199,882 6 $ 84,942 3
8349 Income tax related to components that will not VI(XXIV)
be reclassified to profit or loss ( 7,231 ) - - -
8310 Total amount of items that will not be
reclassified to profit or loss 192,651 6 84,942 3
Components that may be reclassified to
profit or loss
8361 Exchange differences on translation of VI(XXIV)
financial statements of foreign operations 11,062 - ( 18,717 ) ( 1 )
8365 Equity directly related to non-current assets VI(XI)
(or disposal groups) held for sale 24,847 1 - -
8360 Total amount of items that may be reclassified
subsequently to profit or loss 35,909 1 ( 18,717 ) ( 1 )
8300 Other comprehensive income, net $ 228,560 7 $ 66,225 2
8500 Total comprehensive income (loss) $ 372,848 12 $ 299,430 9
Net income attributable to:
8610 Owners of the parent $ 101,489 3 $ 161,901 5
8620 Non-controlling Interests 42,799 2 71,304 2
$ 144,288 5 $ 233,205 7
Total comprehensive income attributable to:
8710 Owners of the parent $ 317,874 10 $ 234,458 7
8720 Non-controlling Interests 54,974 2 64,972 2
$ 372,848 12 $ 299,430 9
Earnings per Share VI(XXV)
9710 Profit from continuing operations $ 0.59 $ 0.91
9720 Net gain on discontinued operations 0.46 0.77
9750 Basic earnings per share $ 1.05 $ 1.68
9810 Profit from continuing operations $ 0.59 $ 0.91
9820 Net gain on discontinued operations 0.46 0.77
9850 Diluted earnings per share $ 1.05 $ 1.68
----- End of picture text -----

The accompanying notes are an integral part of the consolidated financial statements. Please refer to them as well. Chairman: Kao, Shu-Jung Manager: Kao, Shu-Jung Accounting Supervisor: Lai, Yu-Nu

19

Chaintech Technology Corp. and Subsidiaries Consolidated Statements of Changes in Equity For the Years Ended December 31, 2024 and 2023

Unit: NT$ thousands

112
Balance as of January 1, 2023
Profit
Other Comprehensive Income
Total comprehensive income (loss)
Appropriation and distribution of earnings for 2022
Legal reserve
Special reserve appropriated
Cash dividends
Cash dividends paid of consolidated subsidiaries
Balance as of December 31, 2023
2024
Balance as of January 1, 2024
Profit
Other Comprehensive Income
Total comprehensive income (loss)
Appropriation and distribution of earnings for 2023
Legal reserve
Special reserve reversed
Cash dividends
Disposal of investments in equity instruments at fair value through other
comprehensive income
Transfer of discontinued operations
Balance as of December 31, 2024
Notes
VI(XVII)
VI(XVII)
VI(III)
VI(XI)
Equityatt ributableto owners of the parent Total
$ 2,021,193
161,901
72,557
234,458
-
-
(
77,199 )
-
Non-controlling
Interests
$ 285,858
71,304
(
6,332 )
64,972
-
-
-
(
8,465 )
Total Equity
$ 2,307,051
233,205
66,225
299,430
-
-
(
77,199 )
(
8,465 )
$ 2,520,817
$ 2,520,817
144,288
228,560
372,848
-
-
(
43,424 )
-
-
$ 2,850,241
Capital stock -
common shares
$ 964,988
-
-
-
-
-
-
-
Capital surplus -
changes in the net
worth of associates
and joint ventures
accounted for using
equity method
$ 100
-
-
-
-
-
-
-
Retained earnings Unappropriated
earnings
$ 946,595
161,901
-
161,901
(
32,037 )
(
50,024 )
(
77,199 )
-
Otherequity Equity directly
related to non-
current assets held
for sale
$ -
-
-
-
-
-
-
-
Legal reserve
$ 159,534
-
-
-
32,037
-
-
-
Special reserve
$ 29,249
-
-
-
-
50,024
-
-
Exchange differences
on translation of
financial statements of
foreign operations
(
$ 36,672 )
-
(
12,385 )
(
12,385 )
-
-
-
-
Unrealized gains
(losses) on financial
assets at fair value
through other
comprehensive income
($ 42,601 )
-
84,942
84,942
-
-
-
-
$ 964,988
$ 964,988
-
-
-
-
-
-
-
-
$ 964,988
$ 100
$ 100
-
-
-
-
-
-
-
-
$ 100
$ 191,571
$ 191,571
-
-
-
16,190
-
-
-
-
$ 207,761
$ 79,273
$ 79,273
-
-
-
-
(
72,557 )
-
-
-
$ 6,716
$ 949,236
$ 949,236
101,489
-
101,489
(
16,190 )
72,557
(
43,424 )
204,489
-
$ 1,268,157
(
$ 49,057 )
(
$ 49,057 )
-
11,062
11,062
-
-
-
-
(
8,090 )
(
$ 46,085 )
$ 42,341
$ 42,341
-
192,651
192,651
-
-
-
(
204,489 )
-
$ 30,503
$ -
$ -
-
12,672
12,672
-
-
-
-
8,090
$ 20,762
$ 2,178,452
$ 2,178,452
101,489
216,385
317,874
-
-
(
43,424 )
-
-
$ 2,452,902
$ 342,365
$ 342,365
42,799
12,175
54,974
-
-
-
-
-
$ 397,339

The accompanying notes are an integral part of the consolidated financial statements. Please refer to them as well.

Chairman: Kao, Shu-Jung

Manager: Kao, Shu-Jung

Accounting Supervisor: Lai, Yu-Nu

20

Chaintech Technology Corp. and Subsidiaries Consolidated Statements of Cash Flows

For the Years Ended December 31, 2024 and 2023

Cash flows from operating activities
Profit from continuing operations before tax
Net gain on discontinued operations before tax
Profit before tax
Adjustments
Adjustments:
Depreciation expenses
Depreciation expenses of right-of-use assets
Amortization expenses
Expected credit loss
Net gain on financial assets at fair value through profit or loss
Interest expenses
Interest income
Dividend income
Loss on disposal of property, plant, and equipment
Changes in operating assets and liabilities
Net changes in operating assets
Financial assets at fair value through profit or loss
Notes receivable
Accounts receivable
Other receivables
Inventories
Prepayments
Other current assets
Other noncurrent assets
Net changes in operating liabilities
Contract liabilities
Notes payable
Accounts payable (including related parties)
Other payables
Other current liabilities
Cash flows generated from operations
Interest received
Dividends received
Interest paid
Income tax paid
Net cash flows generated from operating activities
Cash flows from investing activities
Proceeds from disposal of property, plant, and equipment
Acquisition of property, plant, and equipment
Increase (decrease) in current financial assets measured at
amortized cost
Acquisition of intangible assets
Sale of financial assets at fair value through other comprehensive
income
Net cash flows generated from (used in) investing
activities
Cash flows from financing activities
Increase in short-term loans
Increase (decrease) in guarantee deposits received
Repayments of lease liabilities
Cash dividends paid
Cash dividends paid of consolidated subsidiaries
Net cash flows used in financing activities
Effect of exchange rate changes
Net increase in cash and cash equivalents
Cash and cash equivalents balance at beginning of period
Cash and cash equivalents balance at end of period
Composition of cash and cash equivalents:
Cash and cash equivalents reported in the statement of financial
position
Cash and cash equivalents classified as non-current assets (or
disposal groups) held for sale
Cash and cash equivalents balance at end of period
Unit: NT$ thousands
Notes
From January 1, 2024 to
December 31,2024
From January 1, 2023 to
December 31,2023
$ 101,325
$ 154,736
VI(XI)
87,388
148,782
188,713
303,518
VI(VIII)(XXII)
9,181
5,592
VI(IX)(XXII)
19,831
21,361
VI(X)(XXII)
4,047
6,502
XII(II)
23,337
(
8,186 )
VI(II)(XX)
(
2,476 )
(
1,996 )
VI(XXI)
12,915
11,330
(
28,186 )
(
18,510 )
VI(XIX)
(
242 )
(
7,015 )
VI(XX)
2
19
15,673
78,751
(
5,821 )
10,748
(
24,220 )
(
8,426 )
(
1,227 )
836
56,331
(
310,056 )
84,976
(
137,437 )
-
2,932
(
8,262 )
2,358
(
41,882 )
68,970
83,610
84,675
103,111
46,478
(
15,860 )
8,897
575
156
474,126
161,497
28,186
18,510
242
7,015
(
13,007 )
(
11,251 )
(
45,521 )
(
78,548 )
444,026
97,223
80
-
VI(VIII)
(
55,661 )
(
3,988 )
20,305
(
5,301 )
VI(X)
(
10,967 )
(
5,693 )
373,178
-
326,935
(
14,982 )
VI(XXVI)
17,850
53,944
VI(XXVI)
667
(
225 )
VI(XXVI)
(
20,026 )
(
21,516 )
VI(XVII)
(
43,424 )
(
77,199 )
-
(
8,465 )
(
44,933 )
(
53,461 )
9,303
(
836 )
735,331
27,944
1,089,206
1,061,262
$ 1,824,537
$ 1,089,206
$ 1,171,204
$ 1,089,206
VI(XI)
653,333
-
$ 1,824,537
$ 1,089,206

The accompanying notes are an integral part of the consolidated financial statements. Please refer to them as well.

Chairman: Kao, Shu-Jung

Manager: Kao, Shu-Jung

Accounting Supervisor: Lai, Yu-Nu

21

Independent Auditors' Report (114) Cai-Shen-Bao-Zi No. 24004891

To Chaintech Technology Corporation:

Opinions

The independent auditors have audited the accompanying parent company only balance sheets of Chaintech Technology Corporation (hereinafter referred to as "the Company") as of December 31, 2024 and 2023 and the related parent company only statements of comprehensive income, parent company only statements of changes in equity, and parent company only statements of cash flows for the years then ended, and the notes to the parent company only financial statements (including the summary of significant accounting policies).

In our opinions, the accompanying parent company only financial statements, in all material respects, give a true and fair view of the parent company only financial position of the Company as of December 31, 2024 and 2023, and of its parent company only financial performance and its parent company only cash flows for the years then ended in accordance with the "Regulations Governing the Preparation of Financial Reports by Securities Issuers."

Basis for Opinions

We conducted our audits in accordance with the Regulations Governing the Auditing and Attestation of Financial Statements by Certified Public Accountants and the Auditing Standards of Republic of China. Our responsibilities under those standards are further described in the Auditors' Responsibilities for the Audit of the Parent Company Only Financial Statements section of our report. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China (the "Norm"), and we have fulfilled our other ethical responsibilities in accordance with the Norm. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Points

As stated in Note VI(XI) of the parent company only financial statements, Chaintech resolved during a board meeting on May 24, 2024, to sell its equity in Sitonholy (Tianjin) Technology Co., Ltd. and its subsidiaries. The associated assets and liabilities of the company will be reclassified as assets held for sale. The relevant accounting treatment will be conducted in accordance with the provisions of IFRS No. 5, "Non-current Assets Held for Sale and Discontinued Operations." We did not modify the audit opinion as a result of this.

22

Key Audit Matters

Key audit matters refer to matters that, in our professional judgment, are of most significance in our audit of the parent company only financial statement of the Company for the year ended December 31, 2024. These matters were addressed in the context of our audit of the Parent Company Only Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matters for the parent company only financial statement of the Company for the year ended December 31, 2024 are stated as follows:

Existence of Sales Revenue

Description

Regarding the accounting policy for recognition of sales revenues, please refer to Note 4(27) to the parent company only financial statements. For the description of sales revenue, please refer to Note 6(13) to the parent company only financial statements.

The Company primarily engages in the trading and manufacturing of computer motherboards, graphics cards and computer peripheral products. Given the susceptibility of these products to customer demand, the Group must prioritize market expansion and the acquisition of new orders. Consequently, the customer base for sales may fluctuate from year to year. Consequently, we have thus listed the existence of sales revenue as the most important matter for this year's audit.

Corresponding audit procedures

We have performed the following key audit procedures for the matter mentioned above:

  1. Conducted interviews with management to gain an understanding of the revenue recognition policy and to determine whether it has been consistently applied during the comparative periods of the financial statements.

  2. Understand the internal control systems associated with sales transactions and perform sampling tests to assess the effectiveness of their design and implementation.

  3. Obtain and sample the relevant vouchers for this year's sales revenue transactions to confirm that customers have gained control of the goods and assumed the associated risks before recognizing the revenue.

Assessment of impairment of investments accounted for using the equity method by Shenzhen Jinghong Digital R&D Service Co., Ltd. - investments accounted for using the equity method

Description

23

Regarding the accounting policy for assessment of impairment of investments accounted for using the equity method, please refer to Note 4(18) to the parent company only financial statements. For the estimation and assumption uncertainty in assessment of impairment of investments accounted for using the equity method, please refer to Note 5(2) to the parent company only financial statements.

In 2019, the Company had a 51% equity interest in Sitonholy (Tianjin) Technology Co., Ltd. through Shenzhen Jinghong Digital R&D Service Co., Ltd. Goodwill and customer relationships were recognized in investments accounted for using the equity method according to the equity purchase contract, based on the purchase price allocation assessment. This has a significant impact on the parent company only financial statements of the Company.

On May 24, 2024, the Board of Directors resolved to sell the equity of Sitonholy (Tianjin) Technology Co., Ltd. and its subsidiaries. Consequently, the assets and liabilities associated with this company and its subsidiaries have been reclassified as held for sale within the group. As a result, the auditor considers the impairment assessment of the investment in Shenzhen Jinghong accounted for under the equity method to be one of the most significant matters in this year's audit.

Corresponding audit procedures

We have performed the following key audit procedures for the matter mentioned above:

We have carried out the following audit procedures based on the group held for sale report issued by a third-party valuation expert appointed by management:

  1. Assess the expertise, competence, and objectivity of the independent valuation experts appointed by management and verify their qualifications, and discuss with management the scope of work of the valuation experts and review the appointment conditions to verify that no conditions that may affect their objectivity or inhibit their work scope exist, and that the methods used by them are consistent with the IFRSs and industry regulations.

  2. Understand and evaluate the process and the basis where management has made its projections of the growth rate of the future operations in terms of sales and profit margin.

  3. Adopt the evaluation models and important assumptions (including discount rate, etc.) provided by financial experts of our firm, compare the data in assumptions made by management to market and historical data, and check the calculation to ensure the appropriateness of management's judgment.

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

To ensure that the Parent Company Only Financial Statements do not contain material misstatements caused by fraud or errors, the management is responsible for preparing prudent Parent Company Only Financial Statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and for preparing and maintaining necessary internal control procedures pertaining to the Parent Company Only Financial Statements.

24

In preparing the parent company only financial statements, the responsibility of management includes assessing the Company's ability to continue as a going concern, disclosing going concern related matters, as well as adopting going concern basis of accounting unless the management intends to liquidate the Company or terminate the business, or has no realistic alternative but to do so.

Those charged with governance, including Audit Committee, are responsible for overseeing the Company's financial reporting process.

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

Our objectives are to obtain reasonable assurance about whether the Parent Company Only Financial Statements as a whole are free from material misstatements, 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 the Auditing Standards of Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and 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 the Auditing Standards of Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also execute the following tasks:

  1. Identify and evaluate the risk of material misstatements due to fraud or error in the Parent Company Only Financial Statements; design and carry out appropriate countermeasures for the evaluated risk; and obtain sufficient and appropriate evidence as the basis for audit 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.

  2. 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.

  3. Assess the appropriateness of the accounting policies adopted by the management, as well as the reasonableness of their accounting estimates and relevant disclosures.

  4. Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, determine 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 Parent Company Only Financial Statements or, if

25

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 circumstances may cause the Company to no longer continue as a going concern.

  1. Evaluate the overall expression, structure, and contents of the parent company only financial statements (including related notes) and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  2. Obtain sufficient and appropriate audit evidence with regard to the financial information of the entities within the Company to express an opinion about the parent company only financial statements. We are responsible for the direction, supervision, and performance of the audit. We remain solely responsible for our audit opinion.

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 the Norm 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 are of most significance in the audit of the parent company only financial statements for the year ended December 31, 2024 and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

==> picture [125 x 65] intentionally omitted <==

Financial Supervisory Commission Approved Certification Number: Jin-Guan-Zheng-Shen-Zi No. 1130350413 Jin-Guan-Zheng-Shen-Zi No. 1070323061

March 14, 2025

26

Chaintech Technology Corporation Parent Company Only Balance Sheets December 31, 2024 and 2023

Unit: NT$ thousands

==> picture [517 x 530] intentionally omitted <==

----- Start of picture text -----

December 31, 2024 December 31, 2023
Assets Notes Amount % Amount %
Current Assets
1100 Cash and cash equivalents VI(I) $ 1,060,616 38 $ 573,792 22
1136 Financial assets at amortized cost - VI(I) and VIII
current - - 9,252 -
1170 Accounts receivable, net VI(III) 211,076 7 192,910 8
1180 Accounts receivable from related VI(III) and VII
parties, net 546,787 20 613,845 24
130X Inventories VI (IV) 56,627 2 199,703 8
1470 Other current assets VII and VIII 4,692 - 9,384 -
11XX Total current assets 1,879,798 67 1,598,886 62
Non-current assets
1517 Financial assets at fair value through VI(II)
other comprehensive income - non-
current 54,029 2 227,325 9
1550 Investments Accounted for Using the VI(V)
Equity Method 742,694 27 673,115 26
1600 Property, plant, and equipment VI(VI) 34,952 1 8,216 -
1755 Right-of-use assets VI(VII) 9,066 1 13,485 1
1780 Intangible assets VI(VIII) 3,728 - 4,208 -
1840 Deferred income tax assets VI(XX) 30,399 1 34,841 1
1900 Other noncurrent assets 33,949 1 31,513 1
15XX Total non-current assets 908,817 33 992,703 38
1XXX Total assets $ 2,788,615 100 $ 2,591,589 100
----- End of picture text -----

(Continued)

27

Chaintech Technology Corporation Parent Company Only Balance Sheets December 31, 2024 and 2023

Unit: NT$ thousands

==> picture [518 x 592] intentionally omitted <==

----- Start of picture text -----

December 31, 2024 December 31, 2023
Liabilities and Equity Notes Amount % Amount %
Current Liabilities
2100 Short-term loans VI(IX) $ - - $ 45,290 2
2130 Current contract liabilities VI(XIV) 100 - 100 -
2150 Notes payable 14 - - -
2170 Accounts payable 120,997 5 229,877 9
2180 Accounts payable - related parties VII 83,222 3 - -
2200 Other payables VI(XI) and VII 53,880 2 52,047 2
2230 Current income tax liabilities 4,429 - 36,902 1
2280 Lease liabilities - current 4,126 - 5,656 -
2300 Other current liabilities 953 - 379 -
21XX Total current liabilities 267,721 10 370,251 14
2570 Deferred income tax liabilities VI(XX) 62,857 2 34,920 2
2580 Lease liabilities - non-current 5,135 - 7,966 -
25XX Total non-current liabilities 67,992 2 42,886 2
2XXX Total liabilities 335,713 12 413,137 16
Equity
Capital stock
3110 Capital stock - common shares VI(XII) 964,988 35 964,988 37
Capital surplus
3200 Capital surplus 100 - 100 -
Retained earnings VI(XIII)
3310 Legal reserve 207,761 7 191,571 7
3320 Special reserve 6,716 - 79,273 3
3350 Unappropriated earnings 1,268,157 46 949,236 37
Other equity
3400 Other equity 5,180 - ( 6,716) -
3XXX Total equity 2,452,902 88 2,178,452 84
Significant Contingent Liabilities and IX
Unrecognized Contract Commitments
3X2X Total liabilities and equity $ 2,788,615 100 $ 2,591,589 100
----- End of picture text -----

The accompanying notes are an integral part of the parent company only financial statements. Please refer to them as well.

Chairman: Kao, Shu-Jung

Manager: Kao, Shu-Jung

Accounting Supervisor: Lai, Yu-Nu

28

Chaintech Technology Corporation

Parent Company Only Statements of Comprehensive Income January 1 to December 31, 2024 and 2023

==> picture [528 x 635] intentionally omitted <==

----- Start of picture text -----

Unit: NT$ thousands
(EPS in NT$)
2024 2023
Item Notes Amount % Amount %
4000 Operating revenue VI(XIV) and VII $ 2,989,709 100 $ 3,286,618 100
5000 Operating costs VI(IV)(XVIII)(XI
X) and VII ( 2,777,717) ( 93 ) ( 3,022,797) ( 92 )
5950 Gross profit from operations 211,992 7 263,821 8
Operating expenses VI(XVIII)(XIX)
and VII
6100 Selling and marketing expenses ( 43,603) ( 1 ) ( 39,316 ) ( 1 )
6200 General and administrative expenses ( 30,712) ( 1 ) ( 31,327 ) ( 1 )
6300 Research and development expenses ( 143,555) ( 5 ) ( 67,796 ) ( 2 )
6450 Gain on expected credit losses XII(II) 17 - 6,655 -
6000 Total operating expenses ( 217,853) ( 7 ) ( 131,784 ) ( 4 )
6900 Operating income (loss) ( 5,861) - 132,037 4
Non-operating income and expenses
7100 Interest income 23,038 1 13,218 -
7010 Other income VI(XV) 12,029 - 18,765 1
7020 Other gains and losses VI(XVI) 77,605 3 ( 4,049 ) -
7050 Finance costs VI(XVII) ( 6,870) - ( 6,059 ) -
7070 Share of profit or loss of VI(V)
subsidiaries, associates, and joint
ventures accounted for using equity
method 45,845 1 74,943 2
7000 Total non-operating income and
expenses 151,647 5 96,818 3
7900 Net income before tax 145,786 5 228,855 7
7950 Tax expense VI(XX) ( 44,297) ( 1 ) ( 66,954 ) ( 2 )
8200 Profit $ 101,489 4 $ 161,901 5
Other comprehensive income, net
Items that will not be reclassified to
profit or loss
8316 Unrealized gains (losses) on VI(II)
investments in equity instruments at
fair value through other
comprehensive income $ 199,882 6 $ 84,942 2
8349 Income tax related to components VI(XX)
that will not be reclassified to profit
or loss ( 7,231) - - -
8310 Total amount of items that will not
be reclassified to profit or loss 192,651 6 84,942 2
Components that may be reclassified
to profit or loss
8361 Exchange differences on translation VI(V)
of financial statements of foreign
operations 23,734 1 ( 12,385 ) -
8360 Total amount of items that may be
reclassified subsequently to profit
or loss 23,734 1 ( 12,385 ) -
8300 Other comprehensive income, net $ 216,385 7 $ 72,557 2
8500 Total comprehensive income (loss) $ 317,874 11 $ 234,458 7
Basic earnings per share
9750 Profit VI(XXI) $ 1.05 $ 1.68
Diluted earnings per share
9850 Profit VI(XXI) $ 1.05 $ 1.68
----- End of picture text -----

The accompanying notes are an integral part of the parent company only financial statements. Please refer to them as well.

Chairman: Kao, Shu-Jung

Manager: Kao, Shu-Jung Accounting Supervisor: Lai, Yu-Nu

29

Chaintech Technology Corporation Parent Company Only Statements of Changes in Equity January 1 to December 31, 2024 and 2023

Unit: NT$ thousands

2023
Balance as of January 1, 2023
Profit
Other Comprehensive Income
Total comprehensive income (loss)
Appropriation and distribution of earnings for
111:
Legal reserve
Special reserve appropriated
Cash dividends paid
Balance as of December 31, 2023
2024
Balance as of January 1, 2024
Profit
Other Comprehensive Income
Total comprehensive income (loss)
Appropriation and distribution of earnings for
112:
Legal reserve
Special reserve reversed
Cash dividends paid
Disposal of investments in equity
instruments at fair value through other
comprehensive income
Balance as of December 31, 2024
Notes
VI(XIII)
VI(XIII)
VI(II)
Capital stock -
common shares
$ 964,988
-
-
-
-
-
-
$ 964,988
Capital surplus -
changes in the
net worth of
associates and
joint ventures
accounted for
using equity
method
$ 100
-
-
-
-
-
-
$ 100
Capital surplus -
changes in the
net worth of
associates and
joint ventures
accounted for
using equity
method
$ 100
-
-
-
-
-
-
$ 100
Retained earnings Otherequity
Exchange differences
on translation of
financial statements of
foreign operations
Unrealized
gains (losses)
on financial
assets at fair
value through
other
comprehensive
income
($ 36,672 )
($ 42,601 )
-
-
(
12,385 )
84,942
(
12,385 )
84,942
-
-
-
-
-
-
($ 49,057 )
$ 42,341
Otherequity
Exchange differences
on translation of
financial statements of
foreign operations
Unrealized
gains (losses)
on financial
assets at fair
value through
other
comprehensive
income
($ 36,672 )
($ 42,601 )
-
-
(
12,385 )
84,942
(
12,385 )
84,942
-
-
-
-
-
-
($ 49,057 )
$ 42,341
Total Equity
$ 2,021,193
161,901
72,557
234,458
-
-
(
77,199 )
$ 2,178,452
$ 2,178,452
101,489
216,385
317,874
-
-
(
43,424 )
-
$ 2,452,902
Legal reserve
$ 159,534
-
-
-
32,037
-
-
$ 191,571
Special reserve
$ 29,249
-
-
-
-
50,024
-
$ 79,273
Unappropriated
earnings
$ 946,595
161,901
-
161,901
(
32,037 )
(
50,024 )
(
77,199 )
$ 949,236
Exchange differences
on translation of
financial statements of
foreign operations
($ 36,672 )
-
(
12,385 )
(
12,385 )
-
-
-
($ 49,057 )
$ 964,988
-
-
-
-
-
-
-
$ 964,988
$ 100
-
-
-
-
-
-
-
$ 100
$ 191,571
-
-
-
16,190
-
-
-
$ 207,761
$ 79,273
-
-
-
-
(
72,557 )
-
-
$ 6,716
$ 949,236
101,489
-
101,489
(
16,190 )
72,557
(
43,424 )
204,489
$ 1,268,157
($ 49,057 )
-
23,734
23,734
-
-
-
-
($ 25,323 )
$ 42,341
-
192,651
192,651
-
-
-
(
204,489 )
$ 30,503

The accompanying notes are an integral part of the parent company only financial statements. Please refer to them as well.

Accounting Supervisor: Lai, Yu-Nu

Chairman: Kao, Shu-Jung

Manager: Kao, Shu-Jung

30

Chaintech Technology Corporation Parent Company Only Statements of Cash Flows January 1 to December 31, 2024 and 2023

Cash flows from operating activities
Profit before tax
Adjustments
Adjustments to reconcile profit (loss)
Depreciation expenses
Depreciation expenses on right-of-use assets
Gain from reversal of expected credit losses
Amortization expenses
Interest income
Interest expenses
Dividend income
Share of profit of subsidiaries accounted for
using equity method
Changes in operating assets and liabilities
Net changes in operating assets
Accounts receivable (including related
parties)
Inventories
Other current assets
Other noncurrent assets
Net changes in operating liabilities
Notes payable
Accounts payable (including related parties)
Contract liabilities
Other payables
Other current liabilities
Cash flows generated from operations
Interest received
Dividends received
Interest paid
Income tax paid
Net cash flows generated from operating
activities
Cash flows from investing activities
Sale of financial assets at fair value through other
comprehensive income
Acquisition of property, plant, and equipment
Increase (decrease) in current financial assets
measured at amortized cost
Acquisition of intangible assets
Decrease in prepayments for equipment
Net cash flows generated from (used in)
investing activities
Cash flows from financing activities
Increase (decrease) in short-term loans
Repayment of the principal portion of lease liabilities
Cash dividends paid
Net cash flows used in financing activities
(Decrease) increase in cash and cash equivalents
Cash and cash equivalents balance at beginning of
period
Cash and cash equivalents balance at end of period
Unit: NT$ thousands
Notes
January 1 to
December 31, 2024
January 1 to
December 31, 2023
$ 145,786
$ 228,855
VI(VI)(XVIII)
8,002
3,032
VI(VII)(XVIII)
7,262
5,575
XII(II)
(
17 )
(
6,655 )
VI(VIII)(XVIII)
1,651
1,016
(
23,038 )
(
13,218 )
VI(XVII)
6,870
6,059
VI(XV)
(
242 )
(
7,015 )
VI(V)
(
45,845 )
(
74,943 )
48,909
(
84,018 )
143,076
(
81,495 )
4,692
(
4,290 )
(
2,436 )
(
163 )
14
-
(
25,658 )
129,202
-
(
18 )
1,925
(
22,272 )
574
156
271,525
79,808
23,038
13,218
242
7,015
(
6,962 )
(
5,967 )
(
51,622 )
(
74,595 )
236,221
19,479
373,178
-
VI(VI)
(
34,738 )
(
2,253 )
9,252
(
4,631 )
VI(VIII)
(
1,171 )
(
3,002 )
-
624
346,521
(
9,262 )
VI(XXII)
(
45,290 )
45,290
VI(XXII)
(
7,204 )
(
5,643 )
VI(XIII)
(
43,424 )
(
77,199 )
(
95,918 )
(
37,552 )
486,824
(
27,335 )
573,792
601,127
$ 1,060,616
$ 573,792

The accompanying notes are an integral part of the parent company only financial statements. Please refer to them as well.

Chairman: Kao, Shu-Jung

Manager: Kao, Shu-Jung

Accounting Supervisor: Lai, Yu-Nu

31

Attachment 3.

Chaintech Technology Corporation

Audit Committee's Review Report

Whereas

The Financial Report and Consolidated Financial Report issued by the Board of Directors of CHAINTECH for the year 2024 have been audited by CPA Yang, Hui-Tzu and CPA Lin, Ya-Hui of Pricewaterhouse Coopers (PwC) Taiwan, which, together with the proposal of the Business Report, have been reviewed by the Audit Committee and are considered to be consistent. Therefore, the review report has been prepared in accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act.

Please review.

Sincerely,

2025 Regular Shareholders' Meeting of CHAINTECH

Chaintech Technology Corporation

Convenor of the Audit Committee: Yang, Hsin-Ying

March 11, 2025

32

Chaintech Technology Corporation

Audit Committee's Review Report

Whereas

The proposal for the 2024 profit distribution has been reviewed by the Audit Committee and is considered to be consistent. Therefore, the review report has been prepared in accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act.

Please review.

Sincerely,

2025 Regular Shareholders' Meeting of CHAINTECH

Chaintech Technology Corporation

Convenor of the Audit Committee: Yang, Hsin-Ying

May 6, 2025

33

Attachment 4.

2024 Director Remuneration

Unit: NT$ thousand/share

==> picture [732 x 233] intentionally omitted <==

----- Start of picture text -----

Directors' remuneration Total of the Compensations Paid to Concurrent Employees Total of the seven
four items A, items A, B, C, D, E,
Compensations Severance pay Directors' Business B, C, and D their percentage and Salaries, bonuses and Severance pay and Employee remuneration (G) F, and G and their
(A) and pension (B) remuneration (C) expenses (D) of NIAT allowances (E) pension (F) percentage of NIAT Whether or not to have
received remunerations
from an invested
Position Name
company other than the
Company’s subsidiary
or parent company
Yicheng International - - - - 2,956 2,956 - - 2.91 2.91 - - - - - - - - 2.91 2.91
Representative: - - - - - - 36 36 0.04 0.04 3,187 3,187 - - 625 - 625 - 3.79 3.79 50
Kao, Shu-Jung
General Director:
Representative: - - - - - - 36 36 0.04 0.04 - - - - - - - - 0.04 0.04 500
Lu, Li-Cheng
Representative: - - - - - - 36 36 0.04 0.04 - - - - - - - - 0.04 0.04 400
Wang Mu-Tien
Tang, Han-Yu - - - - 400 400 41 41 0.43 0.43 - - - - - - - - 0.43 0.43
Independent Chen, Kuo-Chin - - - - 400 400 46 46 0.43 0.43 - - - - - - - - 0.43 0.43
Director Yang, Hsin-Ying - - - - 400 400 46 46 0.43 0.43 - - - - - - - - 0.43 0.43
Wei, Chi-Feng - - - - 400 400 46 46 0.43 0.43 - - - - - - - - 0.43 0.43
CHAINTECH financial report listed in this All companies
CHAINTECH financial report CHAINTECH financial report CHAINTECH financial report CHAINTECH financial report CHAINTECH financial report CHAINTECH financial report CHAINTECH financial report CHAINTECH financial report
All companies listed in this All companies listed in this All companies listed in this All companies listed in this All companies listed in this All companies listed in this All companies listed in this Cash Stock Cash Stock All companies listed in this
----- End of picture text -----

Relationship Between Director Remuneration Payment Policy, Standards, and Payment Amounts:

  1. All CHAINTECH's Directors do not get paid salaries.

  2. All directors of the Company, regardless of operational profits or losses, are entitled to receive a traffic allowance of NT$3,000 per month. Additionally, independent directors who attend Remuneration Committee meetings are entitled to receive a traffic allowance of NT$5,000 for each meeting attended.

  3. The remuneration for the directors of the Company shall be determined in accordance with Article 19 of the Company's Articles of Incorporation. If the Company generates a profit in a given fiscal year, the Board of Directors shall resolve to allocate no more than 6% of the profits as remuneration for the directors. However, in the case of accumulated losses, certain profits shall first be reserved to cover them, and then reserved in accordance with the proportion mentioned in the preceding paragraph.

  4. The remuneration for the Company's directors is determined based on the value of their participation and contributions to the Company's operations. In accordance with the "Performance Evaluation Measures of the Board of Directors," an annual performance evaluation of the directors is conducted. This evaluation comprehensively considers various factors, including the directors' understanding of the Company's objectives and tasks, their level of involvement in the Company's operations, their professional expertise and ongoing education, as well as internal control assessments, in order to provide reasonable remuneration. The relevant performance evaluations and reasonableness of remuneration are submitted for review by the Remuneration Committee and subsequently approved through discussion by the Board of Directors.

34

Attachment 5.

Chaintech Technology Corporation Comparison Table of Amended Articles in the Articles of Incorporation

Before amendment Before amendment After amendment Explanation
Article 13
CHAINTECH shall have a board of
directors composed of five to nine
directors (of which the number of
independent directors shall not be less
than threeand shall not be less than one
fifthof the directors). CHAINTECH
adopts a candidate nomination system
for the election of directors, who shall
be elected from among the list of
candidates by the shareholders' meeting
for a term of three years and may be
eligible for re-election. The minimum
total number of registered shares held by
all Directors of CHAINTECH shall be
subject to the regulations of the
securities authority.
Article 13
CHAINTECH shall have a board of directors
composed of five to nine directors, where
director candidates are elected via a candidate
nomination system from among the list of
candidates by the shareholders' meeting.At
least one director shall be of a different
genderand the number of independent
directors shall not be less than three and shall
constitute at least onethirdof the directors.
Directors are elected for a term of three years
and may be eligible for re-election. The
minimum total number of registered shares
held by all Directors of CHAINTECH shall
be subject to the regulations of the securities
authority.
Amended in
accordance with
corporate
governance
Article 19
If CHAINTECH has gained profits
within a fiscal year, 0.1% or more of
the profits shall be reserved as the
employees' compensation, which shall
be distributed by a resolution adopted
by the board meeting in the form of
shares or in cash. Qualification
requirements of employees, including
the employees of subsidiaries or
controlling companies of
CHAINTECH meeting certain specific
requirements. CHAINTECH shall
allocate not more than 6% of the
proceeding profits as the remuneration
of directors by a resolution adopted by
the board meeting.
However, in case of the accumulated
losses, certain profits shall first be
reserved to cover them, and then
reserve remuneration to employees and
Article 19
If CHAINTECH has gained profits within a
fiscal year, 0.1% or more of the profits shall
be reserved as the employees' compensation,
which shall be distributed by a resolution
adopted by the board meeting in the form of
shares or in cash. Qualification requirements
of employees, including the employees of
subsidiaries or controlling companies of
CHAINTECH meeting certain specific
requirements. CHAINTECH shall allocate not
more than 6% of the proceeding profits as the
remuneration of directors by a resolution
adopted by the board meeting.
Among the aforementioned employee
compensation, no less than 5% of the total
actual contribution amount shall be allocated
as compensation for junior employees.
However, in case of the accumulated losses,
certain profits shall first be reserved to cover
them,and then reserve remuneration to
Amended in
accordance with
Article 14-6 of
the Securities
Exchange Act

35

==> picture [455 x 70] intentionally omitted <==

----- Start of picture text -----

Before amendment After amendment Explanation
directors in accordance with the employees and directors in accordance with
proportion mentioned in the preceding the proportion mentioned in the preceding
paragraph. paragraph.
----- End of picture text -----

Before amendment
After amendment
Explanation
Before amendment
After amendment
Explanation
Before amendment
After amendment
Explanation
Before amendment
After amendment
Explanation
Before amendment
After amendment
Explanation
directors in accordance with the
proportion mentioned in the preceding
paragraph.
employees and directors in accordance with
the proportion mentioned in the preceding
paragraph.
Article 19-1
In case of any earnings in
CHAINTECH's annual total final
accounting, it shall first pay the income
tax payable in accordance with the law
and make up for the losses of previous
years, then set aside 10% of the
remaining balance as the statutory
surplus reserve; provided that this
restriction shall not apply to the
circumstances that the statutory surplus
reserve has reached the paid-in capital
of CHAINTECH. Provision or reversal
of special surplus reserve shall be
made from the remaining earnings in
accordance with the law. If there is still
a balance, together with the
unappropriated earnings at the
beginning of period, after partial of
them being reserved as appropriate, the
board of directors shall prepare a
motion for the profitdistributionand
submit it to the shareholders'meeting
for a resolution on dividend
distribution to shareholders.
CHAINTECH is currently
experiencing stable growth and will
expand in line with the business
development in the future.
CHAINTECH's future capital
expenditure budget and capital
requirement shall be taken into account
for the profit distribution, and the
Board of Directors shall draw up a
distribution plan, and the distribution
shall be made upon the resolution of
the shareholders' meeting. Among the
dividends distributed to shareholders in
currentyear,the cash dividend shall
Article 19-1
In case of any earnings in CHAINTECH's
annual total final accounting, it shall first pay
the income tax payable in accordance with the
law and make up for the losses of previous
years, then set aside 10% of the remaining
balance as the statutory surplus reserve;
provided that this restriction shall not apply to
the circumstances that the statutory surplus
reserve has reached the paid-in capital of
CHAINTECH. Provision or reversal of
special surplus reserve shall be made from the
remaining earnings in accordance with the
law. If there is still a balance, together with
the unappropriated earnings at the beginning
of period, after partial of them being reserved
as appropriate, the board of directors shall
prepare a motion for the profit distribution
and submit it to the shareholders' meeting for
a resolution on dividenddistributionto
shareholders. If these are distributed in cash,
the Board of Directors shall be authorized to
approve distribution in the presence of more
than two-thirds of the directors and with the
consent of more than half the directors
present. If this surplus is to be distributed
through the issuance of new shares, it shall be
presented for resolution at the shareholders'
meeting.
CHAINTECH is currently experiencing
stable growth and will expand in line with the
business development in the future.
CHAINTECH's future capital expenditure
budget and capital requirement shall be taken
into account for the profit distribution, and
the Board of Directors shall draw up a
distribution plan, and the distribution shall be
made upon the resolution of the shareholders'
meeting. Amongthe dividends distributed to
Amended in
accordance with
the Company's
operational
needs
36
Before amendment After amendment After amendment Explanation
not be less than 5%, but if the cash
dividend is less than NT$0.1 per share,
the dividend shall not be paid but will
be paid in the form stock dividend.
shareholders in current year, the cash
dividend shall not be less than 5%, but if the
cash dividend is less than NT$0.1 per share,
the dividend shall not be paid but will be paid
in the form stock dividend.
Article 24
This Articles of Incorporation was
formulated on October 20, 1986. The
1st amendment was made on
November 3, 1986. The 2nd
amendment was made on August 25,
1987. ... (omitted). The 36th
amendment was made on June 18,
2020. The 37th amendment was made
on June 15,2022.
Article 24
This Articles of Incorporation was formulated
on October 20, 1986. The 1st amendment was
made on November 3, 1986. The 2nd
amendment was made on August 25, 1987. ...
(omitted). The 36th amendment was made on
June 18, 2020. The 37th amendment was made
on June 15, 2022.The 38th amendment will be
made on June 20, 2025.
Amended to
include the last
revision date
2025.
37

Attachment 6.

Chaintech Technology Corporation

List of Candidates for Directors and Inde endent Directors p

==> picture [495 x 620] intentionally omitted <==

----- Start of picture text -----

Educational
Candidate
Name Gender Background/Professional Experience/Current Position Shares Held
Category
Qualifications
Experience:
Chief Representative of ELSA
Technology Inc.
Current Positions:
Chairman and General Manager of
Bachelor of Science
CHAINTECH Technology
E Cheng Technology from Department of
Corporation
Limited Electronic Engineering,
Director Male Representative of the Company's 28,532,000
Representative: Kao, National Chin-Yi
institutional supervisor, E Cheng
Shu-Jung University of
Technology Limited.
Technology
Representative of Corporate Director
of uSenlight Corporation
Independent Director of LeRain,
Director of Transcross Technology
Inc.
Experience:
Representative of Legal Supervisor
for Fullerton Technology
Chairman and General Manager of
CHAINTECH Technology
E Cheng Technology Corporation
Computer Research
Limited Chairman of PG Union
Director Male Institute of Bond 28,532,000
Representative: Lu, Current Positions:
University, Australia
Li-Cheng Chairman of ENERMAX
Technology Corporation
Chairman of Chun Electronics Co.,
Ltd.
Independent Director, Walton
Advanced Engineering, Inc.
Experience:
General Manager of Credit Card
Customer Service Department of
College of Law in
E Cheng Technology China Merchants Bank
Taiwan University
Limited Senior Vice President of CreditEase
Director Male EMBA of the Chinese 28,532,000
Representative: CEO, Shanghai Himalayas Financial
University of Hong
Wang, Mu-Tien Information Services Co., Ltd.
Kong
Current Positions:
CEO of Haichun Digital Technology
(Shanghai) Co., Ltd.
Experience:
MBA of Baruch College Assistant Manager at Citibank
- City University of New Corporate Banking (Taipei)
Independent York Independent Director at Shun On
Yang, Hsin-Ying Female 0
Director Bachelor of Financial Electronic Co., Ltd.
Management, Ohio State Current Positions:
University, United States Director at Raffles Family Office
(Hong Kong)
Department of Industrial Experience:
Independent
Wei, Chi-Feng Male Engineering, Da-Yeh Deputy General Manager of HP 494,000
Director
University Development Company, L.P.
----- End of picture text -----

38

Candidate
Category
Name
Candidate
Category
Name
Gender Educational
Background/Professional
Qualifications
Experience/Current Position
Educational
Background/Professional
Qualifications
Experience/Current Position
Shares Held
Current Positions:
Chairman and General Manager of
CHAINTECH Technology
Corporation
Independent
Director
Hsu, Sheng-Chin
Male School of Computer
Science, Tamkang
University
Experience:
General Manager at Kwong Lung
Enterprise Co., Ltd., Director at
Inpaq Technology Co., Ltd., Director
at Infoarchi Information Co., Ltd.
Current Positions:
Chairman of Win-Way Advance
Technology Ltd.

0
Independent
Director

Yeh, Chia-Chin
Male Bachelor of Electrical
Engineering, National
Taipei University of
Technology
Experience:
Executive Director at Panasonic
Industrial Devices Sales Taiwan Co.,
Ltd.
Current Positions:
Chairman of JDX Technology Co.,
Ltd.
Independent Director of LeRain
Chairman of Jiang Quan Enterprise
Co., Ltd.
0

The qualifications of the aforementioned candidates were reviewed and approved by the Company's 17th Board of Directors meeting on May 6, 2025.

39

Attachment 7.

Chaintech Technology Corporation Details of Non-Compete Restrictions Lifted for Candidates for Directors and Independent Directors

Position
Name
Position
Name
Positions in Other Companies
Director
E Cheng Technology
Limited Representative:
Kao, Shu-Jung
Representative of Corporate Director of uSenlight
Corporation
Independent Director of LeRain Technology
Director of Te LangTechnology
Director
E Cheng Technology
Limited Representative:
Lu, Li-Cheng
Chairman of Chun Electronics Co., Ltd.
Independent Director, Walton Advanced
Engineering, Inc.
Chairman and General Manager of ENERMAX
TechnologyCorporation
Independent
DirectorYang, Hsin-Ying
Director at Sirius Wireless Taiwan CO., LTD.
Independent
DirectorWei, Chi-Feng
Chairman and General Manager of CHAINTECH
Technology Corporation
Independent
DirectorHsu, Sheng-Chin
Chairman of Win-Way Advance Technology Ltd.
Independent
Director

Yeh, Chia-Chin
Chairman of JDX Technology Co., Ltd.
Independent Director of LeRain Technology
Chairman of Jiang Quan Enterprise Co.,Ltd.

40

Attachments

41

Appendix 1.

Chaintech Technology Corporation Rules of Procedure for Shareholder Meetings

Amended on June 15, 2022

  1. Unless otherwise required by law, CHAINTECH's shareholders' meetings shall be governed by the Rules.

  2. "Shareholder" referred to in these Rules means the shareholder himself/herself or his/her proxies authorized to attend the meeting.

  3. CHAINTECH shall specify in its shareholders meeting notices the time during which shareholder attendance registrations will be accepted, the place to register for attendance, and other matters for attention.

  4. The time during which shareholder attendance registrations will be accepted, as stated in the preceding paragraph, shall be at least 30 minutes prior to the time the meeting commences. The place at which attendance registrations are accepted shall be clearly marked and a sufficient number of suitable personnel assigned to handle the registrations. Shareholders and their proxies (collectively, "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. The number of shares in attendance shall be calculated according to the shares indicated by the sign-in cards handed in plus the number of shares whose voting rights are exercised by correspondence or electronically. If shareholders (or proxies) hand in the sign-in cards to CHAINTECH, it shall be deemed that the shareholders or proxies stated in the sign-in cards attended the meeting in person, and CHAINTECH shall not be held responsible for such attendance.

The shareholders shall exercise their voting rights by correspondence or in electronic form, and shall comply with the Regulations Governing the Administration of Shareholder Services of Public Companies.

  • 3-1 For each shareholders meeting, a shareholder may appoint a proxy to attend the meeting by providing the proxy form issued by CHAINTECH and stating the scope of the proxy's authorization. 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 CHAINTECH 5 days before the date of the shareholders meeting. When duplicate proxy forms are delivered, the one received earliest shall prevail. Provided that, this restriction does not apply to the revocation of the previous proxy.

  • After a proxy form has been delivered to CHAINTECH, 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 CHAINTECH before 2 business days before the meeting date. If the cancellation notice is submitted after that time, votes cast at the meeting by the proxy shall prevail.

  • The chairman 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 chairman may announce a postponement, provided that no more than two such postponements, for a combined total of no more than 1 hour, may be made. If the quorum is not met after two postponements, but the attending shareholders represent one third or more of the total number of issued shares, a tentative resolution may be adopted

42

pursuant to Article 175, Paragraph 1 of the Company Act.

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

  1. If a shareholders meeting is convened by the board of directors, the meeting agenda shall be set by the board of directors. 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 chairman 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 chairman declares the meeting adjourned in violation of the rules of procedure, a new chairman shall be elected by agreement of a majority of the votes represented by the attending shareholders, and then continue the meeting. After close of the said meeting, shareholders shall not elect another chairman to hold another meeting at the same place or at any other place.

  2. 5-1 Shareholders holding more than 1% of the total number of issued shares can submit a proposal of regular shareholders meeting to CHAINTECH in writing. The proposal, acceptance, and review shall be handled in accordance with the Company Act and relevant laws and regulations.

  3. When a meeting is in progress, the chairman may announce a break based on time considerations. If a meeting fails to be adjourned, the shareholders' meeting shall resolve to defer or reconvene the meeting within 5 days without notice and announcement.

  4. 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 chairman. 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 at the meeting, no other shareholder shall interrupt the speaking shareholder unless otherwise permitted by the chairman and such speaking shareholder; the chairman shall stop any such violations.

  5. Except with the consent of the chairman, a shareholder may not speak more than twice on the same proposal, and a single speech may not exceed 5 minutes. If a shareholder violates the provisions of the preceding paragraph or his speech exceeds the scope of the motion, or his speech disorder the meeting, the chairman may stop or suspend his speech, and other shareholders may also request the chairman to do so.

  6. The Chairman may announce to end the discussion of any resolution and go into voting if the Chairman deems it appropriate.

  7. When the chairman is of the opinion that a proposal has been discussed sufficiently to put it to a vote, the chairman may announce the discussion closed and call for a vote. Except as otherwise provided in the Company Act and in the Articles of Incorporation of CHAINTECH, the passage of a proposal shall require an affirmative vote of a majority of the voting rights represented by the attending shareholders (or proxies); If there is no objection upon the chairman's consultation, the voting shall be deemed to have passed

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and shall have the same effect as voting. If there is any dissent, the chairman may, in the form of a protest, calculate by the voting rights in respect of the proposed resolution, and the calculation of the number of shares that may be passed upon the resolution, if the number of shares has not been passed, the resolution shall be deemed as passed, and the effect shall be the same as that of the voting

  1. Attendance at shareholders meetings shall be calculated based on the numbers of shares.

  2. The venue for a shareholders meeting shall be the county or city where the head office is located, or a place easily accessible to shareholders and suitable for a shareholders meeting. The meeting may begin no earlier than 9 a.m. and no later than 3 p.m.

  3. If a shareholders meeting is convened by the board of directors, the meeting shall be chaired by the chairperson of the board. When the chairperson of the board is on leave or for any reason unable to exercise the powers of the chairperson, it shall be handled in accordance with Article 208 of the Company Act. When a managing director or director serves as chairman, 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 CHAINTECH. The same requirements shall apply if the chairman for the meeting is a director representative of a juristic person. 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 conveners, the chairman shall be elected among themselves.

  4. CHAINTECH may appoint its attorneys, certified public accountants, or related persons retained by it to attend a shareholders meeting in a non-voting capacity.

  5. CHAINTECH, beginning from the time it accepts shareholder attendance registrations, shall make an uninterrupted audio and video recording of the registration procedure, the proceedings of the shareholders meeting, and the voting and vote counting procedures. The recorded materials of the preceding paragraph shall be retained for at least 1 year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the ballots shall be retained until the conclusion of the litigation.

  6. In addition to the motion stated in the agenda, the amended or alternative proposals of the original motion or other proposals proposed by the shareholders by an extraordinary motion shall be seconded by more than two shareholders, and the same shall apply to any changes in the agenda and the proposals of adjournment.

  7. When there is an amendment or an alternative to a proposal, the chairman shall present the amended or alternative proposal and decide the order in which they will be put to a vote. When any one among them is passed, the other proposals will then be deemed rejected, and no further voting shall be required.

  8. When a juristic person is appointed to attend the shareholders meeting as proxy, it may designate only one person to represent it in the meeting. 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.

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  1. After an attending shareholder (or proxy) has spoken, the chairman may respond in person or direct relevant personnel to respond. When discussing proposals, the chairman may announce the end of the discussion at an appropriate time, and may announce the termination of discussion if necessary.

  2. 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. The election of directors at a shareholders' meeting shall be held in accordance with the applicable election and appointment rules of CHAINTECH, 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, as well as the names of those not elected as directors and the number of votes they received.

  3. 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 production and distribution of meeting minutes may be conducted in electronic form.

  4. CHAINTECH 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 results, and shall be retained for the duration of the existence of CHAINTECH.

  5. In the event of any serious disaster, such as air alert, earthquake, fire, etc., during the proceedings of the meeting, the chairman shall immediately announce the cessation or suspension of the meeting. Participants shall evacuate each other. The chairman shall announce the time of the meeting one hour after the event is lifted.

  6. Matters not stipulated in these rules shall be handled in accordance with the Company Act, other relevant laws and regulations and the Articles of Incorporation.

  7. These Rules shall be implemented after approval by the shareholders' meeting. The same shall apply when these Rules are amended.

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Appendix 2.

Chaintech Technology Corporation Articles of Incorporation

Chapter 1. General Provisions

  • Article 1: CHAINTECH is organized in accordance with the Company Act and named as CHAINTECH TECHNOLOGY CORPORATION.

  • Article 2: CHAINTECH may engage in the following business activities:

  • CC01010 Power Generation, Transmission and Distribution Machinery Manufacturing (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: 2810 Manufacture of Power Generation, Transmission and Distribution Machinery; 2890 Manufacture of Other Electrical Equipment, applied to manufacturers of wind power generation equipment).

  • CC01030 Electrical and Audio and Video Electronic Products Manufacturing (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: 2730 Manufacture of Audio and Video Electronic Products, 2851 Manufacture of Domestic Airconditioning Equipment, 2852 Manufacture of Domestic Refrigerators, 2853 Manufacture of Domestic Laundering Equipment, 2854 Manufacture of Domestic Fans and 2859 Manufacture of Other Domestic Appliances)

  • CC01060 Wired Communication Machinery Equipment Manufacturing (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: 2721 Manufacture of Telephones and Cellular Phones and 2729 Manufacture of Other Communication Equipment).

  • CC01070 Wireless Communication Machinery Equipment Manufacturing (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: 2721 Manufacture of Telephones and Cellular Phones, 2729 Manufacture of Other Communication Equipment and 2751 Manufacture of Measuring, Navigating and Control Equipment).

  • CC01080 Electronic Parts and Components Manufacturing (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: 2630 Manufacture of Bare Printed Circuit Boards, 2691 Manufacture of Printed Circuit Assembly and 2699 Manufacture of Other Electronic Parts and Components Not Elsewhere Classified).

  • CC01080 Telecommunications Controlled RF Equipment Manufacturing (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: 2721 Manufacture of Telephones and Cellular Phones, 2729 Manufacture of Other Communication Equipment and 2760 Manufacture of Irradiation and Electromedical Equipment).

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  1. CC01110 Computer and Peripheral Equipment Manufacturing (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: 2711 Manufacture of Computers, 2712 Manufacture of Monitors and Terminals and 2719 Manufacture of Other Computer Peripheral Equipment).

  2. CC01120 Magnetic and Optical Media Manufacturing and Copying (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: 2740 Manufacture of Magnetic and Optical Media).

  3. CE01010 General Instruments Manufacturing (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: 2751 Manufacture of Telephones and Cellular Phones and 2760 Manufacture of Irradiation and Electromedical Equipment).

  4. CH01040 Toy Manufacturing (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: Manufacture of Toys).

  5. F102004 Wholesale of Tobacco Products and Alcoholic Beverages (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: 4546 Wholesale of Tobacco Products and Alcoholic Beverages).

  6. F109070 Wholesale of Cultural Goods, Musical Instrument and Recreation Goods (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: 4581 Wholesale of Books and Stationery, 4582 Wholesale of Sports Goods and 4583 Wholesale of Toys and Recreation Goods), but shall not engage in the wholesale of books, magazines or newspapers.

  7. F113010 Wholesale of Machinery (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: 4643 Wholesale of Agricultural and Industrial Machinery and Equipment).

  8. F113020 Wholesale of Electrical Appliances (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: 4561 Wholesale of Electrical Household Appliances).

  9. F113030 Wholesale of Precision Instruments (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: 4564 Wholesale of Household-type Photographic and Optical Goods and 4649 Wholesale of Other Machinery and Equipment).

  10. F113050 Wholesale of Computers and Office Machinery and Equipment (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: 4641 Wholesale of Computers, Computer Peripheral Equipment and Software and 4644 Wholesale of Office Machinery and Equipment).

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  1. F113070 Wholesale of Telecommunications Equipment (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: 4642 Wholesale of Electronic Equipment and Parts), but shall not engage in the wholesale of core network equipment (such as switching and transmission equipment) of telecommunications.

  2. F118010 Wholesale of Information Software (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: 4641 Wholesale of Computers, Computer Peripheral Equipment and Software).

  3. F119010 Wholesale of Electronic Material (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: 4642 Wholesale of Electronic Equipment and Parts).

  4. F203020 Retail Sale of Tobacco Products and Alcoholic Beverages (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: Retail Sale of Other Food, Beverages and Tobacco in Specialized Stores; Except for the retail sale of pharmacy, drugstore or live animals).

  5. F209060 Retail Sale of Cultural Goods, Musical Instrument and Recreation Goods (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: 4761 Retail Sale of Books and Stationery in Specialized Stores, 4762 Retail Sale of Sports Goods in Specialized Stores, 4763 Retail Sale of Toys and Recreation Goods in Specialized Stores and 4764 Retail Sale of Music and Video Recordings in Specialized Stores), but shall not engage in the retail sale of books, magazines or newspapers.

  6. F213010 Retail Sale of Electrical Appliances (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: Retail Sale of Electrical Household Appliances in Specialized Stores).

  7. F213030 Retail Sale of Computers and Office Machinery and Equipment (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: Retail Sale of Computers, Computer Peripheral Equipment and Software in Specialized Stores).

  8. F213060 Retail Sale of Telecommunications Equipment (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: 4832 Retail Sale of Telecommunications Equipment in Specialized Stores), but shall not engage in the retail sale of core network equipment (such as switching and transmission equipment) of telecommunications.

  9. F214030 Retail Sale of Motor Vehicles, Motorcycles Parts and Accessories in Specialized Stores (limited to the category stipulated in the

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Standard Industrial Classification of the Republic of China: Retail Sale of Motor Vehicles, Motorcycles Parts and Accessories in Specialized Stores).

  1. F218010 Retail Sale of Information Software (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: 4831 Retail Sale of Computers, Computer Peripheral Equipment and Software in Specialized Stores).

  2. F219010 Retail Sale of Electronic Materials (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: 4831 Retail Sale of Computers, Computer Peripheral Equipment and Software in Specialized Stores, 4832 Retail Sale of Telecommunications Equipment in Specialized Stores and 4833 Retail Sale of Audio and Video Equipment in Specialized Stores).

  3. I501010 Product Design (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: Design Services for Special Products of 7402 Industrial Design Activities and Design Services for Special Products of 7409 Other Specialized Design Activities).

  4. JA01010 Repair of Electrical and Electronic Products (limited to the category stipulated in the Standard Industrial Classification of the Republic of China: 9521 Repair of Computers and Peripheral Equipment, 9522 Repair of Communication Equipment and 9523 Repair of Audio and Video Equipment and Domestic Appliances).

  5. Article 3: CHAINTECH shall have its head office in New Taipei City, the Republic of China, and may, pursuant to a resolution adopted at the board meeting, set up branch offices within or outside the territory of the Republic of China when deemed necessary. The total amount of foreign investment shall not be limited to 40% of the paid-in capital as specified in Article 13 of the Company Act.

  6. Article 3-1 CHAINTECH may provide endorsement and guarantee and act as a guarantor due to business needs.

  7. Article 4: Article 4: CHAINTECH shall make public announcements in accordance with Article 28 of the Company Act.

Chapter 2. Shareholding

  • Article 5: The total capital of CHAINTECH is set as NT$2.5 billion, divided into 250 million shares. The par value is NT$10 per share, and the Board of Directors is authorized to issue shares in multiple tranches. 10 million shares shall be retained to exercise warrants for stock warrants, preferred shares with warrant or convertible bonds with warrant (With respect to the issued shares referred to in the preceding paragraph, a centralized securities custody institution may request to consolidate to issue securities of large-denomination instead).
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Article 6: (Deleted)

  • Article 7: CHAINTECH may issue shares without physical certificate(s) printed and may print collectively based on the total amount issued. The shares issued pursuant to the preceding paragraph shall be registered with a centralized securities depository enterprise.

  • Article 8: The registration of share transfers shall not be made within 60 days prior to the regular shareholders meeting, 30 days prior to the special shareholders meeting, or 5 days prior to the record date for the distribution of dividends, bonuses or other interests. Other stock affairs shall be handled in accordance with the "Regulations Governing the Administration of Shareholder Services of Public Companies".

Chapter 3. Shareholders' Meeting

  • Article 9: Shareholders' meeting shall be of two kinds: regular meeting and special meeting. The regular meeting of shareholders shall be held once every year and convened by the Board of Directors within six months after close of each fiscal year, while the special meeting of shareholders shall be held when necessary. The Company may conduct the shareholders' meeting via video conference or by other methods as announced by the central competent authority. The requirements, operating procedures, and other matters of compliance shall be complied with for any shareholders' meeting held by means of visual communication network; the regulations of the competent authority shall be complied with if otherwise stipulated.

  • Article 10: In case a shareholder is unable to attend a meeting of the board of directors, he or she may appoint a proxy to attend a shareholders' meeting in his/her/its behalf by executing a power of attorney printed by CHAINTECH stating therein the scope of power authorized to the proxy. The use of the power of attorney shall be subject to the "Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies" and "Company Act" published by the securities regulatory authority.

  • Article 11: Except in the circumstances otherwise provided for by laws and regulations, a shareholder of CHAINTECH shall have one voting power in respect of each share in his/her/its possession.

  • Article 12: Resolutions at a shareholders' meeting shall, unless otherwise provided for in relevant laws and regulations, be adopted by a majority vote of the

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shareholders present, who represent more than one-half of the total number of voting shares.

  • Article 12-1 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 shall record the year, month, day, and place of the meeting, the chairman's full name, the methods by which resolutions were adopted, and a summary of the deliberations and their voting results, and shall be kept in CHAINTECH together with the attendance book for signature of attending shareholders and power of attorney of proxy attending. The preparation, distribution and retention period of the meeting minutes mentioned in the preceding paragraph shall be handled in accordance with Article 183 of the Company Act.

  • Article 12-2 Where CHAINTECH registers for the issue of employee stock warrants and when the subscription price is lower than the closing price on the issue date, CHAINTECH is required to obtain the consent of at least two-thirds of the voting rights present at the shareholders meeting attended by shareholders representing a majority of total shares issued. It may, within one year from the date of the resolution of the shareholders' meeting, register in installments.

  • If the employee stock warrants are issued in accordance with the provisions of the preceding paragraph, the matters stipulated by the competent authority shall be listed and explained in the reasons for convening the shareholders meeting and shall not be submitted by an extraordinary motion.

  • Article 12-3 CHAINTECH's transfer of shares to employees at a price lower than the average price of the shares actually repurchased shall be subject to the consent of at least two-thirds of the voting rights present at the shareholders meeting attended by shareholders representing a majority of total shares issued at the last shareholders' meeting, shall be listed and explained in the reasons for convening the shareholders meeting and shall not be submitted by an extraordinary motion.

Chapter 4. Director

  • Article 13: CHAINTECH shall have a Board of Directors composed of five to nine directors (of which the number of independent directors shall not be less than three and shall not be less than one fifth of the directors). CHAINTECH adopts a candidate nomination system for the election of directors, who shall be elected from among the list of candidates by the shareholders' meeting for a term of three years and may be eligible for re-election. The minimum total number of registered shares held by all Directors of CHAINTECH shall be subject to the regulations of the securities authority.

  • Article 14: The Board of Directors is organized by the directors, and shall elect a chairman of the Board of Directors from among the directors by a majority vote at a

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meeting attended by over two-thirds of the directors. The chairman of the Board of Directors shall externally represent CHAINTECH.

  • Article 15: 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, the designation of his/her proxy shall be in accordance with Article 208 of the Company Act.

  • Article 16: Unless otherwise provided for in Company Act and the Articles of Incorporation, resolutions of the Board of Directors shall be adopted by a majority of the directors at a meeting attended by a majority of the directors. A director may authorize in writing another director to be represented at the board meeting, provided that, he/she shall issue a proxy form each time stating the scope of authorization and when a Director attends the board meeting as a proxy, he/she shall be appointed as a proxy for one other director only. A meeting of the directors may be convened in writing, by fax or by electronic means. In case a board meeting is proceeded via video conference, the attendance of directors via video conference is deemed as attendance in person. If the directors have an interest in the matters at the meeting, they shall state at the board meeting the important contents of their interest.

  • Article 16-1 The Board of Directors shall be authorized to determine the remuneration to directors according to the degree of participation in the operation of CHAINTECH and the value of their contribution, with reference to the standards of the same industry.

  • Article 16-2 The authorities of the Board of Directors for the board meeting are as follows:

  • Convening the shareholders' meeting and implement its resolutions.

  • Decision on the business plan.

  • Review and approval of various rules and important contracts.

  • Approval of the setting and disposal of important property of CHAINTECH.

  • Decision on CHAINTECH's important candidates and the provisions of the posts of each department.

  • Establishment and abolition of branches.

  • Preparation and review of budget settlement and business report.

  • Decision on other important matters.

Chapter 5. Managers

  • Article 17: CHAINTECH may, in accordance with the resolution of the board of directors, have one general manager, a number of president, chief executive officer and advisers whose appointment, dismissal and remuneration shall be governed by Article 29 of the Company Act.
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Chapter 6. Accounting

  • Article 18: At the end of each fiscal year, the Board of Directors of CHAINTECH shall, in accordance with the provisions of the Company Act, prepare and submit the following reports, statements and motions to the regular shareholders' meeting: (1) Business report; (2) Financial statements; and (3) Proposal for profit distribution or loss recovery.

  • Article 19: If CHAINTECH has gained profits within a fiscal year, 0.1% or more of the profits shall be reserved as the employees' compensation, which shall be distributed by a resolution adopted by the board meeting in the form of shares or in cash. Qualification requirements of employees, including the employees of subsidiaries or controlling companies of CHAINTECH meeting certain specific requirements. CHAINTECH shall allocate not more than 6% of the proceeding profits as the remuneration of directors by a resolution adopted by the board meeting.

However, in case of the accumulated losses, certain profits shall first be reserved to cover them, and then reserve remuneration to employees and directors in accordance with the proportion mentioned in the preceding paragraph.

  • Article 19-1 In case of any earnings in CHAINTECH's annual total final accounting, it shall first pay the income tax payable in accordance with the law and make up for the losses of previous years, then set aside 10% of the remaining balance as the statutory surplus reserve; provided that this restriction shall not apply to the circumstances that the statutory surplus reserve has reached the paid-in capital of CHAINTECH. Provision or reversal of special surplus reserve shall be made from the remaining earnings in accordance with the law. If there is still a balance, together with the unappropriated earnings at the beginning of period, after partial of them being reserved as appropriate, the board of directors shall prepare a motion for the profit distribution and submit it to the shareholders' meeting for a resolution on dividend distribution to shareholders.

  • CHAINTECH is currently experiencing stable growth and will expand in line with the business development in the future. CHAINTECH's future capital expenditure budget and capital requirement shall be taken into account for the profit distribution, and the Board of Directors shall draw up a distribution plan, and the distribution shall be made upon the resolution of the shareholders' meeting. Among the dividends distributed to shareholders in current year, the cash dividend shall not be less than 5%, but if the cash dividend is less than NT$0.1 per share, the dividend shall not be paid but will be paid in the form stock dividend.

Chapter 7. Supplementary Provisions

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  • Article 20: Matters not specified in the Articles of Incorporation shall be conducted in accordance with the provisions of the Company Act.

  • Article 21: This Articles of Incorporation was formulated on October 20, 1986. The 1st amendment was made on November 3, 1986. The 2nd amendment was made on August 25, 1987. The 3rd amendment was made on January 20, 1989. The 4th amendment was made on October 16, 1989. The 5th amendment was made on December 4, 1989. The 6th amendment was made on April 15, 1990. The 7th amendment was made on October 12, 1991. The 8th amendment was made on May 29, 1993. The 9th amendment was made on March 27, 1994. The 10th amendment was made on March 30, 1995. The 11th amendment was made on June 22, 1996 The 12th amendment was made on April 12, 1997 The 13th amendment was made on August 23, 1997. The 14th amendment was made on April 11, 1998. The 15th amendment was made on April 11, 1998. The 16th amendment was made on April 30, 1999. The 17th amendment was made on December 18, 1999. The 18th amendment was made on April 15, 2000. The 19th amendment was made on May 3, 2001. The 20th amendment was made on May 2, 2002. The 21st amendment was made on June 15, 2004. The 22nd amendment was made on June 14, 2005. The 23rd amendment was made on September 7, 2005. The 24th amendment was made on June 30, 2006. The 25th amendment was made on June 15, 2007. The 26th amendment was made on June 13, 2008. The 27th amendment was made on June 19, 2009. The 28th amendment was made on June 15, 2010. The 29th amendment was made on October 21, 2011. The 30th amendment was made on January 10, 2013. The 31st amendment was made on June 21, 2013. The 32nd amendment was made on February 21, 2014. The 33rd amendment was on June 20, 2014. The 34th amendment was on June 14, 2016. The 35th amendment was made on June 15, 2017. The 36th amendment was made on June 18, 2020. The 37th amendment was made on June 15, 2022.

Chaintech Technology Corporation

Chairman: Kao, Shu-Jung

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Appendix 3.

Chaintech Technology Corporation Rules for Director Elections

Amended on June 15, 2022

  1. The election of the Company's Directors shall be governed by the provisions of these Rules, except as otherwise provided by law or by the Articles of Incorporation.

  2. The qualifications of the Independent Directors of the Company shall comply with the Articles 2, 3 and 4 of the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies.

The election of the Independent Directors of the Company 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 Article 24 of the Corporate Governance Best-Practice Principles for TWSE/GTSM Listed Companies.

  1. Elections of the Company's Directors shall be conducted in accordance with the candidate nomination system and procedures set out in Article 192-1 of the Company Act.

When the number of Directors falls below five due to the dismissal of a Director for any reason, the Company shall hold a by-election to fill the vacancy at its next shareholders meeting. When the number of Directors falls short by one third of the total number prescribed in this Corporation’s Articles of Incorporation, the Company shall call a special shareholders meeting within 60 days from the date of occurrence to hold a byelection to fill the vacancies.

Where the number of Independent Directors falls below the one required under Paragraph 1, Article 14-2 of the Securities and Exchange Act, a by-election shall be held at the next shareholders' meeting to fill the vacancy. When the Independent Directors are dismissed en masse, a provisional shareholders' meeting shall be called within 60 days from the date of occurrence to hold a by-election to fill the vacancies.

  1. The cumulative voting method shall be used for election of the Directors at the Company. Each 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.

  2. The Board of Directors shall prepare ballot papers corresponding to the number of directors to be elected, complete them with their shareholdings and distribute them to the shareholders attending the meeting. The disclosure of the voters' names may be substituted by the numbers of the attendance cards printed on the ballot papers.

  3. The number of Directors will be as specified in the Company'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

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positions, they shall draw lots to determine the winner, with the chair drawing lots on behalf of any person not in attendance.

  1. Before the election begins, the chair shall appoint a number of shareholders as supervising personnel and counting personnel to perform the respective duties of vote monitoring. The ballot boxes shall be prepared by the Board of Directors and opened by the scrutineers in public before the voting.

  2. If a candidate is a shareholder, a voter must enter the candidate's account name and shareholder account number in the "candidate" column of the ballot; for a nonshareholder, the voter shall enter the candidate's full name and identity card number. However, when the candidate is a government organization or corporate shareholder, the name of the government organization or corporate shareholder shall be entered in the column for the candidate's account name on the ballot, or both the name of the government organization or corporate shareholder and the name of its representative may be entered. When there are multiple representatives, the names of each representative shall be entered.

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

  • (1) Basic Conditions and Values: Gender, Age, Nationality and Culture, etc.

  • (2) Professional Knowledge and Skills: Professional background (such as law, accounting, industry, finance, marketing or technology), professional skills and industry experience, etc.

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:

  • (1) Operational judgment ability.

  • (2) Accounting and financial analysis ability.

  • (3) Management ability.

  • (4) Crisis management ability.

  • (5) Industry knowledge.

  • (6) International market perspective.

  • (7) Leadership ability.

  • (8) 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.

  1. A ballot is invalid under any of the following circumstances:

  2. (1) The ballot was not prepared by a person with the right to convene.

  3. (2) A blank ballot was placed in the ballot box.

  4. (3) The writing is unclear and indecipherable or has been altered.

  5. (4) The candidate's name filled in the ballot is inconsistent with that on the list of

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candidates for Directors.

  • (5) Other words or marks are entered in addition to the number of voting rights allocated.

  • The voting rights shall be calculated on site immediately after the end of the poll, 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 site. The ballots for the election referred to in the preceding paragraph shall be sealed with the signatures of the monitoring personnel and kept in proper custody for at least 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.

  • The elected Directors shall be given a notice of the election by the Board of Directors of the Company.

  • Any matters inadequately provided for herein shall be subject to provisions concerned set forth in the Company Act and relevant laws and regulations.

  • The Rules shall be implemented after having been approved by a shareholders' meeting. Subsequent amendments thereto shall be effected in the same manner.

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Appendix 4.

Shareholding of Directors

  1. The paid-up capital of CHAINTECH as of April 22, 2025 was NT$964,988,310, and the total number of shares issued was 96,498,831 shares.

  2. The Independent Directors of the Company constitute more than half of the total number of Directors, and an Audit Committee has been established. Therefore, the statutory requirement regarding the total number of shares to be held by all Directors is not applicable.

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April 22, 2025; Unit: Shares
Number of shares
Shareholding while recorded in the
Election elected shareholders' register as
Position Name Term
date of the book closure day
Number of Shareholding Shareholding
Shares
shares ratio ratio
Chairman E Cheng Technology 2022.6.15 3 28,532,080 28.11 24,517,000 25.41
Limited
of the
Representative: Kao,
Board
Shu-Jung
E Cheng Technology
Limited
Director
Representative: Lu,
Li-Cheng
E Cheng Technology
Limited
Director
Representative:
Wang, Mu-Tien
Independen Tang, Han-Yu 2022.6.15 3 ─ ─ ─ ─
t Director
Independent Chen, Kuo-Chin 2022.6.15 3 ─ ─ ─ ─
Director
Independent Yang, Hsin-Ying 2022.6.15 3 ─ ─ ─ ─
Director
Independent Wei, Chi-Feng 2022.6.15 3 613,000 0.60 494,000 0.51
Director
Total 29,145,080 28.71 25,016,000 25.92
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Appendix 5.

Other Supplementary Items

  • Report on Handling Shareholders' Proposals and Nominations at the 2025 Regular Shareholders' Meeting:

  • In accordance with Article 172-1 and Article 192-1 of the Company Act, shareholders owning more than one percent of the total issued shares of the company may submit proposals for the shareholders' general meeting and nominate candidates for directors, including independent directors, in writing to the company.

  • CHAINTECH, in accordance with the law, announced on the MOPS that it would accept proposals and nominations raised from April 11, 2025 to April 21, 2025 (registered mail is subject to arrival) by shareholders for this regular shareholders meeting.

  • CHAINTECH did not receive any shareholder proposals nor nominations during the period of acceptance.

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