Stock Code: 3229

CHEER TIME ENTERPRISE CO., LTD.

2026 Annual Shareholders' Meeting
Meeting Agenda
(Translation)

Meeting Date : May 29, 2026 (Friday) at 10AM
Meeting Place : 2F, No. 276, Section 1, Nanshan Road, Luzhu District, Taoyuan City

I. Meeting Procedure... 1
II. Meeting Agenda... 2
1. Call the Meeting to Order... 2
2. Report Matters... 2
3. Adoption Matters... 3
4. Matters for Discussion... 4
5. Extraordinary Motion... 4
6. Adjournment... 4
III. Attachments
1. 2025 Business Report... 5
2. 2025 Audit Committee’s Review Report... 9
3. 2025 Communications between Independent Director(s) and Internal Audit Manager(s) ... 10
4. 2025 Directors’ Remunerations... 11
5. Comparison Table for the Amendment to the Company’s “Sustainable Development Best Practice Principles” ... 12
6. CPAs’ Audit Report and 2025 Parent Company Only Financial Statements... 14
7. CPAs’ Audit Report and 2025 Consolidated Financial Statements... 23
8. 2025 Table for Make-Up for Losses... 32
9. Comparison Table for the Amendment to the Company’s “Procedures for the Acquisition or Disposal of Assets” ... 33
IV. Appendices
1. Rules of Procedure for Shareholders’ Meeting... 35
2. Articles of Incorporation... 43
3. Shareholding of All Directors... 48

Meeting Procedure of 2026 Annual Shareholders' Meeting

Type of Meeting: Physical Meeting

Time: May 29, 2026 (Friday) at 10:00 a.m.

Place: 2F, No. 276, Nanshan Rd., Sec. 1, Luzhu Dist., Taoyuan City, Taiwan

Attendants: Shareholders and their Proxy Holders

Chair: Chairperson Chuang, Ming-Li

I. Call the Meeting to Order
1. Chair to Take Place
2. Chair’s Statement

II. Report Matters
1. 2025 Business Report
2. 2025 Audit Committee’s Review Report and Communications between Independent Director(s) and Internal Audit Manager(s)
3. 2025 Profit-sharing Compensation Distribution for Employees (incl. Salary Adjustments or Compensation for Non-executive Employees) and Directors
4. 2025 Directors’ Remunerations
5. To Amend Partial Articles of the Company’s “Sustainable Development Best Practice Principles”

III. Proposed Resolutions
1. 2025 Business Report and Financial Statements.
2. 2025 Table for Make-Up for Losses

IV. Matters for Discussion
1. To Amend Partial Articles of the Company’s “Procedures for the Acquisition or Disposal of Assets”.

V. Extraordinary Motion

VI. Adjournment

CHEER TIME ENTERPRISE CO., LTD.

Meeting Procedure of 2026 Annual Shareholders' Meeting

I. Call the Meeting to Order

II. Report Matters

Proposal 1
Proposed by the Board of Directors

Proposal
: The 2025 business report is submitted for your review.

Explanation
: For the 2025 business report, please refer to Attachment 1, Pages 5 to 8 of this Handbook.

Proposal 2
Proposed by the Board of Directors

Proposal
: The 2025 review report of the Audit Committee and communications between independent director(s) and internal audit manager(s) are submitted for your review.

Explanation
: For the 2025 review report of the Audit Committee, please refer to Page 9 of this Handbook. For communications between independent director(s) and internal audit manager(s), please refer to Page 10 of this Handbook.

Proposal 3
Proposed by the Board of Directors

Proposal
: The 2025 profit-sharing compensation distribution for employees (incl. salary adjustments or compensation for non-executive employees) and directors is submitted for your review.

Explanation
: The net loss after tax of the Company in 2025 was NT$27,789,018. In accordance with Article 20 of the Company’s Articles of Incorporation, the profit-sharing compensation for employees (incl. salary adjustments or compensation for non-executive employees) and directors in 2025 will not be distributed.

Proposal 4
Proposed by the Board of Directors

Proposal
: The 2025 directors’ remunerations is submitted for your review.

Explanation
: 1. The Company shall describe the policy, system, standards, and structure for the remunerations to directors and independent directors, and explain the correlation between the compensation amount and factors such as the responsibilities, risks, and time commitment involved:
(1) In accordance with the Company’s Articles of Incorporation, “the compensation of all directors for acting duties for the Company shall be given regardless of business profit or loss. The Board of Directors is authorized to determine the amount of compensation to the directors of the Company based on the directors’ level of operational participation as well as value of the contribution, with reference to the peer payment level.”

(2) It is also stipulated in the Company’s Articles of Incorporation that “If there is a profit… no higher than 3 percent shall be reserved as compensation to the directors. However, if there’s still cumulative loss the amount to make up for the losses shall be made first”.

Concerning remunerations received by directors, including its policies, particulars of remunerations received by respective directors and their amounts, please refer to Page 11 of this Handbook.

Proposal 5
Proposed by the Board of Directors

Proposal
: The proposed amendment to partial articles of the Company’s “Sustainable Development Best Practice Principles” is submitted for your review.

Explanation
: 1. It is noted that the latest “Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies” by the Taiwan Stock Exchange Corporation (TWSE) amended on September 2, 2025 adopts reference from advocates under the United Nations “Convention on Biological Diversity” for the sustainable management of enterprises and encourages industry-academia collaboration.

The amendment to partial articles under the Company’s “Sustainable Development Best Practice Principles,” Articles 15, 21 and 32 in specific, is therefore proposed. For the comparison table of the Principles before and after amendment, please refer to Page 12 of this Handbook.

III. Adoption Matters

Proposal 1
: (Proposed by the Board of Directors)

Proposal
: The 2025 business report and financial statements are submitted for your review.

Explanation
: 1. The 2025 business report and financial statements have been approved by the Audit Committee, and passed by a resolution of the Board of Directors meeting. The 2025 financial statements have been reviewed and certified by CPAs Yu-Ya Lin and Han Lee of Benison CPA, and an CPAs’ audit report has been issued.

Enclosed please find the business report (please refer to Pages 5~8), and the financial statements (please refer to Page 14~31) for your adoption.

Resolution
:

Proposal 2 : (Proposed by the Board of Directors)
Proposal : The 2025 make-up of losses is submitted for adoption.
Explanation : 1. The net loss after tax of the Company in 2025 was NT$27,789,018, in addition to NT$109,839,517 of the accumulated loss at the beginning of the period; the accumulated loss re-forwarded into the following year was NT$137,628,535.
2. The Table for Make-Up for Losses statement has been approved by the Audit Committee and passed by a resolution of the Board of Directors meeting. Please refer to Page 32.
Resolution :

IV. Matters for Discussion

Proposal 1 : (Proposed by the Board of Directors)
Proposal : Amendment to partial articles of the Company’s “Procedures for the Acquisition or Disposal of Assets” is submitted for your discussion.
Explanation : In alignment with the amendments to the Securities and Exchange Act, which are intended for reducing frequent public announcements by large enterprises, partial articles of the Company’s “Procedures for the Acquisition or Disposal of Assets” has been amended. Enclosed please find the comparison table of the amendment on Page 33.
Resolution :

V. Extraordinary Motion

VI. Adjournment

Attachment 1

CHEER TIME ENTERPRISE CO., LTD.

2025 Business Report

The Company's main scope of businesses include three items: a) manufacturing and trading of phosphorus copper ball, the upstream raw materials for printed circuit boards; b) midstream drilling OEM; and c) full-process production and sales of printed circuit boards. These three major businesses lay a solid foundation for stable revenue. Through the integration of supply chain resources, the Company may enhance the processing efficiency of each production line, maximize process benefits, and provide customers with more comprehensive and faster one-stop services.

The consolidated net revenue of the Company in 2025 was NT$1.041 billion, representing an increase by 13.39% compared with NT$918 million in 2024. Amongst all businesses of the Company, the proportion of each segment was separately: 62% phosphorous copper balls, 9% drilling OEM, and 29% full-process PCB. Phosphorous copper balls were the requisite materials of PCB electrodeposited process. The Company adopted LME-registered 99.99 electrolytic copper, and used the upper guiding method and the phosphor-copper alloy continuous casting technology to establish 25mm and 50mm professional production lines to produce phosphorous copper balls which complied with Rohs. Since drilling was classified as the single-station machining of the PCB front-end process, the Company's major customers were mostly the domestic large-scale PCB manufacturers, who greatly recognized our technology and quality, and our daily production capacity could reach 28,000 square meters. The PCB full process mainly focused on small volume, diversification and fast delivery in order to meet the market demands for orders featuring multiple styles and little amount when customers researched, developed and introduced new products.

In 2025, driven by the rapid expansion of AI computing demand, the global PCB industry entered a new wave of structural growth. According to the latest analysis by TPCA and the Industrial Economics & Knowledge Center (IEK) of ITRI, although the global economy in 2025 remained subject to uncertainties such as geopolitical tensions, U.S. tariff policies, and currency fluctuations, demand for AI servers and high-performance computing (HPC) continued to scale up, expediting the PCB industry's transition toward higher-end and higher value-added products. Meanwhile, tight supply of advanced materials created opportunities for price increases and revenue growth. However, the ongoing shadow of the U.S.-China trade war, coupled with the sharp appreciation of the New Taiwan Dollar, resulted in foreign exchange losses for export-oriented industries, and the PCB sector had not been spared. Most electronic component manufacturers rely heavily on exports and hold substantial U.S. dollar-denominated assets, such as accounts receivable, which inevitably had an unavoidable impact on profitability in 2025. The Company's consolidated net loss after tax in 2025 was NT$27,789 thousand, with the net loss per share at NT$0.43.

Looking ahead, as the forecast by consulting firm Prismark indicates that the global PCB market in 2025 recorded a growth at approx. 6.8% and PCB industry is expected to maintain steady growth over the next several years, with global PCB output value projected to reach approximately USD 94.66 billion by 2029, prosperity in the sector can be anticipated. The Company will actively control internal costs to reduce the breakeven point and transition towards mid-to-high-end products and establish close relationships with customers. This approach aims to seize the opportunity presented by the upgrading of product specifications amid the transition of information and communication technology generations.

A summary on the operation highlights in 2025 and the business plan in 2026 was reported as follows:

I. 2025 Business Results

(1) Implementation Results of the Business Plan

Unit: NT$ Thousand

Item	2025	2024	Comparison by Increase (Decrease)
Operating Revenue	1,040,583	918,401	122,182
Operating Cost	973,293	852,948	120,345
Operating Margin	67,290	65,453	1,837
Operating Expenses	69,271	71,151	(1,880)
Operating Profit (Loss)	(1,981)	(5,698)	3,717
Non-operating Income and Expenditure	(25,355)	15,303	(40,658)
Net Profit (Loss) before Tax	(27,336)	9,605	(36,941)
Net Profit (Loss) after Tax	(27,789)	8,734	(36,523)

(2) Budget Execution Status: Not applicable.
(3) Analysis of Financial Income and Expenditure, and Profitability

Item			2025	2024
Analysis of Financial Structure	Ratio (%) of Liabilities to Assets		30.35	25.41
	Ratio (%) of Long-term Capital to Property, Plant and Equipment		350.69	359.49
Analysis of Solvency Structure	Flow Ratio (%)		240.97	280.98
	Quick Ratio (%)		166.55	187.41
Analysis of Profitability	Return on Assets (%)		(3.08)	1.26
	Return on Equity (%)		(4.53)	1.40
	Ratio (%) to Paid-in Capital	Operating Profit (Loss)	(0.31)	(0.89)
		Pre-tax Net Profit (Loss)	(4.25)	1.49
	Net Profit (Loss) Ratio (%)		(2.67)	0.95
	Earnings (Loss) per Share (Dollar) (Note)		(0.43)	0.14

Note: The earnings per share is calculated subject to the number of shares after retrospective adjustment.

(4) Research and Development Status:

The Company has experience in the PCB industry for more than thirty years. We keep on meliorating production flexibility and process planning capability, and further creating the core advantages in competition of niche products characteristic of small volume, diversification and fast delivery. Such features successfully satisfy the demands of domestic and foreign electronic manufacturers in research, development and market. For recent years, we continue to increase the manufacturing capability and yield of the PCBs in high density, thin circuit and high quality, develop high-end technical products, improve application and yield of the high-density HDI and soft-and-hard combined board technology, and control process and materials in pursuit of the highest yield, the best efficiency and advantage-endowed low cost of products so as to cater for various emerging products and market demands in the future.

II. Overview of 2026 Business Plan

(1) 2026 Operation Policy:

Sale: Move towards vertical integration of the industry, make good use of different roles which the Company's three major businesses play in the supply chain, provide customers with one-stop service, strengthen strategic alliance relationship with customers, and actively develop new customers in order to improve revenue and profit.

Technology: Continue to develop high cost-effective products in the PCB application sector and consider such products as the top-priority orders, actively pay attention to the development trends of the industry, further develop economic expansion strategies of high-end products, go on with exploiting emerging markets, and maintain management of relations with customers.
Production: Continue to improve production environment, introduce critical equipment for smart mechanical production in order to shorten production timeframe and increase efficiency, strictly control product yield, develop potential product markets, and produce niche products related to multiple development with a view to maintaining the operation model of small volume, diversification and fast delivery.

(2) Expected Sale Volume and its Basis:

Expected Sale Volume of Phosphorous Copper Ball Segment

Unit: Kg

Type of Product	Expected Sale Volume in 2026
25mm	1,318,000
50mm	842,000
Total	2,160,000

Expected Sale Volume of Drilling Machining Segment

Unit: Piece

Type of Product	Expected Sale Volume in 2026
Drilling Machining	1,224,000

Expected Sale Volume of Printed Circuit Board Segment

Unit: Square Meter

Type of Product	Expected Sale Volume in 2026
Single-side PCB	2,853
Double-side PCB	10,825
Multiple PCB	17,499
Total	31,177

The preparation of expected sale volume of the Company's major products in 2026 is mainly based on the sale conditions in 2025, along with consideration taken into domestic and foreign economic situation, supply and demand in the future industry marketing, as well the Company's productivity load, and other factors.

(3) Production and Marketing Policy in 2026:

Continue to establish production history as a support of excellent production management model, enable further improvement of yield and shipment achievement, and increase manufacturing efficiency in each station and smoothness to shorten the delivery time.
Conduct E-management by colors of signages in order to have the best control of interstations, aim to constantly stabilize production technology and mass production of high-end boards, and increase production capacity.
Enhance core competitiveness, make good use of 6S management, optimize and implement each process and standard regulations of ISO9001, IATF16949, and ISO14001 management systems, expand total quality management, implement each employee's educational training and off-factory observation and continuing study in order to carry out the mission of the company's restructure and ongoing improvement.

Continue to correspond to the needs of domestic and foreign customers for research and development as well as mass production of new products, invest in new machinery and equipment and research and development of new technologies, and foster the self-improvement and enhancement ability

III. Future Development Strategies of the Company

(1) Strengthen the corporate management system, reinforce the organizational effectiveness and sale management system in order to grasp the market changes and product development pulse.

(2) Continue to develop high-quality products featured by high-density, thin-circuit and small-aperture, etc. in response to the trend of getting lighter, thinner and smaller for electronic products in the digital era.

IV. Impact of External Competitive Environment, Regulatory Environment and Macro Operation Environment

(1) Impact of External Competitive Environment:

For recent years, the international situation has been in a chaos. The competition of regional power emerges in the form of trade war. Consequently, the localization of supply chain and the restriction of technology exportation will further affect the layout strategies of the enterprise's production capacity; meanwhile the economy of the industry is under the influence of high inflation and high interest rates, leading to slowdown of consumption power in the terminal market. Seeing that major manufacturers make efforts in destocking, the visibility of orders is limited. Accordingly, the Company will undertake more deliberative evaluation on materials preparation at the early stage and destocking in the future production schedule.

(2) Impact of Regulatory Environment:

In response to the stricter requirements and regulations of the global environmental protection laws, the Company will continue to update the process technology and devote ourselves to the facilities related to protection and treatment of environmental pollutions with a view to complying with the statutory regulations.

(3) Impact of Macroeconomic Environment:

As the global economy changes rapidly, the Company is involved in the PCB industry which has high synchronization with fluctuation of the global economy. In addition to a scrupulous management attitude which the Company has been adhering to, our business philosophy will still be based on fast delivery, excellent quality and fair price of products. In the meantime, we will also continue to exactly control information of the electronic industry in order to cope with the changes of the entire environment, and ensure that the competition advantages are built on leading high-end technology and optimized production management.

The Company is celebrating its 39th anniversary in establishment. We will continue to strive for upgrading product quality, yield, capacity utilization, employee morale, and delivery speed, etc. in order to achieve the profit-making goal, and do our best to take responsibilities for the whole shareholders. Herewith, we would like to extend our sincere gratitude to all shareholders for your long-term recognition and advice for Cheer Time. We are even looking forward to having your more support and encouragements to let our steps more stable and solid.

Wish you good health and may all go well with you.

Cheer Time Enterprise Co., Ltd.

Chairperson: Chuang, Ming-Li

Vice Chairperson and General Manager: Liu, Wen-Chen

Accounting Supervisor: Lu, Jia-Rong

Attachment 2

Cheer Time Enterprise Co., Ltd.

Review Report of the Audit Committee

The Board of Directors has prepared the books and statements for the proposals of the 2025 annual business report, financial statements (including consolidated financial statements) and deficit compensation/loss make-up, among which the Financial Statements have been audited by authorized CPAs Yu-Ya Lin and Han Lee of Benison CPA and an audit report has been prepared by them in this regard.

The aforesaid statements have been reviewed by this Audit Committee and it is deemed that no nonconformity is involved. According to Article 14-4, the Securities and Exchange Act and Article 219, the Company Act, we hereby submit this report for your review.

To the Attention of

2026 Annual Shareholders' Meeting of Cheer Time Enterprise Co., Ltd. Company

Convener of the Audit Committee:

Dated this 11th Day of March 2026

Attachment 3

Cheer Time Enterprise Co., Ltd. Communications between Independent Director(s) and Internal Audit Manager(s)

I. Contents of Communications:

An “audit report” is prepared monthly and submitted to the Audit Committee members for review.
In the event Audit Committee members have any questions or instructions following their review of the audit report copies, the members will contact the Audit Manager by phone or inform them of the actions to be taken.
For each audit report, internal control deficiencies and irregularities shall be tracked, and follow-up reports must be prepared at least quarterly until improvements are made, to ensure that the relevant departments have timely implemented appropriate corrective measures.
By regulations, the internal audit manager attends Board of Directors meetings to report on audit operation. If the independent directors have any opinions, they communicate directly.
In summary, independent directors can understand the Company’s operational status (including financial and business conditions) and audit situation through the Board of Directors meetings, Audit Committee meetings, individual discussions, and various reports and channels (e.g., phone, fax, email, etc.), ensuring good communication with the internal audit manager.

II. Communication Status between the Independent Director(s) and Internal Audit Manager(s):

Date	Meeting for Communications	Contents	Results
2025/03/12	Board of Directors	(1) To report implementation of audit plan for the period from December 2024 to January 2025.
(2) 2024 Internal Control System Statement.	(1) Noted
(2) No further opinions from the independent directors
2025/05/07	Board of Directors	To report implementation of audit plan for the period from February 2025 to March 2025.	Noted
2025/08/06	Board of Directors	To report implementation of audit plan for the period from April 2025 to June 2025.	Noted
2025/11/05	Board of Directors	To report implementation of audit plan for the period from July 2025 to September 2025.	Noted
2025/12/17	Board of Directors	(1) To report implementation of audit plan for the period of October 2025.
(2) 2026 Audit Plan.	(1) Noted
(2) No further opinions from the independent directors

Attachment 4

2025 Directors' Remunerations
Unit: NT$ thousands

Job title	Name	Remuneration to Directors	Sum of A+B+C+D and ratio to net income (Note 10) (After-tax net loss in 2025 was NTD 27,789 thousand)	Remuneration received by directors for concurrent service as an employee	Sum of A+B+C+D+E+F+G and ratio to net income (Note 10) (After-tax net loss in 2025 was NTD 27,789 thousand)	Remuneration received from investee enterprises other than subsidiaries or from the parent company (Note 11)
Base Remuneration(A) (Note 2)	Retirement pay and pension (B)	Director profit sharing compensation (C) (Note 3)	Expenses and perquisites (D) (Note 4)	Salary, rewards, and special disbursements (E) (Note 5)	Retirement pay and pension (F)	Employee profit-sharing compensation(G) (Note 6)
The company	All consolidated entities (Note 7)	The company	All consolidated entities (Note 7)	The company	All consolidated entities (Note 7)	The company	All consolidated entities (Note 7)
Chairman	Chuang, Ming-Li	2,875	2,875	0	0	0	0
Director	Liu, Wen-Chen	0	0	0	0	0	0
Director	Lin, Zhong-Nan	0	0	0	0	0	0
Director	Wu, Ying-Zhu	0	0	0	0	0	0
Director	Chuang, Bo-Qiang	0	0	0	0	0	0
Director	Lin, Ding-Xiang	0	0	0	0	0	0
Independent Director	Shen, Hui-Cheng	360	360	0	0	0	0
Independent Director	Lu, Jia-Kai	360	360	0	0	0	0
Independent Director	Liu, Qi-Xu	360	360	0	0	0	0
1. Please describe the policy, system, criteria and structure of the remuneration of the independent directors, and the relevance of the amount of remuneration paid based on the responsibilities, risks and time commitment. In accordance with Article 5 of the Rules of Responsibilities of Independent Directors, the remuneration of the Company's independent directors shall be fixed at NT$30,000 per month and shall not participate in the distribution of earnings. In addition to the above, the remuneration received by the directors of the Company for services provided to all companies in the financial statements (such as serving as consultants to non-employees) in the most recent year: None.

Attachment 5

CHEER TIME ENTERPRISE CO., LTD.

Comparison Table for the Amendment to the Company's "Sustainable Development Best Practice Principles"

Revised Articles	Current Articles	Descriptions
Article 15
The Company is advised to take into account the effect of business operations on ecological efficiency, promote and advocate the concept of sustainable consumption, and conduct research and development, procurement, production, operations, and services in accordance with the following principles to reduce the impact on the natural environment, creatures and human beings from their business operations:
1. Reduce resource and energy consumption of their products and services.
2. Reduce emission of pollutants, toxins and waste, and dispose of waste properly.
3. Improve recyclability and reusability of raw materials or products.
4. Maximize the sustainability of renewable resources.
5. Enhance the durability of products.
6. Improve efficiency of products and services.
7. Enhance the conservation of marine and terrestrial biodiversity and ecosystems, promote the sustainable use of resources, and ensure fair and equitable benefits.	Article 15
The Company is advised to take into account the effect of business operations on ecological efficiency, promote and advocate the concept of sustainable consumption, and conduct research and development, procurement, production, operations, and services in accordance with the following principles to reduce the impact on the natural environment and human beings from their business operations:
1. Reduce resource and energy consumption of their products and services.
2. Reduce emission of pollutants, toxins and waste, and dispose of waste properly.
3. Improve recyclability and reusability of raw materials or products.
4. Maximize the sustainability of renewable resources.
5. Enhance the durability of products.
6. Improve efficiency of products and services.	The amendments herein are made in response to amendments to the governing law by the component authority. For the sustainable management of enterprises, the latest “Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies” by the Taiwan Stock Exchange Corporation (TWSE) adopts reference from advocates under the United Nations “Convention on Biological Diversity” as well as marine and natural conservation regulations, suggesting that a TWSE/TPEx company is advised to take into account the effect of business operations on ecological efficiency. Hence, the Company made amendments to this Article through supplementary description and subparagraph 7.
Article 21	Article 21	The amendments

| The Company shall create an environment conducive to the development of their employees' careers and establish effective training programs to foster career skills.
It is advisable for the Company to establish placement programs to cultivate future industry talents.

The Company shall establish and implement reasonable employee welfare measures (including remuneration, leave and other welfare etc.) and appropriately reflect the business performance or achievements in the employee remuneration, to ensure the recruitment, retention, and motivation of human resources, and achieve the objective of sustainable operations. | The Company shall create an environment conducive to the development of their employees' careers and establish effective training programs to foster career skills.

The Company shall establish and implement reasonable employee welfare measures (including remuneration, leave and other welfare etc.) and appropriately reflect the business performance or achievements in the employee remuneration, to ensure the recruitment, retention, and motivation of human resources, and achieve the objective of sustainable operations. | herein is made in response to amendments to the governing law by the component authority with an objective to encourage a TWSE/TPEx listed company to collaborate with schools to attain a win-win in industry-academia collaborations.

Hence, the Company made amendments to this Article by adding paragraph 2 and reordering the current paragraph 2 to 3. |
| --- | --- | --- |
| Article 32:
(The above unaffected dates are omitted)
The 3rd Amendment was made on November 9, 2022.
The 4th Amendment was made on November 5, 2025. | Article 32:
(The above unaffected dates are omitted)
The 3rd Amendment was made on November 9, 2022. | Order and date of the latest amendment are added. |

Attachment 6

CPAs' Audit Report

Benison(2026)Finance-Auditing-006

To: Cheer Time Enterprise Co., Ltd.

Opinion

We have audited the financial statements of Cheer Time Enterprise Co., Ltd. (“the Company”), which comprise the balance sheets as of December 31, 2025 and 2024, the statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Parent Company Only Financial Statement 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 and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matter

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the parent company only financial statements for the year ended December 31, 2025. These matters were addressed in the context of our audit of the parent company only financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. The key audit matters of the parent company only financial statements for the year ended December 31, 2025 we judge that shall be communicated in the audit report are as follows:

Evaluation of impairment of property, plant and equipment

Please refer to Note 4(14) and Note 4(16) to the parent company only financial statements for the accounting policies relevant to impairment of property, plant and equipment. Please refer to Note 5(2) to the parent company only financial statements for the accounting estimate and assumption uncertainty of property, plant and equipment impairment. Please refer to Note 6(7) to the parent company only financial statements for the explanations on impairment of property, plant and equipment.

Explanation on the key audit matter:

The Company is using the value in use for PP&E to calculate recoverable amount, and use it as basis for impairment evaluation. Given the fact that the evaluation process for value in use is based on judgment of the management, any change in economic situation or company strategies may result in modification of evaluation which can cause impairment. Consequently, the evaluation for PP&E impairment is identified as one of the key audit matters.

Audit procedures in response:

Our audit procedures related to specific level of the above-mentioned key audit matter included the following:

For the recoverable amount of assets reflecting signs of impairment on the balance sheet date, we reviewed and checked the correctness of relevant calculation provided by the management.
We understood and evaluated whether the company’s assets impairment evaluation procedures and accounting policies are in accordance with accounting principles and adopted consistently. These including review of methods used by the management to determine recoverable amount of an individual asset.
According to the way assets are being utilized and the industry nature, we obtained evaluation information used by the management to determine recoverable amount. We evaluated the individual cash flow, useful life and the rationality of future possible income and expenditure of group of assets.

Other matter

The parent company only financial statements of the Company for the year ended December 31, 2024 were audited by other auditors, on which the auditors have issued an unqualified opinion on March 12, 2025.

Responsibilities of management and those charged with governance for the financial statements

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

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

Those charged with governance (including the Audit Committee) are responsible for overseeing the Company’s financial reporting process.

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the parent company only financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s 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 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 parent company only financial statements.

As part of an audit in accordance with auditing standards, we exercise professional judgment and professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company’s to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the parent company only financial reports, including the disclosures, and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient and appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on parent company only financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the parent company only financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s 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.

Benison Associated CPAs’ Firm

CPA: Lin, Yu-Ya

CPA: Li, Han

Approved-certified No: (87)Taiwan-Financial-Securities-VI-27051

Financial-Supervisory-Securities-Auditing-1050049513

March 11, 2026

Cheer Time Enterprise Co., Ltd.
Parent Company Only Balance Sheets
December 31, 2025 and 2024
Expressed in thousands of NTD

Code	Assets	Note	December 31, 2025		December 31, 2024
			Amount	%	Amount	%
Current assets
1100	Cash and cash equivalents	6(1)	$ 100,975	12	$ 89,149	11
1110	Financial assets at fair value through profit or loss - current	6(2)	4,334	1	7,808	1
1136	Financial assets at amortized cost - current	6(3) and 8	8,128	1	13,494	2
1150	Notes receivables, net	6(4)	12,756	1	19,432	2
1170	Accounts receivables, net	6(4)	282,748	33	216,353	26
1200	Other receivables		642	-	2,198	-
1220	Current tax assets		977	-	815	-
130X	Inventories	6(5)	181,953	21	177,274	21
1410	Prepayments		9,889	1	7,972	1
1470	Other current assets - others	6(9)	-	-	2,240	-
11XX	Total current assets		602,402	70	536,735	64
Non-current assets
1510	Financial assets at fair value through profit or loss - non-current	6(2)	-	-	5,000	1
1550	Investments accounted for using equity method	6(6)	69,132	8	71,491	8
1600	Property, plant and equipment	6(7) and 8	171,721	20	178,689	21
1755	Right-of-use assets	6(8)	9,187	1	22,038	3
1840	Deferred tax assets	6(23)	3,114	-	4,921	-
1990	Other non-current assets - others	6(9)	8,088	1	23,451	3
15XX	Total non-current assets		261,242	30	305,590	36
	Total assets		$ 863,644	100	$ 842,325	100

(Continued on next page)

(Brought forward)

Code	Liabilities and equity	Note	December 31, 2025		December 31, 2024
			Amount	%	Amount	%
Current liabilities
2100	Short-term borrowings	6(11), 7, and 8	$ 130,613	15	$ 101,738	12
2130	Contract liabilities - current	6(17)	665	-	1,778	-
2170	Accounts payables		53,164	6	26,728	3
2200	Other payables	6(12)	64,295	7	56,498	7
2220	Other payables - related parties	7(2)	4,958	1	4,025	1
2280	Lease liabilities - current	7(2)	9,365	1	11,471	1
21XX	Total current liabilities		263,060	30	202,238	24
Non-current liabilities
2570	Deferred tax liabilities	6(23)	832	1	1,515	-
2580	Lease liabilities - non-current	7(2)	-	-	10,883	2
2645	Guaranteed deposits received		512	-	660	-
25XX	Total non-current liabilities		1,344	1	13,058	2
	Total liabilities		264,404	31	215,296	26
Equity attributable to owners of the Company
3100	Share capital	6(14)
3110	Ordinary shares		642,630	74	642,630	76
3100	Total share capital		642,630	74	642,630	76
3200	Capital surplus	6(15)	90,342	10	90,342	11
	Retained earnings	6(16)
3310	Legal reserve		3,896	-	3,896	-
3350	Accumulated deficit		(137,628)	(15)	(109,839)	(13)
3300	Total retained earnings		(133,732)	(15)	(105,943)	(13)
3XXX	Total equity		599,240	69	627,029	74
	Significant contingent liabilities and unrecognized contractual commitments	9
	Total liabilities and equity		$ 863,644	100	$ 842,325	100

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

(Please refer to the independent auditors' report issued by Benison Associated CPAs' Firm on March 11, 2026.)

Chairman: Chuang, Min-Lee

Manager: Liu, Wen-Chen

Accounting officer: Lu, Jia-Rung

Cheer Time Enterprise Co., Ltd.
Parent Company Only Statements of Comprehensive Income
For the years ended December 31, 2025 and 2024

Expressed in thousands of NTD, only earnings (losses) per share in NTD

Code	Item	Note	2025		2024
			Amount	%	Amount	%
4100	Operating revenue	6(17)	$ 1,038,997	100	$ 916,656	100
5000	Operating costs	6(5), (21), (22), and 7	(971,935)	(94)	(851,446)	(93)
5900	Gross profit from operations		67,062	6	65,210	7
6000	Operating expenses	6(21) and (22)
6100	Selling expenses		(15,989)	(2)	(14,275)	(1)
6200	Administrative expenses		(47,616)	(5)	(51,803)	(6)
6300	Research and development		(1,651)	-	(1,371)	-
6450	Expected credit (losses) revenue	12(2)	(605)	-	106	-
	Total operating expenses		(65,861)	(7)	(67,343)	(7)
6900	Net income (loss) from operation		1,201	(1)	(2,133)	-
7000	Non-operating income and expenses
7100	Interest income	6(3) and 9	2,916	-	4,994	-
7010	Other income	6(18)	6,332	1	5,253	-
7020	Other gains and losses	6(2), (10), (19), and 12(2)	(32,828)	(3)	6,773	1
7050	Finance costs	6(8), (11), and (20)	(1,927)	-	(2,871)	-
7070	Share of profit or loss of subsidiaries, associates, and joint ventures accounted for using equity	6(6)	(2,359)	-	(1,739)	-
	Total non-operating income and expenses		(27,866)	(2)	12,410	1
7900	Net income (loss) before tax		(26,665)	(3)	10,277	1
7950	Income tax expenses	6(23)	(1,124)	-	(1,543)	-
8200	Net income (loss) for the period		(27,789)	(3)	8,734	1
8500	Total comprehensive income for the period		$ (27,789)	(3)	$ 8,734	1
	Earnings (losses) per share	6(24)
9750	Basic		$ (0.43)		$ 0.14
9850	Diluted		$ (0.43)		$ 0.14

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

(Please refer to the independent auditors' report issued by Benison Associated CPAs' Firm on March 11, 2026.)

Chairman: Chuang, Min-Lee
Manager: Liu, Wen-Chen
Accounting officer: Lu, Jia-Rung

Cheer Time Enterprise Co., Ltd.
Parent Company Only Statements of Changes in Equity
For the years ended December 31, 2025 and 2024

Expressed in thousands of NTD

Code		Equity attributable to owners of the Company
		Share	capital	Capital surplus	Retained earnings		Total	equity
					Legal	reserve
A1	Balance as of January 1, 2024	$	642,630	$ 90,342	$ 3,896	$ (118,573)	$ 618,295
D1	Net income for the period	-	-	-	-	8,734	8,734
D5	Total comprehensive income for the period	-	-	-	-	8,734	8,734
Z1	Balance as of December 31, 2024	$	642,630	$ 90,342	$ 3,896	$ (109,839)	$ 627,029
A1	Balance as of January 1, 2025	$	642,630	$ 90,342	$ 3,896	$ (109,839)	$ 627,029
D1	Net loss for the period	-	-	-	-	(27,789)	(27,789)
D5	Total comprehensive income for the period	-	-	-	-	(27,789)	(27,789)
Z1	Balance as of December 31, 2025	$	642,630	$ 90,342	$ 3,896	$ (137,628)	$ 599,240

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

(Please refer to the independent auditors' report issued by Benison Associated CPAs' Firm on March 11, 2026.)

Chairman: Chuang, Min-Lee

Manager: Liu, Wen-Chen

Accounting officer: Lu, Jia-Rung

Cheer Time Enterprise Co., Ltd.
Parent Company Only Statements of Cash Flows
For the years ended December 31, 2025 and 2024

Expressed in thousands of NTD

Code		2025	2024
	Cash flows from operating activities
A10000	Net income (loss) before tax	$ (26,665)	$ 10,277
A20010	Items of income and expenses
A20400	Net losses (gains) on financial assets at fair value through profit or loss	3,474	(4,063)
A20300	Expected credit losses (reversal gains)	605	(106)
A22400	Share of profit or loss of subsidiaries accounted for using equity method	2,359	1,739
A20100	Depreciation expenses	23,075	27,115
A22500	Losses on disposal of property, plant and equipment	14,688	4,188
A21200	Interest income	(2,916)	(4,994)
A20900	Interest expenses	1,927	2,871
A23100	Losses on disposal of financial assets	5,000	-
A23700	Losses on impairment of non-financial assets	-	8,294
A30000	Changes in assets / liabilities relevant to operating activities
A31130	Notes receivables	6,676	7,196
A31150	Accounts receivables	(66,395)	(18,981)
A31180	Other receivables	784	2,837
A31200	Inventories	(4,679)	14,828
A31230	Prepayments	(1,917)	3,586
A31240	Other current assets	-	(1,413)
A32125	Contract liabilities	(1,113)	1,222
A32150	Accounts payables	26,436	2,337
A32180	Other payables	6,105	5,056
C03700	Other payables - related parties	933	2,287
A33000	Cash flows generated from (used in) operation	(11,623)	64,276
A33100	Interest received	3,083	4,777
A33300	Interest paid	(1,857)	(2,871)
A33500	Income tax refunded	(162)	(489)
AAAA	Net cash flows generated from (used in) operating activities	(10,559)	65,693
	Cash flows from investing activities
B00040	Acquisition of financial assets at amortized cost	-	(7,973)
B00050	Disposal of financial assets at amortized cost	5,366	-
B02700	Acquisition of property, plant and equipment	(3,516)	(4,329)
B02800	Disposal of property, plant and equipment	2,109	(4,188)
B07100	Increase in prepayments for equipment	(581)	(707)
B03800	Decrease in guaranteed deposits paid	97	6
B06000	Decrease in finance lease payments receivables	1,501	2,205
BBBB	Net cash flows generated from (used in) investing activities	4,976	(14,986)
	Cash flows from financing activities
C00100	Increase in short-term borrowings	28,875	-
C00200	Decrease in short-term borrowings	-	(85,989)
C04020	Repayment of principal of lease liabilities	(11,318)	(11,656)
C03000	Increase in guaranteed deposits received	-	158
C03100	Decrease in guaranteed deposits received	(148)	-
CCCC	Net cash flows generated from (used in) financing activities	17,409	(97,487)
EEEE	Increase (decrease) in cash and cash equivalents	11,826	(46,780)
E00100	Beginning balance of cash and cash equivalents	89,149	135,929
E00200	Ending balance of cash and cash equivalents	$ 100,975	$ 89,149

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

(Please refer to the independent auditors' report issued by Benison Associated CPAs' Firm on March 11, 2026.)

Chairman: Chuang, Min-Lee
Manager: Liu, Wen-Chen
Accounting officer: Lu, Jia-Rung

Attachment 7

CPAsP Audit Report

To: Cheer Time Enterprise Co., Ltd.

Benison(2026)Finance-Auditing-007

Opinion

We have audited the consolidated financial statements of Cheer Time Enterprise Co., Ltd. and its subsidiaries (“Cheer Time Enterprise and subsidiaries”), which comprise the consolidated balance sheets as of December 31, 2025, the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of Cheer Time Enterprise and its subsidiaries as of December 31, 2025, and 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 with the International Financial Reporting Standards (“IFRSs”), International Accounting Standards (“IASs”), Interpretations developed by the International Financial Reporting Interpretations Committee (“IFRIC”) or the former Standing Interpretations Committee (“SIC”) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statement section of our report. We are independent of Cheer Time Enterprise and subsidiaries in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matter

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements for the year ended December 31, 2025. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

The key audit matters of the consolidated financial statements for the year ended December 31, 2025 we judge that shall be communicated in the audit report are as follows:

Evaluation of impairment of property, plant and equipment

Please refer to Note 4(14) and Note 4(17) to the consolidated financial statements for the accounting policies relevant to impairment of property, plant and equipment. Please refer to Note 5(2) to the consolidated financial statements for the accounting estimate and assumption uncertainty of property, plant and equipment impairment. Please refer to Note 6(6) to the consolidated financial statements for the explanations on impairment of property, plant and equipment.

Explanation on the key audit matter:

Cheer Time Enterprise and subsidiaries are using the value in use for PP&E to calculate recoverable amount, and use it as basis for impairment evaluation. Given the fact that the evaluation process for value in use is based on judgment of the management, any change in economic situation or company strategies may result in modification of evaluation which can cause impairment. Consequently, the evaluation for PP&E impairment is identified as one of the key audit matters.

Audit procedures in response:

Our audit procedures related to specific level of the above-mentioned key audit matter included the following:

For the recoverable amount of assets reflecting signs of impairment on the balance sheet date, we reviewed and checked the correctness of relevant calculation provided by the management.
We understood and evaluated whether the company's assets impairment evaluation procedures and accounting policies are in accordance with accounting principles and adopted consistently. These including review of methods used by the management to determine recoverable amount of an individual asset.
According to the way assets are being utilized and the industry nature, we obtained evaluation information used by the management to determine recoverable amount. We evaluated the individual cash flow, useful life and the rationality of future possible income and expenditure of group of assets.

Other matter

The consolidated financial statements of Cheer Time Enterprise and subsidiaries for the year ended December 31, 2024 were audited by other auditors, on which the auditors have issued an unqualified opinion on March 12, 2025.

Cheer Time Enterprise Co., Ltd. has prepared its parent company only financial statements as of and for the years ended December 31, 2025, on which we have issued an unqualified opinion for your reference.

Responsibilities of management and those charged with governance for the financial statements

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

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

Those charged with governance (including the Audit Committee) are responsible for overseeing Cheer Time Enterprise and subsidiaries' financial reporting process.

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s 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 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 consolidated financial statements.

As part of an audit in accordance with auditing standards, we exercise professional judgment and professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of Cheer Time Enterprise and subsidiaries’ internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on Cheer Time Enterprise and subsidiaries’ ability to continue as a going concern. If we conclude that material uncertainty exists, we are required to draw attention in our auditor’s 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 auditor’s report. However, future events or conditions may cause Cheer Time Enterprise and subsidiaries to cease to continue as a going concern.

Evaluate the overall presentation, structure and content of the consolidated financial reports, including the disclosures, 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 regarding the financial information of the entities or business activities within Cheer Time Enterprise and subsidiaries to express an opinion on consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's 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.

Benison Associated CPAs' Firm

CPA: Lin, Yu-Ya

CPA: Li, Han

Approved-certified No: (87)Taiwan-Financial-Securities-VI-27051

Financial-Supervisory-Securities-Auditing-1050049513

March 11, 2026

Cheer Time Enterprise Co., Ltd. and Subsidiaries
Consolidated Balance Sheets
December 31, 2025 and 2024

Code	Assets	Note	December 31, 2025		December 31, 2024
			Amount	%	Amount	%
Current assets
1100	Cash and cash equivalents	6(1)	$ 117,403	14	$ 99,396	12
1110	Financial assets at fair value through profit or loss - current	6(2)	4,334	1	7,808	1
1136	Financial assets at amortized cost - current	6(3) and 8	11,128	1	23,051	3
1150	Notes receivables, net	6(4)	12,756	1	19,432	2
1170	Accounts receivables, net	6(4)	282,748	33	216,427	26
1200	Other receivables		662	-	2,278	-
1220	Current tax assets		977	-	1,054	-
130X	Inventories	6(5)	181,953	22	177,274	21
1410	Prepayments		10,210	1	8,290	1
1470	Other current assets - others	6(8)	-	-	2,240	-
11XX	Total current assets		622,171	73	557,250	66
Non-current assets
1510	Financial assets at fair value through profit or loss - non-current	6(2)	-	-	5,000	-
1600	Property, plant and equipment	6(6) and 8	171,721	20	178,689	21
1755	Right-of-use assets	6(7)	9,071	1	21,784	3
1780	Intangible assets	6(9)	44,990	5	48,348	6
1840	Deferred tax assets	6(23)	3,114	-	4,921	1
1990	Other non-current assets - others	6(8)	9,333	1	24,697	3
15XX	Total non-current assets		238,229	27	283,439	34
	Total assets		$ 860,400	100	$ 840,689	100

(Continued on next page)

(Brought forward)

Code	Liabilities and equity	Note	December 31, 2025		December 31, 2024
			Amount	%	Amount	%
Current liabilities
2100	Short-term borrowings	6(11), 7, and 8	$ 130,613	15	$ 101,738	12
2130	Contract liabilities - current	6(17)	665	-	1,778	-
2170	Accounts payables		53,164	6	26,798	3
2200	Other payables	6(12)	64,403	7	56,607	7
2280	Lease liabilities - current		9,348	1	11,405	1
21XX	Total current liabilities		258,193	29	198,326	23
Non-current liabilities
2570	Deferred tax liabilities	6(23)	2,455	1	3,809	1
2580	Lease liabilities - non-current		-	-	10,865	1
2645	Guaranteed deposits received		512	-	660	-
25XX	Total non-current liabilities		2,967	1	15,334	2
	Total liabilities		261,160	30	213,660	25
Equity attributable to owners of the Company
3100	Share capital	6(14)
3110	Ordinary shares		642,630	74	642,630	76
3100	Total share capital		642,630	74	642,630	76
3200	Capital surplus	6(15)	90,342	11	90,342	11
	Retained earnings	6(16)
3310	Legal reserve		3,896	-	3,896	1
3350	Accumulated deficit		(137,628)	(15)	(109,839)	(13)
3300	Total retained earnings		(133,732)	(15)	(105,943)	(12)
3XXX	Total equity		599,240	70	627,029	75
	Significant contingent liabilities and unrecognized contractual commitments	9
	Total liabilities and equity		$ 860,400	100	$ 840,689	100

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

(Please refer to the independent auditors' report issued by Benison Associated CPAs' Firm on March 11, 2026.)

Chairman: Chuang, Min-Lee

Manager: Liu, Wen-Chen

Accounting officer: Lu, Jia-Rung

Cheer Time Enterprise Co., Ltd. and Subsidiaries
Consolidated Statements of Comprehensive Income
For the years ended December 31, 2025 and 2024

Expressed in thousands of NTD, only earnings (losses) per share in NTD

Code	Item	Note	2025		2024
			Amount	%	Amount	%
4100	Operating revenue	6(17)	$ 1,040,583	100	$ 918,401	100
5000	Operating costs	6(5), (21), and (22)	(973,293)	(94)	(852,948)	(93)
5900	Gross profit from operations		67,290	6	65,453	7
6000	Operating expenses	6(21) and (22)
6100	Selling expenses		(19,348)	(2)	(17,633)	(2)
6200	Administrative expenses		(47,667)	(5)	(52,254)	(6)
6300	Research and development expenses		(1,651)	-	(1,371)	-
6450	Expected credit (losses) reversal gains	12(2)	(605)	-	107	-
	Total operating expenses		(69,271)	(7)	(71,151)	(8)
6900	Net loss from operation		(1,981)	(1)	(5,698)	(1)
7000	Non-operating income and expenses
7100	Interest income	6(3) and (8)	3,510	-	5,546	1
7010	Other income	6(18)	6,479	1	5,253	-
7020	Other gains and losses	6(2), (8), and (19)	(33,353)	(3)	7,484	1
7050	Finance costs	6(7), (11), and (20)	(1,991)	-	(2,980)	-
	Total non-operating income and expenses		(25,355)	(2)	15,303	2
7900	Net income (loss) before tax		(27,336)	(3)	9,605	1
7950	Income tax expenses	6(23)	(453)	-	(871)	-
8200	Net income (loss) for the period		(27,789)	(3)	8,734	1
8500	Total comprehensive income for the period		$ (27,789)	(3)	$ 8,734	1
	Earnings (losses) per share	6(24)
9750	Basic		$ (0.43)		$ 0.14
9850	Diluted		$ (0.43)		$ 0.14

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

(Please refer to the independent auditors' report issued by Benison Associated CPAs' Firm on March 11, 2026.)

Chairman: Chuang, Min-Lee
Manager: Liu, Wen-Chen
Accounting officer: Lu, Jia-Rung

Cheer Time Enterprise Co., Ltd. and Subsidiaries
Consolidated Statements of Changes in Equity
For the years ended December 31, 2025 and 2024

Expressed in thousands of NTD

Equity attributable to owners of the Company

Code	Item	Share	Capital surplus	Retained earnings			Total equity
				Legal	reserve	Accumulated deficit
A1	Balance as of January 1, 2024	$ 642,630	$ 90,342	$ 3,896		$ (118,573)	$ 618,295
D1	Net income for the period	-	-	-		8,734	8,734
D5	Total comprehensive income for the period	-	-	-		8,734	8,734
Z1	Balance as of December 31, 2024	$ 642,630	$ 90,342	$ 3,896		$ (109,839)	$ 627,029
A1	Balance as of January 1, 2025	$ 642,630	$ 90,342	$ 3,896		$ (109,839)	$ 627,029
D1	Net loss for the period	-	-	-		(27,789)	(27,789)
D5	Total comprehensive income for the period	-	-	-		(27,789)	(27,789)
Z1	Balance as of December 31, 2025	$ 642,630	$ 90,342	$ 3,896		$ (137,628)	$ 599,240

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

(Please refer to the independent auditors' report issued by Benison Associated CPAs' Firm on March 11, 2026.)

Chairman: Chuang, Min-Lee
Manager: Liu, Wen-Chen
Accounting officer: Lu, Jia-Rung

Cheer Time Enterprise Co., Ltd. and Subsidiaries
Consolidated Statements of Cash Flows
For the years ended December 31, 2025 and 2024

Code	Cash flows from operating activities	Expressed in thousands of NTD
		2025	2024
A10000	Net income (loss) before tax	$ (27,336)	$ 9,605
A20010	Items of income and expenses
A20400	Net losses (gains) on financial assets at fair value through profit or loss	3,474	(4,063)
A20300	Expected credit losses (reversal gains)	605	(107)
A20100	Depreciation expenses	22,936	26,977
A22500	Losses on disposal of property, plant and equipment	14,688	4,188
A20200	Various allocations	3,358	3,358
A21200	Interest income	(3,510)	(5,546)
A20900	Interest expenses	1,991	2,980
A23100	Losses on disposal of financial assets	5,000	-
A23700	Losses on impairment of non-financial assets	-	8,294
A30000	Changes in assets / liabilities relevant to operating activities
A31130	Notes receivables	6,676	7,196
A31150	Accounts receivables	(66,321)	(19,055)
A31180	Other receivables	784	2,293
A31200	Inventories	(4,679)	14,828
A31230	Prepayments	(1,920)	2,160
A32125	Contract liabilities	(1,113)	1,222
A32150	Accounts payables	26,366	4,144
A32180	Other payables	6,106	3,158
A33000	Cash flows generated from (used in) operation	(12,895)	61,632
A33100	Interest received	3,737	5,931
A33300	Interest paid	(1,921)	(2,980)
A33500	Income tax refunded	77	3,328
AAAA	Net cash flows generated from (used in) operating activities	(11,002)	67,911
	Cash flows from investing activities
B00040	Acquisition of financial assets at amortized cost	-	(17,530)
B00050	Disposal of financial assets at amortized cost	11,923	-
B02700	Acquisition of property, plant and equipment	(3,516)	(4,329)
B02800	Disposal of property, plant and equipment	2,109	(4,188)
B07100	Increase in prepayments for equipment	(581)	(707)
B03800	Decrease in guaranteed deposits paid	97	6
B06000	Decrease in finance lease payments receivables	1,501	2,205
BBBB	Net cash flows generated from (used in) investing activities	11,533	(24,543)
	Cash flows from financing activities
C00100	Increase in short-term borrowings	28,875	-
C00200	Increase (decrease) in short-term borrowings	-	(85,989)
C04020	Repayment of principal of lease liabilities	(11,251)	(11,549)
C03000	Increase in guaranteed deposits received	-	158
C03100	Decrease in guaranteed deposits received	(148)	-
CCCC	Net cash flows generated from (used in) financing activities	17,476	(97,380)
EEEE	Increase (decrease) in cash and cash equivalents	18,007	(54,012)
E00100	Beginning balance of cash and cash equivalents	99,396	153,408
E00200	Ending balance of cash and cash equivalents	$ 117,403	$ 99,396

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

(Please refer to the independent auditors' report issued by Benison Associated CPAs' Firm on March 11, 2026.)

Chairman: Chuang, Min-Lee
Manager: Liu, Wen-Chen
Accounting officer: Lu, Jia-Rung

Attachment 8

CHEER TIME ENTERPRISE CO., LTD.

2025 Table for Make-Up for Losses

| Item | Unit: NT$
Amount |
| --- | --- |
| Loss to be compensated at the beginning of the period | (109,839,517) |
| Net Loss after Tax of the Current Year | (27,789,018) |
| Loss to be compensated at the end of the period | (137,628,535) |

Note: As the final accounts for the year exhibited an accumulated loss, the profit-sharing compensation for employees (incl. salary adjustments or compensation for non-executive employees) and directors will not be distributed for this year.

Chairperson: Chuang, Ming-Li
Manager: Liu, Wen-Chen
Chief Accounting Officer: Lu, Jia-Rong

Attachment 9

CHEER TIME ENTERPRISE CO., LTD.

Comparison Table for the Amendment to the Company's "Procedures for the Acquisition or Disposal of Assets"

Revised Articles	Current Articles	Descriptions
Article 16: Disclosure of Information Paragraph 1: Subparagraphs 1 to 3 omitted (4) Where machinery and equipment or right-of-use assets thereof for business use are acquired or disposed of, and furthermore the transaction counterparty is not a related party, and the transaction amount meets any of the following criteria: (1) For a public company whose paid-in capital is less than NT$10 billion, the transaction amount reaches NT$500 million or more. (2) For a public company whose paid-in capital is NT$10 billion or more but less than NT$50 billion, the transaction amount reaches NT$1 billion or more. (3) For a public company whose paid-in capital is NT$50 billion, the transaction amount reaches 5 percent or more of paid-in capital. Paragraph 1: Subparagraphs 5 to 6 omitted (7) In the case of a public company with paid-in capital reaching NT$50 billion or more, transactions in government bonds, ordinary corporate bonds, and general bank debentures without equity characteristics (excluding subordinated debt) traded on securities exchanges or OTC markets, which do not fall under any of the circumstances listed in the proviso of subparagraph 8, and where furthermore the transaction counterparty is not a related party, and the transaction amount reaches 5 percent or more of paid-in capital. (8) Where an asset transaction other than any of those referred to in the preceding seven subparagraphs, a disposal of receivables by a financial institution, or an investment in the Mainland China	Article 16: Disclosure of Information Paragraph 1: Subparagraphs 1 to 3 omitted (4) Where machinery and equipment or right-of-use assets thereof for business use are acquired or disposed of, and furthermore the transaction counterparty is not a related party, and the transaction amount meets any of the following criteria: (1) For a public company whose paid-in capital is less than NT$10 billion, the transaction amount reaches NT$500 million or more. (2) For a public company whose paid-in capital is NT$10 billion or more, the transaction amount reaches NT$1 billion or more. Paragraph 1: Subparagraphs 5 to 6 omitted None. (7) Where an asset transaction other than any of those referred to in the preceding six subparagraphs, a disposal of receivables by a financial institution, or	In alignment with the amendments to the governing law by the component authority., which are intended for reducing frequent public announcements by large enterprises, this Article has been amended.

area reaches 20 percent or more of paid-in capital or NT$300 million; provided, this shall not apply to the following circumstances: (Following unaffected provisions are omitted)	an investment in the Mainland China area reaches 20 percent or more of paid-in capital or NT$300 million; provided, this shall not apply to the following circumstances: (Following unaffected provisions are omitted)
Article 21: Paragraph 1: Omitted In the case of a company whose shares have no par value or a par value other than NT$10 Xfor the calculation of transaction amounts of 20 percent of paid-in capital under these Regulations, 10 percent of equity attributable to owners of the parent shall be substituted; for the calculation of transaction amounts of 5 percent of paid-in capital under these Regulations, 2.5 percent of equity attributable to owners of the parent shall be substituted; for calculations under the provisions of these Regulations regarding transaction amounts relative to paid-in capital of NT$10 billion, NT$20 billion of equity attributable to owners of the parent shall be substituted; for calculations under the provisions of these Regulations regarding transaction amounts relative to paid-in capital of NT$50 billion, NT$100 billion of equity attributable to owners of the parent shall be substituted.	Article 21: Paragraph 1: Omitted In the case of a company whose shares have no par value or a par value other than NT$10 Xfor the calculation of transaction amounts of 20 percent of paid-in capital under these Regulations, 10 percent of equity attributable to owners of the parent shall be substituted; for calculations under the provisions of these Regulations regarding transaction amounts relative to paid-in capital of NT$10 billion, NT$20 billion of equity attributable to owners of the parent shall be substituted.	Amended in correspondence to amendments to Article 16 herein.
Article 22: Supplementary Provisions (The above unaffected dates are omitted) The 9th Amendment was made on June 24, 2024. The 10th Amendment was made on May 29, 2026.	Article 22: Supplementary Provisions (The above unaffected dates are omitted) The 9th Amendment was made on June 24, 2024.	Information concerning the latest amendment, including the order and the provisional date of adoption by the shareholders’ meeting, has been added.

Appendix 1

CHEER TIME ENTERPRISE CO., LTD.

Rules of Procedure for Shareholders' Meeting

Article 1: Purpose and Applicable Laws

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

Article 2: Scope of Application

The rules of procedures for the Company's shareholders' meetings, except as otherwise provided by law, regulation, or the articles of incorporation, shall be as provided in these Rules.

Article 3: Convening shareholders' meetings and shareholders' meeting notices

Unless otherwise provided by law or regulation, the Company's shareholders' meetings shall be convened by the Board of Directors.

Unless otherwise provided in the Regulations Governing the Administration of Shareholder Services of Public Companies, where the Company convenes a shareholders' meeting with video conferencing, the Company shall expressly provide for such meetings in its Articles of Incorporation and obtain a resolution of its Board of Directors. Furthermore, convening of a virtual-only shareholders' meeting shall require a resolution adopted by a majority vote at a meeting of the Board of Directors attended by at least two-thirds of the total number of directors.

Changes to how the Company convenes its shareholders' meeting shall be resolved by the Board of Directors, and shall be made no later than mailing of the shareholders' meeting notice.
The Company shall prepare electronic versions of the shareholders' meeting notice and proxy forms, and the origins of and explanatory materials relating to all proposals, including proposals for adoption, matters for deliberation, or the election or dismissal of directors, and upload them to the Market Observation Post System (MOPS) before 30 days before the date of a regular shareholders' meeting or before 15 days before the date of a special shareholders' meeting. The Company shall prepare electronic versions of the shareholders' meeting agenda and supplemental meeting materials and upload them to the MOPS before 21 days before the date of the regular shareholders' meeting or before 15 days before the date of the special shareholders' meeting. If, however, the Company has the paid-in capital of NT$10 billion or more as of the last day of the most current fiscal year, or total shareholding of foreign shareholders and PRC shareholders reaches 30% or more as recorded in the register of shareholders of the shareholders' meeting held in the immediately preceding year, transmission of these electronic files shall be made by 30 days before the regular shareholders' meeting. In addition, before 15 days before the date of the shareholders' meeting, the Company shall also have prepared the shareholders' meeting agenda and supplemental meeting materials and made them available for review by shareholders at any time. The meeting agenda and supplemental materials shall also be displayed at the Company and the professional shareholder services agent designated thereby.
The Company shall make the meeting agenda and supplemental meeting materials in the preceding paragraph available to shareholders for review in the following manner on the date of the shareholders' meeting:
For physical shareholders' meetings, to be distributed on-site at the meeting.
For hybrid shareholders' meetings, to be distributed on-site at the meeting and shared on the virtual meeting platform.
For virtual-only shareholders' meetings, electronic files shall be shared on the virtual meeting platform.
The reasons for convening a shareholders' meeting shall be specified in the meeting notice and public announcement. With the consent of the addressee, the meeting notice may be given in electronic form.
Election or dismissal of directors, amendments to the articles of incorporation, reduction of capital, application for the approval of ceasing its status as a public company, approval of competing with the company by directors, surplus profit distributed in the form of new shares, reserve distributed in the form of new shares, the dissolution, merger, or demerger of the corporation, or any matter under Paragraph 1, Article 185 of the Company Act, Articles 26-1 and 43-6 of the Securities Exchange Act, Articles 56-1 and 60-2 of the Regulations Governing the Offering and Issuance of Securities by Securities Issuers shall be set out and the essential contents explained in the notice of the reasons for convening the shareholders' meeting. None of the above matters may be raised by an extraordinary motion.

Where re-election of all directors and independent directors as well as their inauguration date is stated in the notice of the reasons for convening the shareholders' meeting, after the completion of the re-election in said meeting such inauguration date may not be altered by any extraordinary motion or otherwise in the same meeting.
A shareholder holding one percent or more of the total number of issued shares may submit to the Company a proposal for discussion at a regular shareholders' meeting. The number of items so proposed is limited to one only, and no proposal containing more than one item will be included in the meeting agenda. However, if a shareholder proposes a recommendation for urging the company to promote public interests or fulfill its social responsibilities, the Board of Directors shall include it in the meeting agenda. In addition, When the circumstances of any subparagraph of Paragraph 4, Article 172-1 of the Company Act apply to a proposal put forward by a shareholder, the Board of Directors may exclude it from the agenda.
Prior to the book closure date before a regular shareholders' meeting is held, the Company shall publicly announce its acceptance of shareholder proposals in writing or electronically, and the location and time period for their submission; the period for submission of shareholder proposals may not be less than 10 days.
Shareholder-submitted proposals are limited to 300 words, and no proposal containing more than 300 words will be included in the meeting agenda. The shareholder making the proposal shall be present in person or by proxy at the regular shareholders' meeting and take part in discussion of the proposal.
Prior to the date for issuance of notice of a shareholders' meeting, the Company shall inform the shareholders who submitted proposals of the proposal screening results, and shall list in the meeting notice the proposals that conform to the provisions of this article. At the shareholders' meeting the Board of Directors shall explain the reasons for exclusion of any shareholder proposals not included in the agenda.

Article 4: Attendance at the shareholders' meeting by proxy and authorization

For each shareholders' meeting, a shareholder may appoint a proxy to attend the meeting by providing the proxy form issued by the Company 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 the Company before five days before the date of the shareholders' meeting. When duplicate proxy forms are delivered, the one received earliest shall prevail unless a declaration is made to cancel the previous proxy appointment.
After a proxy form has been delivered to the Company, 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 the Company before two 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.
If, after a proxy form is delivered to the Company, a shareholder wishes to attend the shareholders' meeting online, a written notice of proxy cancellation shall be submitted to the Company two 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.

Article 5: Principles determining the time and place of a shareholders' meeting

The venue for a shareholders' meeting shall be the premises of the Company, 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. Full consideration shall be given to the opinions of the independent directors with respect to the place and time of the meeting.
The restrictions on the place of the meeting shall not apply when the Company convenes a virtual-only shareholders' meeting.

Article 6: Preparation of documents such as the attendance book

The Company shall specify in its shareholders' meeting notices the time during which attendance registrations for shareholders, solicitors and proxies (collectively "shareholders") will be accepted, the place to register for attendance, and other matters for attention. To convene virtual shareholders' meetings, particulars shall be included such as how shareholders attend the virtual meeting and exercise their rights, actions to be taken if the virtual meeting platform or participation in the virtual meeting is obstructed due to force majeure events, the date when the meeting is postponed or resumed, if necessary, and other matters for attention; for example, to convene a virtual-only shareholders' meeting, appropriate alternative measures available to shareholders with difficulties in attending a virtual shareholders' meeting online shall be specified.
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. For virtual shareholders' meetings, shareholders may begin to register on the virtual meeting platform 30 minutes before the meeting

starts. Shareholders completing registration will be deemed as attend the shareholders’ meeting in person.

The Company shall furnish the attending shareholders or proxies authorized by shareholders (hereinafter referred to as shareholders) with an attendance book to sign, or attending shareholders may hand in a sign-in card in lieu of signing in.
The Company shall furnish attending shareholders with the meeting agenda book, annual report, attendance card, speaker's slips, voting slips, and other meeting materials. Where there is an election of directors, pre-printed ballots shall also be furnished.
Shareholders shall attend shareholders' meetings based on attendance cards, sign-in cards, or other certificates of attendance. The Company may not arbitrarily add requirements for other documents beyond those showing eligibility to attend presented by shareholders. Solicitors soliciting proxy forms shall also bring identification documents for verification.
When the government or a juristic person is a shareholder, it may be represented by more than one representative at a shareholders' meeting. When a juristic person is appointed to attend as proxy, it may designate only one person to represent it in the meeting.
In the event of a virtual shareholders' meeting, shareholders wishing to attend the meeting online shall register with the Company two days before the meeting date. In the event of a virtual shareholders' meeting, the Company shall upload the meeting agenda book, annual report and other meeting materials to the virtual meeting platform at least 30 minutes before the meeting starts, and keep this information disclosed until the end of the meeting.

Article 6-1: (Convening virtual shareholders' meetings and particulars to be included in shareholders' meeting notice) To convene a virtual shareholders' meeting, the Company shall include the follow particulars in the shareholders' meeting notice:

How shareholders attend the virtual meeting and exercise their rights.
Actions to be taken if the virtual meeting platform or participation in the virtual meeting is obstructed due to natural disasters, accidents or other force majeure events, at least covering the following particulars:

(1) To what time the meeting is postponed or from what time the meeting will resume if the above obstruction continues and cannot be removed, and the date to which the meeting is postponed or on which the meeting will resume.

(2) Shareholders not having registered to attend the affected virtual shareholders' meeting shall not attend the postponed or resumed session.

(3) In case of a hybrid shareholders' meeting, when the virtual meeting cannot be continued, if the total number of shares represented at the meeting, after deducting those represented by shareholders attending the virtual shareholders' meeting online, meets the minimum legal requirement for a shareholders' meeting, then the shareholders' meeting shall continue. The shares represented by shareholders attending the virtual meeting online shall be counted towards the total number of shares represented by shareholders present at the meeting, and the shareholders attending the virtual meeting online shall be deemed abstaining from voting on all proposals on meeting agenda of that shareholders' meeting.

(4) Actions to be taken if the outcome of all proposals have been announced and extraordinary motion has not been carried out.

To convene a virtual-only shareholders' meeting, appropriate alternative measures available to shareholders with difficulties in attending a virtual shareholders' meeting online shall be specified. Except in the circumstances set out in Article 44-9, paragraph 6 of the Regulations Governing the Administration of Shareholder Services of Public Companies, the Company shall at least provide the shareholders with connection facilities and necessary assistance, and specify the period during which shareholders may apply to the Company and other related matters requiring attention.

Article 7: The chair and non-voting participants of a shareholders' meeting

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, the vice chairperson shall act in place of the chairperson; if there is no vice chairperson or the vice chairperson also is on leave or for any reason unable to exercise the powers of the vice chairperson, the chairperson shall appoint one of the managing directors to act as chair, or, if there are no managing directors, one of the directors shall be appointed to act as chair. Where the chairperson does not make such a designation, the managing directors or the directors shall select from among themselves one person to serve as chair.
It is advisable that shareholders' meetings convened by the Board of Directors be attended by a majority of the directors.
If a shareholders' meeting is convened by a party with power to convene but other than the Board of Directors, the convening party shall chair the meeting. When there are two or more such convening parties, they shall mutually select a chair from among themselves.

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

Article 8: (Documentation of a shareholders' meeting by audio or video)

The Company shall make an uninterrupted audio and video recording of the meeting procedures and the recorded materials shall be retained for at least one year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the recording shall be retained until the conclusion of the litigation.

Where a shareholders' meeting is held online, the Company shall keep records of shareholder registration, sign-in, check-in, questions raised, votes cast and results of votes counted by the Company, and continuously audio and video record, without interruption, the proceedings of the virtual meeting from beginning to end.

The information and audio and video recording in the preceding paragraph shall be properly kept by the Company during the entirety of its existence, and copies of the audio and video recording shall be provided to and kept by the party appointed to handle matters of the virtual meeting.

In case of a virtual shareholders' meeting, the Company is advised to audio and video record the back-end operation interface of the virtual meeting platform.

Article 9: Calculation of number of shares in attendance and convening the meeting

Attendance at shareholders' meetings shall be calculated based on numbers of shares. The number of shares in attendance shall be calculated according to the shares indicated by the attendance book and sign-in cards handed in. In addition, the number of shares whose voting rights are exercised by correspondence of electronically, as adopted by the Company, shall be calculated altogether.
The chair shall call the meeting to order at the appointed meeting time and disclose relevant information concerning the number of nonvoting shares and number of shares represented by shareholders attending the meeting, etc. However, when the attending shareholders do not represent a majority of the total number of issued shares, the chair may announce a postponement, provided that no more than two such postponements, for a combined total of no more than one hour, may be made. If the quorum is not met after two postponements and the attending shareholders still represent less than one third of the total number of issued shares, the chair shall declare the meeting adjourned. In the event of a virtual shareholders' meeting, the Company shall also declare the meeting adjourned at the virtual meeting platform.
If the quorum is not met after two postponements as referred to in the preceding paragraph, but the attending shareholders represent one third or more of the total number of issued shares, a tentative resolution may be adopted pursuant to Paragraph 1, Article 175 of the Company Act; all shareholders shall be notified of the tentative resolution and another shareholders' meeting shall be convened within one month. In the event of a virtual shareholders' meeting, shareholders intending to attend the meeting online shall re-register to the Company in accordance with Article 6.
When, prior to conclusion of the meeting, the attending shareholders represent a majority of the total number of issued shares, the chair may resubmit the tentative resolution for a vote by the shareholders' meeting pursuant to Article 174 of the Company Act.

Article 10: Discussion of proposals

If a shareholders' meeting is convened by the Board of Directors, the meeting agenda shall be set by the Board of Directors. Votes shall be cast on each separate proposal in the agenda. The meeting shall proceed in the order set by the agenda, which may not be changed without a resolution of the shareholders' meeting.
The provisions of the preceding paragraph apply mutatis mutandis to a shareholders' meeting convened by a party with the power to convene that is not the Board of Directors.
The chair may not declare the meeting adjourned prior to completion of deliberation on the meeting agenda of the preceding two paragraphs (including extraordinary motions), except by a resolution of the shareholders' meeting. If the chair declares the meeting adjourned in violation of the rules of procedure, the other members of the Board of Directors shall promptly assist the attending shareholders in electing a new chair in accordance with statutory procedures, by agreement of a majority of the votes represented by the attending shareholders, and then continue the meeting.
The chair shall allow ample opportunity during the meeting for explanation and discussion of proposals and of amendments or extraordinary motions put forward by the shareholders; when the chair is of the opinion that a proposal has been discussed sufficiently to put it to a vote, the chair may announce the discussion closed, call for a vote, and schedule sufficient time for voting.

Article 11: Shareholder speech

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

Except with the consent of the chair, a shareholder may not speak more than twice on the same proposal, and a single speech may not exceed 5 minutes. If the shareholder's speech violates the rules or exceeds the scope of the agenda item, the chair may terminate the speech.
When an attending shareholder is speaking, other shareholders may not speak or interrupt unless they have sought and obtained the consent of the chair and the shareholder that has the floor; the chair shall stop any violation.
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. After an attending shareholder has spoken, the chair may respond in person or direct relevant personnel to respond.
Where a virtual shareholders' meeting is convened, shareholders attending the virtual meeting online may raise questions in writing at the virtual meeting platform from the chair declaring the meeting open until the chair declaring the meeting adjourned. No more than two questions for the same proposal may be raised. Each question shall contain no more than 200 words. The regulations in paragraphs 1 to 5 do not apply. As long as questions so raised in accordance with the preceding paragraph are not in violation of the regulations or beyond the scope of a proposal, it is advisable the questions be disclosed to the public at the virtual meeting platform.

Article 12: Calculation of voting shares and recusal system

Voting at a shareholders' meeting shall be calculated based on the number of shares. In addition, the number of shares whose voting rights are exercised by correspondence of electronically, as adopted by the Company, shall be calculated altogether.
With respect to resolutions of shareholders' meetings, the number of shares held by a shareholder with no voting rights shall not be calculated as part of the total number of issued shares.
When a shareholder is an interested party in relation to an agenda item, and there is the likelihood that such a relationship would prejudice the interests of the Company, that shareholder may not vote on that item, and may not exercise voting rights as proxy for any other shareholder.
The number of shares for which voting rights may not be exercised under the preceding paragraph shall not be calculated as part of the voting rights represented by attending shareholders.
With the exception of a trust enterprise or a shareholder services agent approved by the competent securities authority, when one person is concurrently appointed as proxy by two or more shareholders, the voting rights represented by that proxy may not exceed three percent of the voting rights represented by the total number of issued shares. If that percentage is exceeded, the voting rights in excess of that percentage shall not be included in the calculation.

Article 13: Voting of proposals, and method of vote monitoring and counting

A shareholder shall be entitled to one vote for each share held, except when the shares are restricted to the shares.
When the Company holds a shareholder's meeting, it shall adopt exercise of voting rights by electronic means and may adopt exercise of voting rights by correspondence. When voting rights are exercised by correspondence or electronic means, the method of exercise shall be specified in the shareholders' meeting notice. A shareholder exercising voting rights by correspondence or electronic means will be deemed to have attended the meeting in person, but to have waived his/her rights with respect to the extraordinary motions and amendments to original proposals of that meeting; it is therefore advisable that the Company avoid the submission of extraordinary motions and amendments to original proposals.
A shareholder intending to exercise voting rights by correspondence or electronic means under the preceding paragraph shall deliver a written declaration of intent to the Company before two days prior to the date of the shareholders' meeting. When duplicate declarations of intent are delivered, the one received earliest shall prevail, except when a declaration is made to cancel the earlier declaration of intent.
After a shareholder has exercised voting rights by correspondence or electronic means, in the event the shareholder intends to attend the shareholders' meeting in person or online, a written declaration of intent to retract the voting rights already exercised under the preceding paragraph shall be made known to the Company, by the same means by which the voting rights were exercised, before two business days before the date of the shareholders' meeting. If the notice of retraction is submitted after that time, the voting rights already exercised by correspondence or electronic means shall prevail. When a shareholder has exercised voting rights both by correspondence or electronic means and by appointing a proxy to attend a shareholders' meeting, the voting rights exercised by the proxy in the meeting shall prevail.
Except as otherwise provided in the Company Act and in the Company's articles of incorporation, the passage of a proposal shall require an affirmative vote of a majority of the voting rights represented by the attending shareholders.
When there is an amendment or an alternative to a proposal, the chair shall present the amended or

alternative proposal together with the original proposal and decide the order in which they will be put to a vote. When any one among them is passed, the other proposals will then be deemed rejected, and no further voting shall be required.

Vote monitoring and counting personnel for the voting on a proposal shall be appointed by the chair, provided that all monitoring personnel shall be shareholders of the Company. Vote counting shall be conducted in public at the place of the shareholders' meeting. The results of the voting shall be announced on-site at the meeting, and a record made of the vote.
When the Company convenes a virtual shareholders' meeting, after the chair declares the meeting open, shareholders attending the meeting online shall cast votes on proposals and elections on the virtual meeting platform before the chair announces the voting session ends or will be deemed abstained from voting.

In the event of a virtual shareholders' meeting, votes shall be counted at once after the chair announces the voting session ends, and results of votes and elections shall be announced immediately. When the Company convenes a hybrid shareholders' meeting, if shareholders who have registered to attend the meeting online in accordance with Article 6 decide to attend the physical shareholders' meeting in person, they shall revoke their registration two days before the shareholders' meeting in the same manner as they registered. If their registration is not revoked within the time limit, they may only attend the shareholders' meeting online.

When shareholders exercise voting rights by correspondence or electronic means, unless they have withdrawn the declaration of intent and attended the shareholders' meeting online, except for extraordinary motions, they will not exercise voting rights on the original proposals or make any amendments to the original proposals or exercise voting rights on amendments to the original proposal.

Article 14: Election matters

The election of directors at a shareholders' meeting shall be held in accordance with the applicable election and appointment rules adopted by the Company, and the voting results shall be announced on-site immediately, including the names of those elected as directors and supervisors and the numbers of votes with which they were elected, and the names of directors and supervisors not elected and number of votes they received.
The ballots for the election referred to in the preceding paragraph shall be sealed with the signatures of the monitoring personnel and kept in proper custody for at least one year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the ballots shall be retained until the conclusion of the litigation.

Article 15: Meeting minutes and matters for signing

Matters relating to the resolutions of a shareholders' meeting shall be recorded in the meeting minutes. The meeting minutes shall be signed or sealed by the chair of the meeting and a copy distributed to each shareholder within 20 days after the conclusion of the meeting. The meeting minutes may be produced and distributed in electronic form.
The Company may distribute the meeting minutes of the preceding paragraph by means of a public announcement made through the MOPS.
The meeting minutes shall accurately record the year, month, day, and place of the meeting, the chair's full name, the methods by which resolutions were adopted, and a summary of the deliberations and their voting results (including the number of voting rights), and disclose the number of voting rights won by each candidate in the event of an election of directors or supervisors. The minutes shall be retained for the duration of the existence of the Company.
The method of resolution in the preceding paragraph is based on the chair's inquiry upon the shareholders' opinions; if the shareholders make no objection to the proposals, "unanimous consent of all shareholders present at the meeting upon inquiry by the chair" shall be specified; however, when the shareholders voice an objection, the method of vote monitoring and counting, and the approved number and percentage of voting rights shall be specified.
Where a virtual shareholders' meeting is convened, in addition to the particulars to be included in the meeting minutes as described in the preceding paragraph, the start time and end time of the shareholders' meeting, how the meeting is convened, the chair's and secretary's name, and actions to be taken in the event of disruption to the virtual meeting platform or participation in the meeting online due to natural disasters, accidents or other force majeure events, and how issues are dealt with shall also be included in the minutes.
When convening a virtual-only shareholders' meeting, other than compliance with the requirements in the preceding paragraph, the Company shall specify in the meeting minutes alternative measures available to shareholders with difficulties in attending a virtual-only shareholders' meeting online

Article 16: Public disclosure

On the day of a shareholders' meeting, the Company shall compile in the prescribed format a statistical statement of the number of shares obtained by solicitors through solicitation, the number

of shares represented by proxies and the number of shares represented by shareholders attending the meeting by correspondence or electronic means, and shall make an express disclosure of the same at the place of the shareholders' meeting. In the event a virtual shareholders' meeting, the Company shall upload the above meeting materials to the virtual meeting platform at least 30 minutes before the meeting starts, and keep this information disclosed until the end of the meeting.

During the Company's virtual shareholders' meeting, when the meeting is called to order, the total number of shares represented at the meeting shall be disclosed on the virtual meeting platform. The same shall apply whenever the total number of shares represented at the meeting and a new tally of votes is released during the meeting. If matters put to a resolution at a shareholders' meeting constitute material information under applicable laws or regulations or under Taiwan Stock Exchange Corporation (or Taipei Exchange Market) regulations, the Company shall upload the content of such resolution to the MOPS within the prescribed time period.

Article 17: Maintaining order at the meeting place

Staff handling administrative affairs of a shareholders' meeting shall wear identification cards or arm bands.
Concerning the circumstances at the meeting, the chair may direct the proctors or security personnel to help maintain order at the meeting place. When proctors or security personnel help maintain order at the meeting place, they shall wear an identification card or armband bearing the word "Proctor."
At the place of a shareholders' meeting, if a shareholder attempts to speak through any device other than the public address equipment set up by the Company, the chair may prevent the shareholder from so doing. When a shareholder violates the rules of procedure and defies the chair's correction, obstructing the proceedings and refusing to heed calls to stop, the chair may direct the proctors or security personnel to escort the shareholder from the meeting.

Article 18: Recess and resumption of a shareholders' meeting

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

Article 19: (Disclosure of information at virtual meetings)

In the event of a virtual shareholders' meeting, the Company shall disclose real-time results of votes and election immediately after the end of the voting session on the virtual meeting platform according to the regulations, and this disclosure shall continue at least 15 minutes after the chair has announced the meeting adjourned.

Article 20: (Location of the chair and secretary of virtual-only shareholders' meeting)

When the Corporation convenes a virtual-only shareholders' meeting, both the chair and secretary shall be in the same location, and the chair shall declare the address of their location when the meeting is called to order.

Article 21: (Handling of disconnection)

In the event of a virtual shareholders' meeting, the Company may offer a simple connection test to shareholders prior to the meeting, and provide relevant real-time services before and during the meeting to help resolve communication technical issues.
In the event of a virtual shareholders' meeting, when declaring the meeting open, the chair shall also declare, unless under a circumstance where a meeting is not required to be postponed to or resumed at another time under Paragraph 4, Article 44-20 of the Regulations Governing the Administration of Shareholder Services of Public Companies, if the virtual meeting platform or participation in the virtual meeting is obstructed due to natural disasters, accidents or other force majeure events before the chair has announced the meeting adjourned, and the obstruction continues for more than 30 minutes, the meeting shall be postponed to or resumed on another date within five days, in which case Article 182 of the Company Act shall not apply.
For a meeting to be postponed or resumed as described in the preceding paragraph, shareholders who have not registered to participate in the affected shareholders' meeting online shall not attend the postponed or resumed session.
For a meeting to be postponed or resumed under the second paragraph, the number of shares represented by, and voting rights and election rights exercised by the shareholders who have registered to participate in the affected shareholders' meeting and have successfully signed in the meeting, but do not attend the postpone or resumed session, at the affected shareholders' meeting, shall be counted towards the total number of shares, number of voting rights and number of election rights represented at the postponed or resumed session.

During a postponed or resumed session of a shareholders’ meeting held under the second paragraph, no further discussion or resolution is required for proposals for which votes have been cast and counted and results have been announced, or list of elected directors and supervisors.
When the Company convenes a hybrid shareholders’ meeting, and the virtual meeting cannot continue as described in second paragraph, if the total number of shares represented at the meeting, after deducting those represented by shareholders attending the virtual shareholders’ meeting online, still meets the minimum legal requirement for a shareholders’ meeting, then the shareholders’ meeting shall continue, and not postponement or resumption thereof under the second paragraph is required.
Under the circumstances where a meeting should continue as in the preceding paragraph, the shares represented by shareholders attending the virtual meeting online shall be counted towards the total number of shares represented by shareholders present at the meeting, provided these shareholders shall be deemed abstaining from voting on all proposals on meeting agenda of that shareholders’ meeting.
When postponing or resuming a meeting according to the second paragraph, the Company shall handle the preparatory work based on the date of the original shareholders’ meeting in accordance with the requirements listed under Paragraph 7, Article 44-20 of the Regulations Governing the Administration of Shareholder Services of Public Companies.
For dates or period set forth under the second half of Article 12, and Paragraph 3, Article 13 of Regulations Governing the Use of Proxies for Attendance at Shareholders’ Meetings of Public Companies, and Paragraph 2 of Article 44-5, Article 44-15, and Paragraph 1 of Article 44-17 of the Regulations Governing the Administration of Shareholder Services of Public Companies, the Company shall handle the matter based on the date of the shareholders’ meeting that is postponed or resumed under the second paragraph.

Article 22: (Handling of digital divide)

When convening a virtual-only shareholders’ meeting, the Company shall provide appropriate alternative measures available to shareholders with difficulties in attending a virtual shareholders’ meeting online. Except in the circumstances set out in Article 44-9, paragraph 6 of the Regulations Governing the Administration of Shareholder Services of Public Companies, the Company shall at least provide the shareholders with connection facilities and necessary assistance, and specify the period during which shareholders may apply to the Company and other related matters requiring attention.

Article 23: Effectiveness and amendment

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

Article 24: Supplementary Provisions

These Rules were promulgated on March 3, 2002.

The 1st amendment was made on December 25, 2003.

The 2nd amendment was made on June 30, 2006.

The 3th amendment was made on June 9, 2011.

The 4th amendment was made on June 28, 2012.

The 5th amendment was made on June 26, 2015.

The 6th amendment was made on June 22, 2017.

The 7th amendment was made on June 18, 2020.

The 8th amendment was made on July 13, 2021.

The 9th amendment was made on June 1, 2022.

The 10th amendment was made on June 24, 2024.

Appendix 2

CHEER TIME ENTERPRISE CO., LTD.

Articles of Incorporation

Chapter 1 General Provision

Article 1: The Company is incorporated in accordance with the Company Act and registered under the business name of “CHEER TIME ENTERPRISE CO. LTD.” (蒸鈦股份有限公司).

Article 2: The Company’s scope of services is set out hereunder:

CC01080 Electronics Components Manufacturing.
CC01110 Computer and Peripheral Equipment Manufacturing.
F106010 Wholesale of Hardware.
F112020 Wholesale of Coal and Products
F212030 Retail Sale of Coal.
F401010 International Trade.
E599010 Pipe Lines Construction
E603010 Cable Installation Engineering.
E603040 Fire Fighting Equipments Construction.
E603050 Automatic Control Equipment Engineering.
E603080 Traffic Signs Installation Engineering.
E603090 Lighting Equipments Construction.
E605010 Computer Equipment Installation.
E801010 Indoor Decoration.
F104110 Wholesale of Cloths, Garments, Shoes, Hats, Umbrellas and Clothing Accessories.
F105050 Wholesale of Furniture, Bedding Kitchen Utensils and Fixtures.
F204110 Retail Sale of Cloths, Garments, Shoes, Hats, Umbrellas and Clothing Accessories.
F205040 Retail Sale of Furniture, Bedding Kitchen Utensils and Fixtures.
I502010 Clothing Designing.
F399040 Retail Sale No Storefront.
F113050 Wholesale of Computers and Clerical Machinery Equipment.
F117010 Wholesale of Fire Safety Equipment.
F118010 Wholesale of Computer Software.
F119010 Wholesale of Electronic Materials.
F213030 Retail Sale of Computers and Clerical Machinery Equipment.
F216010 Retail Sale of Camera Equipment.
F217010 Retail Sale of Fire Fighting Equipments.
F218010 Retail Sale of Computer Software.
F219010 Retail Sale of Electronic Materials.
I301010 Software Design Services.
I301020 Data Processing Services.
I301030 Electronic Information Supply Services.
CA01100 Aluminium Rolling, Drawing and Extruding.
CA01160 Magnesium Rolling, Drawing and Extruding.
CA02990 Other Metal Products Manufacturing
ZZ99999 All business activities that are not prohibited or restricted by law, except those that are subject to special approval.

Article 3: The Company shall have its head office in New Taipei City, the Republic of China, and may, pursuant to a resolution adopted at the meeting of the board, set up branch offices within or outside the territory of the Republic of China when deemed necessary.

Article 4: Deleted.

Article 4-1: For the purpose of diversified management, where the Company make re-investments in other companies as a shareholder of limited liability, limitations under Article 13 of the Company Act may be exempted (i.e. total amount of re-investment may be more than 40 percent of the Company’s paid-in capital).

Article 4-2: The Company may make guarantees as the business may require.

Chapter 2 Shares

Article 5: The total amount of the Company’s capital is NT$4,000,000,000, which is divided into 400,000,000 shares, with a value per share of NT$10 and may be issued by installments, with the unissued shares to be issued by installments by the Board of Directors under authorization in accordance with the Company Act and relevant laws and regulations.

Article 5-1: Employees of the Company entitled to receive treasury shares transferred by the Company, receive share subscription warrant, subscribe new shares issued, or receive restricted stock for employees may include the employees of subsidiaries of the Company meeting certain specific requirements.

Article 6: Deleted.

Article 7: The Company’s shares are all registered and shall be signed or stamped by directors representing the Company. The shares are then issued after being certified by the competent authority or the issuers and certifiers approved by such authority. The Company may be exempted from printing its share certificate as well as other securities, yet shall register the issued shares with a centralized securities depository enterprise.

Article 7-1: Deleted.

Article 8: The period of ownership change for shares shall be in accordance with Article 165 of the Company Act.

Chapter 3 Shareholders’ Meeting

Article 9: Shareholders’ meeting shall be of the following two kinds:

Regular meeting of shareholders: to be held at least once every year within six months after close of each fiscal year; and
Special meeting of shareholders: to be held when necessary.

Electric voting is adopted as one of the manners for exercising voting rights by the Company’s shareholders in a regular shareholders’ meeting, whose relevant operations shall be handled in accordance with the provisions of competent authority.

Article 9-1: The notice for convening a shareholders’ meeting to shareholders holding fewer than one thousand shares of the Company’s registered shares may be made in form of announcements uploaded to the Market Observation Post System (MOPS).

Article 9-2: A shareholders’ meeting of the Company may be convened in form of virtual-only meeting or other manners announced by the Ministry of Economic Affairs.

Article 10: In case a shareholder cannot attend a shareholders’ meeting for any reason, the shareholder may appoint a proxy to attend a shareholders’ meeting in his/her/its behalf by executing a power of attorney stating therein the scope of power authorized to the proxy. In addition to provisions under Article 177 of the Company Act, matters concerning the appointment of a proxy by a shareholder shall be handled in accordance with the “Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies” promulgated by the competent authority.

Article 11: Except in the circumstances otherwise provided for in the Company Act, a shareholder 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 shareholders present, who represent more than one-half of the total number of voting shares.

Chapter 4 Directors and Audit Committee

Article 13: The Company shall have 7 to 11 directors to be elected, with the term of three years. The Company adopts the candidates nomination system, and the shareholders shall elect the directors from among the nominees for director at the shareholders meeting from among the individuals of legal capacity. The directors may be re-elected after the term. The provisions of the competent security authority shall apply to the total percentage of shareholding by all shareholders. The Chairman under authorization may obtain liability insurance for all directors and handle relevant matters.

Article 13-1: The number of appointed directors of the Company earlier mentioned shall have no fewer than three independent directors and the same shall not be less than one fifth of the total number of directors of the Company. The professional qualifications, shareholding, part-time job restrictions, nominations, means of election as well as other relevant issues should all be in accordance with the regulations of the competent security authority.

Article 14: The Board of Directors is composed of all directors. The Director is elected by two-thirds of the directors present at the meeting and representing one-half or more of the number of directors present at the meeting, and shall externally represent the Company. A Vice Chairman of the board may also be elected from among the directors when necessary.

Article 14-1: The Company may convene a meeting of the Board of Directors anytime in case of emergency, whose notice may be sent to directors in an electronic manner.

Article 15: In case the Chairman of is on leave or absent or can not exercise his power and authority for any cause, the director to act on his behalf shall be designated in accordance with Article 208 of the Company Act.

Article 15-1: A director unable to attend the meeting in person may appoint another individual to attend the meeting as his/her proxy in accordance with Article 205 of the Company Act.

Article 16: The compensation of all directors for acting duties for the Company shall be given regardless of business profit or loss. The Board of Directors is authorized to determine the amount of compensation to the directors of the Company based on the directors' level of operational participation as well as value of the contribution, with reference to the peer payment level.

Article 16-1: In case no election of new directors is effected after expiration of the term of office of existing directors, the term of office of out-going directors shall be extended until the time new directors have been elected and assumed their office.

The Board of Directors of the Company may set up other functional committees for the needs of business operation, and the qualification of its members, exercise of duties and relevant matters shall be in accordance with the regulations prescribed by the competent authority and adopted by the board otherwise.

The Company shall establish its audit committee in accordance with Article 14-4 of the Securities and Exchange Act, whose members shall be all independent directors of the Company.

The composition, duties, rules for procedure of meetings and other matters for compliance relating to the audit committee shall be handled in accordance with relevant provisions of the competent security authority.

Chapter 5 Managerial Officers and Staff

Article 17: The Company may have one or more managerial officers. Appointment, discharge and the remuneration of the managerial officers shall be in compliance with Article 29 of the Company Act.

Chapter 6 Accounting

Article 18: After the close of each fiscal year, the following reports and statements shall be prepared by the Board of Directors, and shall be submitted to the regular meeting of shareholders for acceptance: 1. Report on Operations; 2. Financial Statements; and 3. Proposals Concerning Appropriation of Net Profits of Making Up.

Article 19: (Deleted)

Article 20: If there is a profit (i.e. the after-tax benefit prior to deductions of compensations for employees and directors) in the final accounts of the Company, a proportion of 1-5 percent shall be reserved as employees compensation, among which shall include no lower 1 percent of such compensation distributed to non-executive employees for adjustment of salary or compensation distribution; and no higher than 3 percent shall be reserved as compensation to the directors. However, if there's still cumulative losses (including adjustment to undistributed earnings), the amount to make up for the losses shall be made first.

The compensations of employees and non-executive employees mentioned in the preceding paragraph may be made in form of share or cash. Employees entitled to such compensation may include the employees of the subsidiary meeting the conditions set forth by the board. The compensations for directors may only be made in cash.

The compensations in the preceding two paragraphs shall be resolved by the board and reported to the shareholders' meeting.

Article 20-1: If there is an after-tax profit after closing of accounts, the Company shall first make up the losses for the preceding years (including adjustment to undistributed earnings), and then set aside a legal reserve of ten percent (10%) of the profit.

Where such legal reserve amounts to the total paid-in capital, this provision shall not apply. Aside from the aforesaid legal reserve, the Company may, under its regulations, set aside another sum as special reserve or make reversals thereof; if there are still earnings after the aforesaid distribution, a proposal for distribution of such earnings combined with cumulative undistributed earnings (including adjustment to undistributed earnings) may be proposed by the Board of Directors and submit to the shareholders' meeting for resolution and distribution as shareholders' dividend and bonus.

The distribution of dividends by the Company on the earnings for the fiscal year depends on the earnings of the year and is made under the principle of stability in dividends. Given the current mature stage of the industry and the Company's capital structure, the dividends are primarily distributed through a combination of stock dividends and cash dividends. The dividend policy follows the residual dividend policy, primarily based on the Company's future capital budget to assess the annual funding requirements. Funds required for reserves from retained earnings are made first, and the remaining earnings are distributed as dividends. The steps for distribution are as follows:

(1) Optimal capital budget.
(2) Decide on the funds needed to meet the capital budget requirements.
(3) Determine the amount of funds needed for financing, supported by retained earnings (additional funding may be made through cash capital increases or corporate bonds).

(4) After reserving an appropriate amount for operational needs, the earnings may be distributed to the shareholders in the form of dividends.

Among the said cash dividend, the amount shall be no less than ten percent of the total of stock dividends and cash dividends.

Chapter 7 Supplementary Provisions

Article 21: In regard to all matters not provided for in these Articles of Incorporation, the Company Act and other relevant laws and regulations shall govern.

Article 22: These Articles of Incorporation are agreed to and signed on June 18, 1987.

The 1st amendment was made on July 13, 1987.

The 2nd amendment was made on October 6, 1987.

The 3rd amendment was made on January 20, 1989.

The 4th amendment was made on May 20, 1989.

The 5th amendment was made on July 11, 1990.

The 6th amendment was made on August 16, 1991.

The 7th amendment was made on October 2, 1992.

The 8th amendment was made on August 30, 1999.

The 9th amendment was made on July 3, 2000.

The 10th amendment was made on July 7, 2001.

The 11th amendment was made on March 3, 2002.

The 12th amendment was made on May 18, 2002.

The 13th amendment was made on May 24, 2003.

The 14th amendment was made on December 25, 2003.

The 15th amendment was made on June 7, 2004.

The 16th amendment was made on May 24, 2005.

The 17th amendment was made on June 30, 2006.

The 18th amendment was made on May 30, 2007.

The 19th amendment was made on May 30, 2008.

The 20th amendment was made on May 21, 2009.

The 21st amendment was made on June 18, 2013.

The 22nd amendment was made on June 27, 2014.

The 23rd amendment was made on June 24, 2016.

The 24th amendment was made on June 22, 2017.

The 25th amendment was made on June 18, 2020.

The 26th amendment was made on June 1, 2022.

The 27th amendment was made on May 29, 2025.

Appendix 3

CHEER TIME ENTERPRISE CO., LTD.

Shareholding of Directors

I. The Company's paid-in capital is NT$642,630,000 with 64,263,000 shares issued.
II. In accordance with Article 26 of the Securities and Exchange Act, the number of shares legally held by whole directors of the Company is 5,141,040.
III. The numbers of shares held by the individual director and the whole directors of the Company as recorded in the shareholders' register as of the book closure date (March 31, 2026) are as follows:

Title	Name	No. of Shares Held (Share)
Chairperson	Chuang, Ming-Li	8,571,080
Vice Chairperson	Liu, Wen-Chen	6,800,000
Director	Chuan Ta Investment Co., Ltd.
Representative: Lin, Chung-Nan	4,920,582
1,147,470
Director	Chuang, Po-Chiang	200,000
Independent Director	Shen, Hui-Cheng	0
Independent Director	Lu, Chia-Kai	0
Independent Director	Liu, Chi-Hsu	0
Total Shares of Whole Directors		21,639,132
Total Shares of Whole Directors (Excluding Independent Directors)		21,639,132

AI assistant

CHEER TIME AGM Information 2026

52306_rns_2026-04-24_4ace31f3-8962-4868-a1a8-5e7d22a06cd7.pdf

CHEER TIME ENTERPRISE CO., LTD.

TABLE OF CONTENTS

Meeting Procedure of 2026 Annual Shareholders' Meeting

Meeting Procedure of 2026 Annual Shareholders' Meeting

I. Call the Meeting to Order

II. Report Matters

IV. Matters for Discussion

V. Extraordinary Motion

VI. Adjournment

2025 Business Report

I. 2025 Business Results

II. Overview of 2026 Business Plan

Cheer Time Enterprise Co., Ltd.

Cheer Time Enterprise Co., Ltd. Communications between Independent Director(s) and Internal Audit Manager(s)

I. Contents of Communications:

II. Communication Status between the Independent Director(s) and Internal Audit Manager(s):

Auditor’s responsibilities for the audit of the financial statements

Opinion

Basis for opinion

Key audit matter

Evaluation of impairment of property, plant and equipment

Audit procedures in response:

Other matter

Responsibilities of management and those charged with governance for the financial statements

Auditor’s responsibilities for the audit of the financial statements

CHEER TIME ENTERPRISE CO., LTD.

2025 Table for Make-Up for Losses

Comparison Table for the Amendment to the Company's "Procedures for the Acquisition or Disposal of Assets"

CHEER TIME ENTERPRISE CO., LTD.

Articles of Incorporation

Chapter 7 Supplementary Provisions

Shareholding of Directors

AI assistant

CHEER TIME — AGM Information 2026

52306_rns_2026-04-24_4ace31f3-8962-4868-a1a8-5e7d22a06cd7.pdf

CHEER TIME ENTERPRISE CO., LTD.

TABLE OF CONTENTS

Meeting Procedure of 2026 Annual Shareholders' Meeting

Meeting Procedure of 2026 Annual Shareholders' Meeting

I. Call the Meeting to Order

II. Report Matters

IV. Matters for Discussion

V. Extraordinary Motion

VI. Adjournment

2025 Business Report

I. 2025 Business Results

II. Overview of 2026 Business Plan

Cheer Time Enterprise Co., Ltd.

Cheer Time Enterprise Co., Ltd. Communications between Independent Director(s) and Internal Audit Manager(s)

I. Contents of Communications:

II. Communication Status between the Independent Director(s) and Internal Audit Manager(s):

Auditor’s responsibilities for the audit of the financial statements

Opinion

Basis for opinion

Key audit matter

Evaluation of impairment of property, plant and equipment

Audit procedures in response:

Other matter

Responsibilities of management and those charged with governance for the financial statements

Auditor’s responsibilities for the audit of the financial statements

CHEER TIME ENTERPRISE CO., LTD.

2025 Table for Make-Up for Losses

Comparison Table for the Amendment to the Company's "Procedures for the Acquisition or Disposal of Assets"

CHEER TIME ENTERPRISE CO., LTD.

Articles of Incorporation

Chapter 7 Supplementary Provisions

Shareholding of Directors

More from CHEER TIME

CHEER TIME AGM Information 2026