Compal - AGM Information 2025 | FinancialReports.eu

Stock Ticker 2324

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2025 Annual General Shareholders’ Meeting No. 581, Ruiguang Rd., Neihu District, Taipei City, Taiwan Convening Methods: Physical shareholders’ meeting May 29, 2025

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This translated document is prepared in accordance with the Chinese version and is for reference only. In the event of any inconsistency between the English version and the Chinese version, the Chinese version shall prevail.

Ⅰ . Meeting Procedures .............................................................................. 1 Ⅱ . Meeting Agenda ................................................................................... 3 1. Report Items .................................................................................... 5 2. Ratification Items ............................................................................ 10 3. Discussion Items .............................................................................. 14 4. Special Motion ................................................................................ 19 Ⅲ . Attachments

Business Report for the year 2024
Independent Auditors’ Report
Audit Committee’s Review Report
Financial Statements for the year 2024
Ⅳ . Appendices
Rules and Procedures of Shareholders Meeting
Articles of Incorporation
Shareholding of Directors
Others

Meeting Procedures

Compal Electronics, Inc.

2025 Annual General Shareholders’ Meeting Procedures

Call Meeting to Order
Chairman’s Address
Report Items
Ratification Items
Discussion Items
Special Motion(s)
Meeting Adjourned

Meeting Agenda

Compal Electronics, Inc.

2025 Annual General Shareholders’ Meeting Agenda

Time ： 9:00 am, May 29, 2025 (Thursday )

Place ： No. 581, Ruiguang Rd., Neihu District, Taipei City 11492, Taiwan

I . Report Items

1.Report on Business for the year 2024
2.Audit Committee's Review Report for the year 2024
Report of the Distribution of Compensation to Employees and Directors for the year 2024
4.Report of Distribution of the Cash Dividends from Earnings for the year 2024
II . Ratification Items
To ratify the Business Report and Financial Statements for the year 2024
To ratify the Distribution of Earnings for the year 2024
III . Discussion Items
To approve the amendment to the “Articles of Incorporation”
To approve the Release of Non-competition Restrictions for Directors
Ⅳ . Special Motion(s)
Ⅴ . Meeting Adjourned

Report Items

Item 1

Proposed by the Board of Directors

Proposal:

Report on Business for the year 2024

Explanatory Note:

The Business Report for the year 2024 is attached hereto as Attachment 1.

Item 2

Proposed by the Board of Directors

Proposal:

Audit Committee's Review Report for the year 2024

Explanatory Notes:

The Financial Statements and its related reports for the year 2024 have been reviewed and examined by the Audit Committee and the review report was issued. The Financial Statements for the year 2024 have been audited by the Independent Auditors and the Independent Auditors’ Report was issued, accordingly.
Independent Auditors’ Report is attached hereto as Attachment 2.
Audit Committee's Review Report is attached hereto as Attachment 3.

Item 3

Proposed by the Board of Directors

Proposal:

Report of the Distribution of Compensation to Employees and Directors for the year 2024

Explanatory Note:

In accordance with the Articles of Incorporation of the Company, if there is any profit in a fiscal year, the Company’s pre-tax profits in such fiscal year, prior to deduction of compensation to employees and Directors, shall be distributed to employees as compensation in an amount of not less than two percent (2%) thereof and to Directors as compensation in an amount of not more than two percent (2%) of such profits. Notwithstanding the foregoing, in the event that the Company has accumulated losses, the Company shall first reserve an amount to offset such accumulated losses.
The distribution of compensation to employees and Directors for the year 2024, as approved by the Remuneration Committee and the Board of Directors, are NT$1,363,545,333 and NT$72,722,418 respectively. The compensations shall be distributed in the form of cash.

Item 4

Proposed by the Board of Directors

Proposal:

Report of Distribution of the Cash Dividends from Earnings for the year 2024

Explanatory Note:

Pursuant to the Articles of Incorporation of the Company, the Board of Directors is authorized to approve the amount of earnings for the year 2024 available for distribution to shareholders as dividend and bonus. The approved amount is NT$6,170,005,275 and such amount is distributed in the form of cash dividend. Each shareholder will be entitled to receive a cash dividend of NT$1.4 per share. Cash dividend shall be distributed and paid to each shareholder, rounded to the nearest NT dollar (truncate the numbers after decimal place). Fractional amounts will be aggregately recognized as other revenue in the accounting book of the Company.
The Board of Directors has approved to set an ex-dividend record date for distribution on April 4, 2025, and cash distribution has been paid out on April 25, 2025.

Ratification Items

Item 1

Proposed by the Board of Directors

Proposal:

To ratify the Business Report and Financial Statements for the year 2024

Explanatory Notes:

1. The Business Report and Financial Statements for the year 2024 have been approved by the Audit Committee and by the Board of Directors. Kuan-Ying Kuo and Szu-Chuan Chien, certified public accountants of KPMG, have completed the audit of the 2024 financial statements and issued an audit report relating thereto.

The “Business Report for the year 2024” and “Financial Statements for the year 2024” are attached hereto as Attachments 1 and 4.

Resolved That:

Item 2

Proposed by the Board of Directors

Proposal:

To ratify the Distribution of Earnings for the year 2024

Explanatory Notes:

1. The Distribution of Earnings for the year 2024 has been approved by the Audit Committee and by the Board of Directors.

The “Earnings Distribution Table for the year 2024” is attached. Please see page 13.

Resolved That:

Compal Electronics, Inc.

Earnings Distribution Table for the year 2024

Compal Electronics, Inc. Earnings Distribution Table for the year 2024	Compal Electronics, Inc. Earnings Distribution Table for the year 2024
Unit: NT$
Item	Amount
Unappropriatedretained earningsinthe beginning ofthe year	43,741,388,207
Add:
Net income of 2024	10,042,410,362
Reversal of special reserve resulting from other equity	387,294,544
interest
Remeasurementofdefined benefitplans	67,374,537
Disposal of investments in equity instruments measured at	5,765,336
fairvaluethroughothercomprehensiveincome
Subtract:
Legal reserve	(1,007,221,065)
Changesinownershipinterestsinsubsidiaries	(7,088,267)
Changes in equity of associates and joint ventures	(36,251,317)
accountedforusing equitymethod
Retained earnings available for distribution as of December	53,193,672,337
31,2024
Distribution item:
Subtract:
Dividendsto commonsharesholders (Note)	(6,170,005,275)
Unappropriated retained earnings as of December 31,2024	47,023,667,062

Note: Cash dividends of NT$1.4 per common share

Discussion Items

Item 1

Proposed by the Board of Directors

Proposal:

To approve the amendment to the “Articles of Incorporation”

Explanatory Notes:

Amendment to the Articles of Incorporation is proposed to accommodate the requirements of applicable laws and regulations and business needs of the Company.
The Comparison Table Before and After Amendment to the Articles of Incorporation is attached. Please see page 16.

Resolved That:

Articles of Incorporation of Compal Electronics, Inc. Comparison Table Before and After Amendment

Comparison Table	Before and After Amendment
Before the Amendment	After the Amendment	Amendment Rationale
Article 30 If there is any profit in a fiscal year, the Company’s pre-tax profits in such fiscal year, prior to deduction of compensation to employees and directors, shall be distributed to employees as compensation in an amount of not less than two percent (2%) thereof and to directors as compensation in an amount of not more than two percent (2%) of such profits. In the event that the Company has accumulated losses, the Company shall reserve an amount to offset accumulated losses. The compensation to employees as mentioned above may be distributed in the form of stock or cash. Employees entitled to receive the said stock or cash may include the employees of the Company’s subordinate companies who meetcertain requirements.	Article 30 If there is any profit in a fiscal year, the Company’s pre-tax profits in such fiscal year, prior to deduction of compensation to employees and directors, shall be distributed to employees as compensation in an amount of not less than two percent (2%) thereof and to directors as compensation in an amount of not more than two percent (2%) of such profits. In the event that the Company has accumulated losses, the Company shall reserve an amount to offset accumulated losses. No less than eight percent of the amount of compensation to employee referred in the preceding paragraph shall be allocated as compensation distributions to the non-executive employees. The compensation to employees as mentioned above may be distributed in the form of stock or cash. Employees entitled to receive the said stock or cash may include the employees of the Company’s subordinate companies who meetcertain requirements.	Revised to meet the law requirement and business needs
Article 35 These Articles of Incorporation were prescribed by the promoters on April 16, 1984. 1st~37th(omitted)	Article 35 These Articles of Incorporation were prescribed by the promoters on April 16, 1984. 1st~37th(omitted) The 38th amendment was made on May 29, 2025.	To add the amendment date

Item 2

Proposed by the Board of Directors

Proposal:

To approve the release of non-competition restrictions for Directors

Explanatory Notes:

As certain Directors of the Company may invest in or operate a business which is identical or similar to the business scope of the Company, without prejudice to any interest of Compal, it is proposed to approve the release of non-competition restrictions for these Directors in accordance with Article 209 of the Company Act.
Information of the Directors who concurrently serve in a position of other companies is attached hereto as attachment (see page 18). To approve the release of non-competition restrictions for Directors.

Resolved That ：

■ Information of the Directors of Compal, concurrently serves in a position of other companies, is listed as follows:

Title	Name	Servesin Positions ofOtherCompanies
Director	Kinpo Electronics, Inc. Representative: Wei-Chang Chen	President: Cal-Comp Electronics and Communications Co., Ltd.
Director	Taiwan Venture Capital Co., Ltd. Representative: Charng-Chyi Ko	Chairman: OmniHealth Group, Inc.
	Taiwan Venture Capital Co., Ltd. (Note)	Director:OmniHealth Group, Inc.
Director	Chieh-Li Hsu	Chairman: Cal-Comp Electronics and Communications Co., Ltd., Huhua Hardware Electronics (Vietnam) Company Limited, OmniOn Power (Europe) GmbH, OmniOn Power Technology GmbH Director：Cal-Comp Precision (Yueyang) Co., Ltd., Cal-Comp Precision (Dongguan) Co., Ltd., OmniOn Power (Germany) GmbH, Cal-Comp Precision (Philippines), Inc., Cal-Comp Precision (Singapore) Limited Chief Strategy Officer：AcBel Polytech Inc. President:Huhua HardwareElectronics (Vietnam) CompanyLimited
Director	Chung-Pin Wong	Director: Taiwania Capital Biotechnology VIII Corporation, Varlink Limited
Director	Sheng-Hua Peng	Chairman: HippoScreen Neurotech Corp. Director: Aco Healthcare Co., Ltd., Kinpo Group Management Consultant Company, Kinpo & Compal Group Assets Development Corporation, Infinno Technology Corp.、 MactechCo.,Ltd.
Independent Director	Lee-Chiou Chang	Chairman: T3EX Global Holdings Corp. Director: Anti-Microbial Savior BioteQ Co., Ltd. Supervisor: Tanvex Biologics Corporation
Independent Director	Tzu-Ting Huang	Independent Director: Flytech Technology Co., Ltd.

Note: Taiwan Venture Capital Co., Ltd. refers to the corporate shareholder that appoints Charng-Chyi Ko as the representative of corporate director.

Special Motion(s)

Attachments

Attachment 1

Business Report for the year 2024

Reflecting on 2024, we recognize it was a year filled with challenges and changes. The drastic shifts in global circumstances, including the ongoing Russia-Ukraine war, escalating conflicts in the Middle East, and geopolitical tensions between the U.S. and China, have posed significant challenges to global economic stability and business operations. According to the International Monetary Fund (IMF), global GDP growth is expected to stabilize at 3.2% in 2025. However, behind this stability lies a landscape fraught with uncertainty and structural economic challenges.

Compal has demonstrated robust profit growth in the post-pandemic era by adjusting our operational framework, enhancing efficiency, and optimizing our product mix. Nevertheless, given the rapid pace of industry competition and technological change, we must accelerate our growth strategies to ensure that Compal can move forward steadily as we approach our 40th anniversary, laying a solid foundation for future heights. Below, I outline the financial and business results for the year 2024, as well as our business outlook for 2025.

Financial and Business Results

Compal's consolidated revenue for 2024 was NT$910.253 billion, a decrease of 4% compared to the previous year. Despite declining consolidated revenue due to demand fluctuations and business adjustments, our effective strategies for enhancing profitability and operational capability increased our gross margin and operating profit margin, which rose from 4.5% and 1.3% in the previous year to 5.0% and 1.6%, respectively. Our consolidated operating profit for the year grew by 23% year-on-year, reaching NT$14.842 billion, and net profit attributable to the parent company increased by 31% to NT$10.042 billion, translating to earnings per share (EPS) of NT$2.30. Operating and net profit margins have reached a ten-year high, further demonstrating Compal's solid value.

Transformation and Growth Strategy

Amid intensifying industry competition and technological changes, Compal, while benefiting from solid support in our Computing and Smart Device sectors, has lacked contributions from a third pillar, resulting in insufficient revenue growth momentum. Therefore, we redefined five key emerging businesses last year: AI Applications, Cloud Servers, Auto Electronics, Advanced Communication, and MedTech, and actively invested resources into these areas. In the 2nd half of the year, we initiated the Compal Transformation Program, expanding our focus and investment in high-value businesses and growth engines, which will lay a solid foundation for Compal's future development. A crucial aspect of this transformation is our comprehensive push for digitization and AI

applications, which includes three main strategic directions: (1) Internal AI Applications: Integrating AI into our internal management across R&D, procurement, smart manufacturing, supply chain management, and finance to enhance operational transparency, efficiency, and reduce human error. (2) AI Product Development: Accelerating our deployment both in the Cloud and Edge AI segments, including the design and production of AI servers, AI PCs, AI smartphones, and networking products. Particularly in the AI PC sector, Compal has closely collaborated with several chip partners to maintain our market leadership. (3) Cross-domain AI Technology Applications: Applying AI technologies to emerging new investment fields and subsidiaries, such as smart medical and smart long-term care, positioning Compal as an active participant in the AI transformation.

Geopolitical Risks and Global Strategy

Regarding geopolitical risks, the ongoing conflicts in Ukraine and the Middle East and economic pressures in China pose potential threats to global stability. Recent U.S. international trade policy announcements, including new tariff measures, further impact global supply chains and economic relations. These risks continue to heighten inflationary pressures, challenging operational costs and market demand. In response to these challenges, we observe a trend of supply chain restructuring and an accelerated diversification strategy. Compal currently operates production bases or partners in nine countries, including Taiwan, China, Vietnam, Thailand, India, Poland, Brazil, Mexico, and the U.S., to mitigate risks associated with geopolitical tensions and tariff policies. Additionally, we are evaluating the potential expansion plans in North America and have announced capital increases for our Polish subsidiary CGS Technology (Poland) and our U.S. subsidiary Compal USA (Indiana) earlier this year. These strategies will help reduce reliance on any single region/or country, enhance supply chain flexibility, and better serve our global customers.

Sustainability and Innovation Progress

In terms of corporate sustainability, Compal continues to advance its ESG efforts. Following the board's re-election in 2024, the independence and diversity of the new board have improved compared to the previous term. In terms of social responsibility, we are committed to promoting DEI initiatives to create a diverse and fulfilling workplace. Facing the challenges of climate change, Compal has become a new member of RE100, committing to achieve 100% renewable energy usage by 2050, with our carbon reduction goals officially validated by the Science-Based Targets initiative (SBTi).

In the realm of innovation, Compal's jointly developed "5G and AI-enabled Smart Mattress Care System" won two prestigious awards in 2024 - the R&D 100 Awards and the Special Contribution Award for Corporate Social Responsibility. Additionally, Compal received 20 iF Product Design Awards and ranked 11th in iF Global Creative Status.

Compal's performance in external evaluations has significantly improved through our comprehensive efforts in sustainability and innovation. We have been selected for several consecutive years in the FTSE4Good Index and FTSE4Good TIP Taiwan ESG Index, reflecting international recognition of Compal's long-term sustainable investment value. In 2024, Compal was once again named one of the "Top 100 Sustainable Companies in Taiwan" by the Taiwan Institute for Sustainable Energy (TAISE) and received the TCSA Taiwan Corporate Sustainability Award as well as the Global Corporate Sustainability Award, acknowledging our ongoing commitment to sustainability.

Future Outlook and Plans

While international geopolitical risks remain uncertain, market research firms still anticipate growth opportunities in the industry for 2025, including the computer, server, and smartphone markets. We also see new opportunities within our core businesses. In the computer sector, the demand for corporate hardware upgrades and the widespread adoption of AI PCs are expected to drive new growth momentum. In the server segment, we are not only focusing on the enterprise market but also actively pursuing partnerships with cloud service providers (CSPs) to advance our AI server business. In non-PC products, although consumer product demand requires cautious observation, we will prioritize optimizing our product mix to enhance profitability while continuing to advance our five emerging businesses, aiming for non-PC revenue contributions to reach 40-50% in the mid-to-longer term. In addition to business development, the transformation of corporate culture and the rejuvenation of our management team are also key priorities, laying the groundwork for Compal's development over the coming decades.

For 2025, we look forward to Compal seizing new opportunities and challenges while pursuing steady progress, advancing with innovation and efficiency, achieving sustainable corporate development, and continually creating long-term value for our shareholders. Thank you once again to all shareholders for your support of Compal. Wishing you all safety, health, and success in all your endeavors!

Chairman of the Board: Jui-Tsung Chen President and CEO: Anthony Peter Bonadero Accounting Officer: Cheng- Chiang Wang

Attachment 2

Independent Auditor’s Report

To Compal Electronics, Inc.:

Opinion

We have audited the financial statements of COMPAL ELECTRONICS, INC. (“the Company”), which comprise the balance sheet as of December 31, 2024 and 2023, the statement of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the financial statements, including a summary of material policies.

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and its financial performance and its cash flows for the years then ended December 31, 2024 and 2023, 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 Financial Statement Audit and Attestation Engagements of Certified Public Accountants and Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with The Norm of Professional Ethics for Certified Public 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 of our opinion.

Key Audit Matters

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

Inventory valuation

Please refer to Note (4)(g) and Note (5) for the accounting policy of inventory valuation, as well as the estimation and assumption uncertainty of the valuation of inventory, respectively. Information of estimation of the valuation of inventory are disclosed in Note (6)(f) of the financial statements.

Description of key audit matters:

Inventory stock resulting from production forecasting may lead to product obsolescence, which might fail to meet the market demands, resulting in a decline in orders. Therefore, the valuation of inventory is one of the key audit matters.

Our key audit procedures performed in respect of the above area included the following:

In order to verify the rationality of assessment of inventory valuation estimated by the Company, our key audit procedures included reviewing the consistency of prior year's accounting policy, inspecting the Company’s inventory aging reports, analyzing the change of inventory aging, judgement of specific items, recalculate the estimated loss due to obsolescence and price decline according to Company policy.

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

Management is responsible for the preparation and fair presentation of the financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

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

Those charged with governance (including 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 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 Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

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

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements 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.

The engagement partners on the audit resulting in this independent auditors’ report are Kuan-Ying Kuo and Szu-Chuan Chien.

KPMG

Taipei, Taiwan (Republic of China) February 27, 2025

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

Notes to Readers

Independent Auditor’s Report

To Compal Electronics, Inc.:

Opinion

We have audited the consolidated financial statements of COMPAL ELECTRONICS, INC. and its subsidiaries (“the Group”), which comprise the consolidated balance sheet as of December 31, 2024 and 2023, the consolidated statement 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 material policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2024 and 2023, and its consolidated financial performance and its consolidated cash flows for the years then ended December 31, 2024 and 2023, 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 Financial Statement Audit and Attestation Engagements of Certified Public Accountants and Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China, 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 of our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. 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.

1. Inventory valuation

Please refer to Note (4)(h) and Note (5) for the accounting policy of inventory valuation, as well as the estimation and assumption uncertainty of the valuation of inventory, respectively. Information of estimation of the valuation of inventory are disclosed in Note (6)(g) of the consolidated financial statements.

Description of key audit matters:

Our key audit procedures performed in respect of the above area included the following:

In order to verify the rationality of assessment of inventory valuation estimated by the Group, our key audit procedures included reviewing the consistency of prior year's accounting policy, inspecting the Group's inventory aging reports, analyzing the change of inventory aging, judgement of specific items, recalculate the estimated loss due to obsolescence and price decline according to the Group policy.

Other Matter

Compal Electronics Inc, has prepared its parent-company-only financial statements as of and for the years ended December 31, 2024 and 2023, on which we have issued an unqualified opinion.

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

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and 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 the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group 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 Group’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material 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 Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and 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 the Standards on Auditing of the Republic of China, 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 the Group’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our 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 the Group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion

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.

The engagement partners on the audit resulting in this independent auditors’ report are Kuan-Ying Kuo and Szu-Chuan Chien.

KPMG

Taipei, Taiwan (Republic of China) February 27, 2025

Notes to Readers

Attachment 3

Audit Committee’s Review Report

The Company’s 2024 financial statements, business report and proposal for distribution of earnings have been approved by the Audit Committee and by the Board of Directors. Kuan-Ying Kuo and Szu-Chuan Chien, certified public accountants of KPMG, have completed the audit of the 2024 financial statements and issued an audit report relating thereto. According to Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Law, we hereby submit this report.

To Compal Electronics, Inc. 2025 Annual General Shareholders’ Meeting

Chairman of the Audit Committee: Duh Kung Tsai February 27, 2025

Attachment 4

(English Translation of Financial Report Originally Issued in Chinese)

COMPAL ELECTRONICS, INC. Balance Sheets

December 31, 2024 and 2023

(Expressed in Thousands of New Taiwan Dollars)

December 31, 2024	December 31, 2024	December 31, 2023 Amount % 20,511,690 5.4 171,591,962 45.4 11,475,862 3.0 3,951,773 1.1 51,043,492 13.5 1,278,640 0.3 259,853,419 68.7 105,496,882 27.9 337,855 0.1 6,197,710 1.6 2,234,288 0.6 1,033,301 0.3 349,922 0.1 2,568,652 0.7 221,733 - 118,440,343 31.3 378,293,762 100.0 Liabilities and Equity Current liabilities: 2100 Short-term borrowings 2130 Current contract liabilities 2170 Notes and accounts payable 2180 Notes and accounts payable to related parties 2200 Other payables 2230 Current tax liabilities 2280 Current lease liabilities 2300 Other current liabilities 2365 Current refund liabilities 2322 Long-term borrowings, current portion Non-Current liabilities: 2540 Long-term borrowings 2570 Deferred tax liabilities 2580 Non-current lease liabilities 2640 Non-current net defined benefit liability 2670 Non-current liabilities, others Total liabilities Equity: 3110 Ordinary share 3200 Capital surplus 3300 Retained earnings 3400 Other equity interest 3500 Treasury shares Total equity Total liabilities and equity	December 31, 2024	December 31, 2024	December 31, 2023	December 31, 2023
Amount	%	Amount	Amount	%	Amount	%
$ 28,834,879 181,373,061 16,591,135 4,473,175 37,800,333 1,436,639	7.0 44.0 4.0 1.1 9.2 0.3	20,511,690 171,591,962 11,475,862 3,951,773 51,043,492 1,278,640	$ 43,227,425 882,813 84,585,742 88,340,934 13,553,440 3,310,414 413,270 3,721,399 2,795,951 14,300,000	10.5 0.2 20.5 21.4 3.3 0.8 0.1 0.9 0.7 3.4	46,917,800 697,526 80,947,046 82,364,436 12,332,111 3,781,754 352,900 1,375,360 2,763,469 10,742,300	12.4 0.2 21.4 21.8 3.3 1.0 0.1 0.4 0.7 2.8
270,509,222	65.6	259,853,419
115,599,800 413,943 19,922,994 2,216,550 1,022,124 628,556 1,875,198 462,064	28.0 0.1 4.8 0.5 0.2 0.2 0.5 0.1	105,496,882 337,855 6,197,710 2,234,288 1,033,301 349,922 2,568,652 221,733
			255,131,388	61.8	242,274,702	64.1
			9,025,000 3,834,784 620,504 483,900 1,090,165	2.2 0.9 0.2 0.1 0.3	12,525,000 1,785,947 688,466 568,883 828,769	3.3 0.5 0.2 0.1 0.2
142,141,229	34.4	118,440,343	15,054,353	3.7	16,397,065	4.3
$ 412,650,451	100.0	378,293,762	270,185,741	65.5	258,671,767	68.4
			44,071,466 3,472,941 78,213,219 17,588,331 (881,247)	10.7 0.8 19.0 4.2 (0.2)	44,071,466 4,270,915 72,548,155 (387,294) (881,247)	11.7 1.0 19.2 (0.1) (0.2)
			142,464,710	34.5	119,621,995	31.6
			$ 412,650,451	100.0	378,293,762	100.0

See accompanying notes to financial statements.

(English Translation of Financial Statements and Report Originally Issued in Chinese)

COMPAL ELECTRONICS, INC. Statements of Comprehensive Income

For the years ended December 31, 2024 and 2023

(Expressed in Thousands of New Taiwan Dollars, Except for Earnings Per Share)

2024		2023
Amount	%	Amount	%
$ 840,187,238 812,326,668 27,860,570 3,071,197 3,227,295 12,957,155 19,255,647 8,604,923 977,857 1,847,152 (3,147,794) 511,683 2,756,057 2,944,955 11,549,878 1,507,468 10,042,410 72,315 13,697,825 784,730 2,460,678 12,094,192 5,341,707 612,866 - 5,954,573 18,048,765 $ 28,091,175 $	100.0 96.7 3.3 0.4 0.4 1.5 2.3 1.0 0.1 0.2 (0.4) 0.1 0.4 0.4 1.4 0.2 1.2 - 1.6 0.1 0.3 1.4 0.6 0.1 - 0.7 2.1 3.3 2.30 2.28	874,914,215 846,864,149 28,050,066 4,668,460 2,966,700 13,086,935 20,722,095 7,327,971 1,001,520 46,734 (4,059,174) 304,391 4,088,258 1,381,729 8,709,700 1,042,073 7,667,627 (12,857) 828,717 463,228 119,156 1,159,932 (376,004) 107,239 - (268,765) 891,167 8,558,794	100.0 96.8
			3.2
			0.5 0.4 1.5
			2.4
			0.8
			0.1 - (0.5) 0.1 0.5
			0.2
			1.0 0.1
			0.9
			- 0.1 - -
			0.1
			- - -
			-
			0.1
			1.0
			1.76
$			1.75

See accompanying notes to financial statements.

(English Translation of Financial Statements and Report Originally Issued in Chinese)

COMPAL ELECTRONICS, INC.

Statements of Changes in Equity

For the years ended December 31, 2024 and 2023

(Expressed in Thousands of New Taiwan Dollars)

Ordinary shares Capital surplus		Retain	ed earnings			Total other equity i	nterest		Treasury shares	Total equity
	Legal reserve	Special reserve	Unappropriated retained earnings	Total retained earnings	Exchange differences on translation of foreign financial statements	Unrealized gains (losses) on financial assets measured at fair value through other comprehensive income	Others	Total other equity interest
$ 44,071,466 5,078,580 - - - - - - - - - - - - - (881,429) - 2,213 - 10,490 - 60,021 - 1,040 - - 44,071,466 4,270,915 - - - - - - - - - - - - - (881,429) - 151 - 22,253 - 60,021 - 1,030 - - $ 44,071,466 3,472,941	22,576,846	8,206,750	39,185,463	69,969,059	(1,469,711)	(461,103)	(12,290)	(1,943,104)	(881,247)	116,294,754
	- -	- -	7,667,627 (2,238)	7,667,627 (2,238)	- (277,619)	- 1,162,170	- 8,854	- 893,405	- -	7,667,627 891,167
	-	-	7,665,389	7,665,389	(277,619)	1,162,170	8,854	893,405	-	8,558,794
	736,855 - - - - - - - -	- (6,263,646) - - - - - - -	(736,855) 6,263,646 (4,407,147) - (16,652) (16,991) - - (645,503)	- - (4,407,147) - (16,652) (16,991) - - (645,503)	- - - - - - - - - (1,747,330)	- - - - 3,469 13,433 - - 645,503	- - - - - - - - -	- - - - 3,469 13,433 - - 645,503	- - - - - - - - -	- - (4,407,147) (881,429) (10,970) 6,932 60,021 1,040 -
	23,313,701	1,943,104	47,291,350	72,548,155		1,363,472	(3,436)	(387,294)	(881,247)	119,621,995
	- -	- -	10,042,410 67,375	10,042,410 67,375	- 5,951,137	- 12,026,817	- 3,436	- 17,981,390	- -	10,042,410 18,048,765
	-	-	10,109,785	10,109,785	5,951,137	12,026,817	3,436	17,981,390	-	28,091,175
	698,624 - - - - - - - -	- (1,555,810) - - - - - - -	(698,624) 1,555,810 (4,407,147) - (7,088) (36,251) - - 5,765	- - (4,407,147) - (7,088) (36,251) - - 5,765	- - - - - - - - - 4,203,807	- - - - - - - - (5,765)	- - - - - - - - -	- - - - - - - - (5,765)	- - - - - - - - -	- - (4,407,147) (881,429) (6,937) (13,998) 60,021 1,030 -
	24,012,325	387,294	53,813,600	78,213,219		13,384,524	-	17,588,331	(881,247)	142,464,710

See accompanying notes to financial statements.

(English Translation of Financial Statements and Report Originally Issued in Chinese)

COMPAL ELECTRONICS, INC. Statements of Cash Flows

For the years ended December 31, 2024 and 2023

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from (used in) operating activities: Profit before tax Adjustments: Adjustments to reconcile profit (loss): Depreciation and amortization Expected credit loss Net loss (profit) on financial assets or liabilities at fair value through profit or loss Finance cost Interest income Dividend income Share of profit of subsidiaries, associates and joint ventures accounted for using equity method Others Total adjustments to reconcile profit (loss) Changes in operating assets and liabilities: Changes in operating assets: Increase in notes and accounts receivable Decrease in other receivables Decrease in inventories Increase in other current assets Total changes in operating assets Changes in operating liabilities: Increase in notes and accounts payable Increase (decrease) in other payables Increase in refund liabilities Increase (decrease) in contract liabilities Increase (decrease) in other current liabilities Others Total changes in operating liabilities Total changes in operating assets and liabilities Total adjustments Cash inflow generated from operations Interest received Dividends received Interest paid Income taxes paid Net cash flows from operating activities Cash flows from (used in) investing activities: Acquisition of financial assets at fair value through profit or loss and through other comprehensive income Proceeds from disposal of financial assets at fair value through other comprehensive income Acquisition of investments accounted for using equity method Increase in prepayments for investments Proceeds from capital reduction and liquidation of investments Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Increase in other receivables due from related parties Acquisition of intangible assets Others Net cash flows used in investing activities Cash flows from (used in) financing activities: Decrease in short-term borrowings Proceeds from long-term borrowings Repayments of long-term borrowings Payment of lease liabilities Cash dividends paid Others Net cash flows used in financing activities Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period	2024	2023
	$ 11,549,878	8,709,700
	1,299,565 73,438 (56,831) 3,147,794 (977,857) (312,467) (2,756,057) (81,522)	1,343,643 49,027 (47,871) 4,059,174 (1,001,520) (90,278) (4,088,258) 340
	336,063	224,257
	(14,945,703) 85,958 13,243,159 (207,841)	(76,980) 255,955 2,020,665 (432,044)
	(1,824,427)	1,767,596
	9,615,194 1,148,357 32,482 185,287 2,346,039 (12,668)	9,129,059 (600,839) 751,240 (2,520) (630,456) (10,915)
	13,314,691	8,635,569
	11,490,264	10,403,165
	11,826,327	10,627,422
	23,376,205 1,010,722 1,148,538 (3,074,822) (1,697,196)	19,337,122 945,368 832,126 (4,246,023) (1,468,963)
	20,763,447	15,399,630
	(84,317) 12,601 (1,349,982) (294,657) 25,000 (341,725) 65,058 (432,745) (788,577) 104,168	(2,326,911) 47,921 (3,979,240) - 3,420 (256,391) 65,706 (101,447) (337,007) 168,895
	(3,085,176)	(6,715,054)
	(3,690,375) 38,589,280 (38,531,580) (434,861) (5,288,576) 1,030	(6,150,779) 44,267,025 (51,524,725) (438,966) (5,288,576) (2,559)
	(9,355,082)	(19,138,580)
	8,323,189 20,511,690	(10,454,004) 30,965,694
	$ 28,834,879	20,511,690

See accompanying notes to financial statements.

(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese)

COMPAL ELECTRONICS, INC. AND SUBSIDIARIES

Consolidated Balance Sheets

December 31, 2024 and 2023

(Expressed in Thousands of New Taiwan Dollars)

December 31, 2024	December 31, 2024	December 31, 2023 Amount % 72,479,480 16.6 52,062 - - - 187,280,320 42.9 6,434,296 1.5 2,372,980 0.5 95,102,692 21.8 5,202,467 1.1 368,924,297 84.4 7,448,351 1.7 1,217,512 0.3 9,116,008 2.1 29,040,525 6.7 13,793,968 3.2 1,462,162 0.3 3,615,912 0.8 2,152,239 0.5 67,846,677 15.6 436,770,974 100.0 Liabilities and Equity Current liabilities: 2100 Short-term borrowings 2120 Current financial liabilities at fair value through profit or loss 2125 Current financial liabilities for hedging 2130 Current contract liabilities 2170 Notes and accounts payable 2180 Notes and accounts payable to related parties 2200 Other payables 2230 Current tax liabilities 2280 Current lease liabilities 2300 Other current liabilities 2365 Current refund liabilities 2322 Long-term borrowings, current portion Non-Current liabilities: 2540 Long-term borrowings 2570 Deferred tax liabilities 2580 Non-current lease liabilities 2640 Non-current net defined benefit liability 2670 Non-current liabilities, others Total liabilities Equity: Equity attributable to owners of parent: 3110 Ordinary share 3200 Capital surplus 3300 Retained earnings 3400 Other equity interest 3500 Treasury shares 36XX Non-controlling interests Total equity Total liabilities and equity	December 31, 2024	December 31, 2024	December 31, 2023	December 31, 2023
Amount	%	Amount	Amount	%	Amount	%
$ 78,947,882 145,132 5,103,852 193,396,543 7,404,318 3,412,241 84,831,955 6,279,718	17.1 - 1.1 41.7 1.6 0.7 18.3 1.4	72,479,480 52,062 - 187,280,320 6,434,296 2,372,980 95,102,692 5,202,467	$ 57,900,401 - - 3,263,230 148,979,182 9,753,530 30,179,530 7,214,833 1,955,763 5,829,977 3,672,551 14,303,150	12.5 - - 0.7 32.1 2.1 6.5 1.6 0.4 1.3 0.8 3.1	58,974,271 164,535 14,246 767,327 148,398,334 10,597,650 30,464,866 7,594,694 2,001,766 3,316,205 3,573,141 11,385,027	13.5 - - 0.2 34.0 2.4 7.0 1.7 0.5 0.8 0.8 2.6
379,521,641	81.9	368,924,297
7,344,492 1,359,358 23,755,567 31,103,899 13,350,548 1,718,456 2,839,073 2,548,673	1.6 0.3 5.1 6.7 2.9 0.4 0.6 0.5	7,448,351 1,217,512 9,116,008 29,040,525 13,793,968 1,462,162 3,615,912 2,152,239
			283,052,147	61.1	277,252,062	63.5
			12,235,001 3,998,864 6,777,080 534,651 478,182	2.6 0.9 1.4 0.1 0.1	15,285,590 1,985,324 8,329,451 651,272 494,422	3.5 0.5 1.9 0.1 0.1
84,020,066	18.1	67,846,677	24,023,778	5.1	26,746,059	6.1
$ 463,541,707	100.0	436,770,974	307,075,925	66.2	303,998,121	69.6
			44,071,466 3,472,941 78,213,219 17,588,331 (881,247)	9.5 0.8 16.9 3.8 (0.2)	44,071,466 4,270,915 72,548,155 (387,294) (881,247)	10.1 1.0 16.6 (0.1) (0.2)
			142,464,710	30.8	119,621,995	27.4
			14,001,072	3.0	13,150,858	3.0
			156,465,782	33.8	132,772,853	30.4
			$ 463,541,707	100.0	436,770,974	100.0

See accompanying notes to consolidated financial statements.

(English Translation of Financial Statements and Report Originally Issued in Chinese)

COMPAL ELECTRONICS, INC. AND SUBSIDIARIES Consolidated Statements of Comprehensive Income

For the years ended December 31, 2024 and 2023

(Expressed in Thousands of New Taiwan Dollars, Except for Earnings Per Share)

2024		2023
Amount	%	Amount	%
$910,253,024 864,881,775	100.0 95.0	946,714,800 904,317,906	100.0 95.5 4.5 0.7 0.5 2.0 3.2 1.3 0.5 - (0.5) - - -
45,371,249	5.0	42,396,894
6,196,249 5,432,897 18,900,065	0.7 0.6 2.1	6,372,101 4,896,947 19,080,135
30,529,211	3.4	30,349,183
14,842,038	1.6	12,047,711
4,024,096 457,090 (4,037,352) 823,333 (66,547) (694,470)	0.4 0.1 (0.4) 0.1 - (0.1)	4,706,927 260,934 (5,052,372) 456,861 (62,559) (467,077)
506,150	0.1	(157,286)	-
15,348,188 3,653,527	1.7 0.4	11,890,425 2,759,747	1.3 0.3
11,694,661	1.3	9,130,678	1.0
103,525 14,537,686 29,530 2,569,257	- 1.6 - 0.3	2,602 1,221,169 105,613 170,975	- 0.1 - -
12,101,484	1.3	1,158,409	0.1
5,785,253 13,924 281,226 3,363	0.7 - - -	(184,799) 33,563 (103,664) 4,544	- - - -
6,077,040	0.7	(259,444)	-
18,178,524	2.0	898,965	0.1
$ 29,873,185	3.3	10,029,643	1.1
10,042,410 1,652,251	1.1 0.2	7,667,627 1,463,051	0.8 0.2
$ 11,694,661	1.3	9,130,678	1.0
28,091,175 1,782,010	3.1 0.2	8,558,794 1,470,849	0.9 0.2
$ 29,873,185	3.3	10,029,643	1.1
$	2.30		1.76
$	2.28		1.75

See accompanying notes to financial statements.

(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese)

COMPAL ELECTRONICS, INC. AND SUBSIDIARIES

Consolidated Statements of Changes in Equity

For the years ended December 31, 2024 and 2023

(Expressed in Thousands of New Taiwan Dollars)

				Equity attribut	Equity attribut	able to owners ofp	arent					Non-controlling interests Total equity
Ordinary shares	Capital surplus		Retain	ed earnings			Total other equity i	nterest		Treasury shares	Total equity attributable to owners of parent
						Exchange differences on translation of foreign financial statements	Unrealized gains (losses) on financial assets measured at fair value through other comprehensive income	Others	Total other equity interest
		Legal reserve	Special reserve	Unappropriated retained earnings	Total retained earnings
$ 44,071,466	5,078,580	22,576,846	8,206,750	39,185,463	69,969,059	(1,469,711)	(461,103)	(12,290)	(1,943,104)	(881,247)	116,294,754	11,115,089 127,409,843
- -	- -	- -	- -	7,667,627 (2,238)	7,667,627 (2,238)	- (277,619)	- 1,162,170	- 8,854	- 893,405	- -	7,667,627 891,167	1,463,051 9,130,678 7,798 898,965
-	-	-	-	7,665,389	7,665,389	(277,619)	1,162,170	8,854	893,405	-	8,558,794	1,470,849 10,029,643
- - - - - - - - - -	- - - (881,429) 2,213 10,490 60,021 1,040 - -	736,855 - - - - - - - - -	- (6,263,646) - - - - - - - -	(736,855) 6,263,646 (4,407,147) - (16,652) (16,991) - - (645,503) -	- - (4,407,147) - (16,652) (16,991) - - (645,503) -	- - - - - - - - - -	- - - - 3,469 13,433 - - 645,503 -	- - - - - - - - - -	- - - - 3,469 13,433 - - 645,503 -	- - - - - - - - - -	- - (4,407,147) (881,429) (10,970) 6,932 60,021 1,040 - -	- - - - - (4,407,147) - (881,429) - (10,970) - 6,932 - 60,021 - 1,040 - - 564,920 564,920
44,071,466	4,270,915	23,313,701	1,943,104	47,291,350	72,548,155	(1,747,330)	1,363,472	(3,436)	(387,294)	(881,247)	119,621,995	13,150,858 132,772,853
- -	- -	- -	- -	10,042,410 67,375	10,042,410 67,375	- 5,951,137	- 12,026,817	- 3,436	- 17,981,390	- -	10,042,410 18,048,765	1,652,251 11,694,661 129,759 18,178,524
-	-	-	-	10,109,785	10,109,785	5,951,137	12,026,817	3,436	17,981,390	-	28,091,175	1,782,010 29,873,185
- - - - - - - - - -	- - - (881,429) 151 22,253 60,021 1,030 - -	698,624 - - - - - - - - -	- (1,555,810) - - - - - - - -	(698,624) 1,555,810 (4,407,147) - (7,088) (36,251) - - 5,765 -	- - (4,407,147) - (7,088) (36,251) - - 5,765 -	- - - - - - - - - -	- - - - - - - - (5,765) -	- - - - - - - - - -	- - - - - - - - (5,765) -	- - - - - - - - - -	- - (4,407,147) (881,429) (6,937) (13,998) 60,021 1,030 - -	- - - - - (4,407,147) - (881,429) - (6,937) - (13,998) - 60,021 - 1,030 - - (931,796) (931,796)
$ 44,071,466	3,472,941	24,012,325	387,294	53,813,600	78,213,219	4,203,807	13,384,524	-	17,588,331	(881,247)	142,464,710	14,001,072 156,465,782

See accompanying notes to consolidated financial statements.

(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese)

COMPAL ELECTRONICS, INC. AND SUBSIDIARIES

Consolidated Statements of Cash Flows

For the years ended December 31, 2024 and 2023

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from (used in) operating activities: Profit before tax Adjustments: Adjustments to reconcile profit (loss): Depreciation and amortization Expected credit loss Net gain on financial assets or liabilities at fair value through profit or loss Finance cost Interest income Dividend income Compensation cost of share-based payments Share of loss of associates and joint ventures accounted for using equity method Gain on disposal of property, plant and equipment Gain on lease modification Total adjustments to reconcile profit Changes in operating assets and liabilities: Changes in operating assets: Increase in financial assets at fair value through profit or loss Increase in notes and accounts receivable (Increase) decrease in other receivable Decrease in inventories Increase in other current assets Increase in other non-current assets Total changes in operating assets Changes in operating liabilities: (Decrease) Increase in financial liabilities at fair value through profit or loss Decrease in notes and accounts payable (Decrease) Increase in other payables Increase in refund liabilities Increase (decrease) in contract liabilities Increase (decrease) in other current liabilities Others Total changes in operating liabilities Total changes in operating assets and liabilities Total adjustments Cash inflow generated from operations Interest received Dividends received Interest paid Income taxes paid Net cash flows from operating activities Cash flows from (used in) investing activities: Acquisition of financial assets at amortised cost Acquisition of financial assets at fair value through profit or loss and through other comprehensive income Proceeds from disposal of financial assets at fair value through other comprehensive income Acquisition of investments accounted for using equity method Net cash flow from acquisition of subsidiaries Proceeds from capital reduction and liquidation of investments Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Acquisition of intangible assets Decrease in restricted assets Others Net cash flows used in investing activities Cash flows from (used in) financing activities: Decrease in short-term loans Proceeds from long-term borrowings Repayments of long-term borrowings Payment of lease liabilities Cash dividends paid Change in non-controlling interests Others Net cash flows used in financing activities Effect of exchange rate changes on cash and cash equivalents Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period	2024	2023
	$ 15,348,188	11,890,425
	7,867,845 50,508 (39,048) 4,037,352 (4,024,096) (354,675) (6,274) 694,470 (15,021) (18,409)	7,873,526 70,161 (44,367) 5,052,372 (4,706,927) (148,092) (2,972) 467,077 (43,977) (790)
	8,192,652	8,516,011
	(93,070) (7,086,278) (892,216) 10,328,297 (906,764) (686,427)	(51,875) (2,547,159) 55,383 16,491,292 (614,508) (431,265)
	663,542	12,901,868
	(164,535) (324,189) (380,825) 99,410 2,495,903 2,512,331 (13,096)	102,008 (2,842,114) 2,190,306 941,102 (16,911) (770,421) (6,193)
	4,224,999	(402,223)
	4,888,541	12,499,645
	13,081,193	21,015,656
	28,429,381 3,888,027 617,719 (3,873,127) (3,818,023)	32,906,081 4,636,183 347,078 (5,183,213) (3,028,925)
	25,243,977	29,677,204
	(5,103,852) (202,033) 12,601 (570,196) (60,937) 36,123 (7,098,856) 461,816 (832,406) 174,873 175,272	- (3,148,973) 47,921 (98,160) - 3,992 (7,169,728) 326,557 (373,363) 697,049 194,245
	(13,007,595)	(9,520,460)
	(1,083,663) 38,628,227 (38,760,693) (2,048,370) (5,228,555) (1,025,350) (15,210)	(15,858,155) 47,192,669 (51,659,174) (2,114,467) (5,228,555) 553,966 (35,568)
	(9,533,614)	(27,149,284)
	3,765,634	(193,282)
	6,468,402 72,479,480	(7,185,822) 79,665,302
	$ 78,947,882	72,479,480

See accompanying notes to consolidated financial statements.

Appendices

Appendix 1 Rules and Procedures of Shareholders Meeting of Compal Electronics, Inc.

The shareholders meeting of Compal Electronics, Inc. (the "Company") shall be conducted in accordance with these Rules and Procedures unless the law provides otherwise.
Unless otherwise stipulated by the securities regulatory authority, the convening of the shareholders meetings via video conference shall be handled in accordance with these Rules.
Shareholders, solicitors and proxies (hereinafter referred to as "shareholders") attending the shareholders meeting shall submit an attendance card for registration.
If the shareholders meeting is held by video conference, the shareholders intending to attend such meeting via video conference shall register with the Company 2 days prior to the meeting. For the video conferencing of the shareholders meeting, registration should be accepted on the video conference platform 30 minutes before the start of the meeting. Shareholders who have completed the registration shall be deemed to have attended the shareholders meeting in person.
The presence of shareholders in a shareholders meeting shall be calculated in accordance with the number of shares. The number of shares attended is calculated based on the attendance card and the number of shares registered on the video conference platform, plus the number of shares for which voting rights are exercised in writing or electronically .
The place for convening a shareholders meeting for the Company shall be held inside the premises of the Company, or any other place convenient for presence of shareholders, and suitable for holding of the said meeting. The time for commencing the said meeting shall not be earlier than 9am or later than 3pm.

When the Company convenes a video conferencing shareholders meeting, it is not subject to the restriction on the meeting place of the preceding paragraph. When the Company convenes a video conferencing shareholders meeting, it shall provide appropriate alternatives for shareholders who have difficulty in attending the shareholders meeting by video.

Change of the method of convening the shareholders meeting shall be subject to a resolution by the board of directors, and shall be made before the shareholders meeting notice is released.
If a shareholders meeting is called by the Board of Directors, the Chairman of the Board shall preside at the said shareholders meeting. In case the Chairman is on leave of absence, or cannot exercise his/her powers and authority, the Vice Chairman shall act in lieu of him/her. If there is no Vice Chairman, or the Vice

Chairman is also on leave of absence, or cannot exercise his/her powers and authority, the Chairman shall designate a Managing Director to act in lieu of him/her; if there is no Managing Director, the Chairman shall designate a Director to act in lieu of him/her. If the Chairman does not designate a Director, the Managing Directors or Directors shall elect one from among themselves to act in lieu of the Chairman.

If a shareholders meeting is called by a person other than the Board of Directors, who has the right to call the meeting, said person shall preside at that meeting.

The Company may designate its lawyer, certified public accountant or other relevant persons to attend the shareholders meeting.

Persons handling affairs of meeting shall wear identification cards or arm badges.

The proceeding of the meeting shall be audio recorded or videotaped in its entirety and these tapes shall be kept for at least one year.
If the shareholders meeting is held by video conferencing, the Company shall record and preserve the materials of shareholders registration, booking, attendance, questions, voting and the Company's vote counting results; as well as record and videotape the entire meeting process continuously and uninterruptedly.

The above-mentioned materials and audio and video recordings shall be properly preserved by the Company during the Company existed life, and the audio and video recordings shall be provided to those handling video conference affairs for preservation.

The chairman of the meeting shall call the meeting to order at the time scheduled for the meeting, provided, however, that if the shareholders present do not represent a majority of the total amount of issued shares, the chairman of the meeting may postpone the meeting, provided, however, that the postponement of the said meeting shall be limited to two times, and the total time postponed shall not exceed one hour. If the meeting has been postponed for two times, but the shareholders present are still less than one-third of the total amount of issued shares, the chairman shall announce the meeting adjourned. If the shareholders meeting is held by video conferencing, the Company shall also announce the meeting adjourned on the video conferencing platform.

If shareholders who represent no less than one -third of the total amount of issued shares are present after two-times postponement mentioned in the preceding paragraph, the tentative resolution may be adopted in accordance with the Paragraph 1 of Article 175 of the Company Act. Shareholders will be notified of the tentative resolutions and the Company shall convene a shareholders meeting again within one month. If the shareholders meeting is held by video conferencing, shareholders who wish to attend the shareholders meeting by video conferencing shall re-register with the Company two days before the shareholders meeting.

Before the close of the said meeting, if the shareholders present represent a majority of the total amount of issued shares, the chairman of the meeting may

present the tentative resolution so adopted to the meeting for resolution in accordance with the provisions of Article 174 of the Company Act.
If a shareholders meeting is called by the Board of Directors, the meeting agenda shall be set by the Board of Directors, and the meeting shall be conducted in accordance with the said agenda. The agenda shall not be changed without a resolution made by the shareholders meeting.
If a shareholders meeting shall be called by a person, other than the Board of Directors, entitled to convene such meeting, the preceding provisions shall apply mutatis mutandis to the said meeting.
The chairman of the meeting shall not adjourn a meeting without resolution adopted by shareholders if the items (including extraordinary motions) listed in the agenda so arranged in the above two Paragraphs are not completed.
After close of the said meeting, shareholders shall not elect another person to serve as chairman and continue the meeting at the same place or at any other place.
When a shareholder present at the meeting wishes to speak, he/she shall first fill out a slip, specifying therein the major points of his/her speech, his/her serial number as a shareholder (or number of attendance) and his/her name, and the chairman of the meeting shall determine his/her order of giving a speech. A shareholder who submits his/her slip for a speech but does not actually speak shall be considered as not having given a speech. If the contents of his/her speech shall be different from those specified on the slip, the contents of his/her speech shall prevail.
When a shareholder is giving a speech, the other shareholders shall not interrupt unless they have obtained the prior consent from the chairman of the meeting as well as the said shareholder, and the chairman of the meeting may stop such interruption.
Unless otherwise permitted by the chairman of the meeting, any shareholder shall not, for each discussion item, speak more than two times and each time shall not exceed 3 minutes. However, after obtaining consent of the chairman, the length of such speech may be extended for an additional 3 minutes.
If the speech of any shareholder violates the above provisions or his/her speech exceeds the scope of the discussion item, the chairman of the meeting may stop the speech of such shareholder.
When the shareholders meeting is held by video conferencing, the shareholders who participate by video conferencing may ask questions in text on the video conferencing platform of the shareholders' meeting after the meeting commencement and before the meeting adjournment announced by the chairman. The questions are subject to limitation of two times and 200 words for each discuss items, and in such case, the preceding article and the first two paragraphs of this article are not applicable.
Any legal entity designated as proxy by a shareholder(s) to be present at the shareholders meeting may appoint only one representative to attend such

meeting.

If a corporate shareholder who designates two or more representatives to represent it at the shareholders meeting, only one of the representatives so designated may speak on any one discussion item.

After the speech of a shareholder, the chairman of the meeting may respond himself/herself or appoint an appropriate person to respond.
The chairman of the meeting may announce to end the discussion of any discussion item and go into voting if the chairman considers that the discussion for a motion has reached the extent for making a resolution.
The persons for supervising the casting of votes and the counting thereof for resolutions shall be designated by the chairman of the meeting, provided, however, that the person supervising the casting of votes shall be a shareholder. The results of resolution(s) shall be announced in the meeting, and recorded in the meeting minutes.
During the meeting, the chairman of the meeting may, at his/her discretion, set time for intermission.
Voting at a shareholders meeting shall be calculated based on the number of shares. A shareholder shall be entitled to one vote for each share held. If the shares are restricted shares or are deemed non-voting shares, the shareholders’ voting rights shall be handled in accordance with the relevant provisions of the applicable law and the articles of incorporation of the Company.
Unless otherwise specifically provided for in the Company Act or the Articles of Incorporation of the Company, resolutions shall be adopted by a majority of votes represented by the shareholders present at a meeting. The resolution shall be deemed adopted and shall have the same effect as if it was voted by casting ballots if no objection is raised after solicitation by the chairman of the meeting.
When the shareholders' meeting is held by video conferencing, the Company shall immediately disclose the voting results and election results of various resolutions on the video conferencing platform of the shareholders meeting in accordance with regulations, and shall continue to disclose for at least 15 minutes after the chairman’s announcement of meeting adjournment.
If there is amendment to or substitute for one discussion item, the chairman of the meeting may combine such amendment or substitute into the original discussion item, and determine their orders for resolution. If any one of the above has been adopted, the others shall be considered as rejected, upon which no further resolution shall be required.
For the number of shares obtained by the solicitor, the number of shares represented by the proxies, and the number of shares represented by attending shareholders in writing or electronically, the Company shall, on the day of the shareholders meeting, prepare a statistical statement in the prescribed format and disclose it clearly at the shareholders meeting place. When the shareholders meeting is held by video conferencing, the Company shall upload the

above-mentioned information to the video conferencing platform of the shareholders meeting at least 30 minutes before the start of the meeting, and continue to disclose it until the end of the meeting.

When the Company holds a video conferencing shareholder meeting, the total number of shares represented by shareholders present shall be disclosed on the video conferencing platform as meeting starting announced. The same process shall be carried out if the total number of shares and voting rights of the shareholders attending the meeting are otherwise counted during the meeting.

When the shareholders meeting is held by video conferencing, the chairman shall, when announcing the meeting starts, separately announce that unless there is no need for postponement or continuation of the meeting as stipulated in Paragraph 4 of Article 44-20 of the Regulations Governing the Administration of Shareholder Services of Public Companies, if before the meeting is adjourned, due to natural disasters, incidents or other force majeure events, it is difficult to participate in the meeting on the video conferencing platform or via video, and such difficulty lasts for 30 minutes or more, the date of the meeting should be postponed or resumed within five days. In such case, Article 182 of Company law is not applicable.
The chairman of the meeting may direct disciplinary personnel (or security personnel) to keep the order of the meeting. Such disciplinary personnel (or security personnel) shall wear badges bearing the words of "disciplinary personnel".
In order to keep the order of the meeting, shareholders shall obey directions made by the chairman of the meeting, disciplinary personnel (or security personnel). In case any person interrupts the meeting and, after being stopped by the chairman of the meeting three times, refuses to desist his/her interruption, the chairman of the meeting may ask the disciplinary personnel (or security personnel) to escort such shareholder to leave the meeting place.
These Rules and Procedures shall be effective from the date they are approved by the shareholders meeting. The same applies in case of amendments.
These Regulations were approved by the Annual General Shareholders Meeting and entered into force on May 4, 1990.
The 1[st] amendment was implemented after it was adopted by the resolution of the General Shareholders Meeting on March 27, 1996.
The 2[nd] amendment was implemented after it was adopted by the resolution of the General Shareholders Meeting on July 8, 1998.
The 3[rd] amendment was implemented after it was adopted by the resolution of the General Shareholders Meeting on June 24, 2022.

Appendix 2 Articles of Incorporation of Compal Electronics, Inc.

CHAPTER I GENERAL PROVISIONS

Article 1

The Company is organized under the Company Law and shall be named “ 仁寶電腦工業股份有限公司 ” and the English name shall be “Compal Electronics, Inc.”.

Article 2

The business scope of the Company shall be as follows:

To engage in CC01110 manufacturing business of computers and their peripheral equipments;
To engage in CC01080 manufacturing business of electronic parts and components;
To engage in CC01060 manufacturing business of wired communication machinery implements;
To engage in CC01070 manufacturing business of radio communication machinery implements;
To engage in CC01101 manufacturing business of telecom controlled radio frequency instruments;
To engage in F401021 import business of telecom controlled radio frequency instruments;
To engage in CB01010 manufacturing business of machinery equipments;
To engage in CB01020 manufacturing business of office machinery;
To engage in CE01990 manufacturing business of other optical & precision apparatus;
10.To engage in G801010 terminal business;
11.To engage in I501010 products design business;
12.To engage in I301010 information software services business;
13.To engage in F401010 international trade business;
14.To engage in F108031 Wholesale of Drugs, Medical Goods
15.To engage in F208031 Retail sale of Medical Equipments
16.To engage in CF01011 Medical Materials and Equipment Manufacturing
17.ZZ99999 All businesses that are not prohibited or restricted by laws, except those that are subject to special approval.

Article 3

The Company may provide guarantee to other companies to meet its business needs.

Article 4

The head office of the Company shall be in Taipei. When deemed necessary, the Company may set up branch offices or factories within or outside the Republic of China by resolutions of the Board of Directors.

Article 5 (Deleted)

Article 6

The re-investment amount of the Company may exceed 40% of its paid-in capital.

CHAPTER 2 SHARES

Article 7

The total capital of the Company shall be NT$60,000,000,000 consisting of 6,000,000,000 shares with a par value of NT$10 each (including 100,000,000 shares for employees’ subscription to shares according to certificates of subscription or company bonds attaching the right of subscription to shares) which may be issued in several issues, and the shares that are not issued may be issued by the Board of Directors according to business requirement.

Article 7-1

When the Company issues employee share subscription warrants, employee share subscription rights and restricted stock for new shares or buy-back shares in accordance with the laws, the employees so granted or transferred may include the employees of the Company’s subordinate companies who meet certain requirements.

Article 8

The share certificates of the Company shall be in registered form and shall be affixed with the signatures or seals of the director representing the Company, and shall be duly authenticated by the bank which is qualified to authenticate shares under the laws.

The Company may be exempted from printing any share certificate for the shares issued and shall appoint a centralized securities custody enterprise/ institution to make recordation of the issue of such shares.

Article 9

The shareholders shall fill out seal impression cards when opening accounts. The style of signature or seal impression card shall be kept by the Company or the Company’s stock agency for recordation, and the same shall apply to alteration.

Article 10

Unless otherwise provided in laws and regulations and securities rules, the shareholders shall deal with stock affairs or exercise other relevant rights in accordance with the “Guidelines Governing the Processing of Stock Affairs by Public

Company”.

Article 11

No entry for transfer of shares shall be permitted within sixty (60) days prior to a regular shareholders' meeting; thirty (30) days prior to a special shareholders' meeting; and five (5) days prior to a record date set for distributing dividends and bonuses or other benefits.

CHAPTER 3 SHAREHOLDERS' MEETING

Article 12

Shareholders' meeting shall be of two types, regular shareholders' meeting and special shareholders' meeting. The regular shareholders' meeting shall be called by the board of directors once a year within six (6) months of the close of each fiscal year. The special shareholders' meeting may be called pursuant to law when deemed necessary. When the Company shareholders' meeting is held, it may be held by video conference or other methods announced by the central competent authority.

The requirements, operating procedures, and other matters to be complied with for a video conference meeting shall be handled in accordance with the relevant regulations of the securities regulatory authority.

Article 13

A shareholder who is unable to attend a shareholders' meeting may authorize a proxy to attend the meeting by a power of attorney printed by the Company duly signed or sealed and setting forth the vested power in accordance with the [Regulations Governing the Use of Proxy for Attending Shareholders' Meetings of Public Companies] prescribed by the competent authority.

Article 14

The Chairman of the Board of Directors shall preside at the shareholders' meetings. If the Chairman is unable to attend the meeting or to exercise his power and authority, the Vice Chairman of the Board of Directors shall act on his behalf. In case there is no Vice Chairman or the Vice Chairman is also absent or unable to exercise his power and authority, the Chairman shall designate a Managing Director to act on his behalf, or where there is no Managing Director, one of the Directors to act on his behalf. In the absence of such a designation, the Managing Directors or the Directors shall elect one from among themselves an acting chairman of the Board of Directors.

Article 15

Each shareholder of the Company shall have one (1) vote for each share held, unless otherwise provided in Article 179 of Company Act.

Article 16

Except as otherwise provided in the Company Act, a resolution shall be adopted at a shareholders' meeting attended by shareholders holding and representing a majority of the total issued and outstanding shares and at which meeting a majority of the votes held by the shareholders present shall be cast in favor of such resolution.

Article 17

Minutes of proceedings shall be prepared for all resolutions adopted at a shareholders' meeting, stating the date and place of the meeting, the abstract and results of proceedings, name of the chairman and the means by which a resolution is adopted, number of shareholders present and number of shares represented. A copy of the minutes of proceedings duly signed and sealed by the chairman shall be forwarded to each shareholder within twenty (20) days after the meeting.

The distribution process of meeting minutes is made in accordance with applicable laws and regulations.

CHAPTER 4 DIRECTORS AND COMMITTEES

Article 18

The Company shall have seven (7) to fifteen (15) Directors. Directors shall be elected by adopting candidate nomination system and being elected. There shall be at least three (3) Independent Directors among the Company's Directors. The Directors’ liability insurance may be bought by the Company for the liability of compensation they may bear according to law in their business scope during their term of office.

The number of seats, professional qualifications, restrictions on shareholdings and concurrent positions held, assessment of independence, method of nomination, and other matters for compliance with respect to independent directors shall be in compliance with applicable laws and regulations.

Article 19

The Directors shall hold office for a term of three years and shall be eligible for re-election.

Re-election of Independent Directors shall be governed by applicable laws and regulations.

Article 20

When one-third (1/3) of the Directors have vacated their offices or all of the Independent Directors are discharged, the special shareholders' meeting shall be called by the Board of Directors within sixty (60) days for election of Directors and Independent Directors to fill the vacancies until the original term expires.

Article 21

The Directors shall form a Board of Directors. The Chairman and Vice Chairman of the Board of Directors shall be elected by and from among the Directors with the

concurrence of a majority of the Directors present at a Board of Directors' meeting attended by more than two-thirds (2/3) of the Directors. The Board chairman shall conduct all the business of the Company pursuant to the laws and regulations, Article of incorporation, and resolutions adopted at shareholders' meetings and Board of Directors' meetings.

Article 22

The business policies and other important matters of the Company shall be performed in accordance with the resolutions of the Board of Directors' meetings. Except as otherwise provided in the provisions of the relevant laws, the Board of Directors meeting shall be called and presided by the chairman of the Company. In the event the Board Chairman is absent or unable to perform his right or authority, he may designate Vice Chairman to act on his behalf. In case there is no Vice Chairman or the Vice Chairman is absent or unable to perform his power or authority, the Chairman may designate one Managing Director to act on his behalf, or where there is no Managing Director, one of the Directors to act on his behalf. In the absence of the designation, the Managing Directors or Directors shall elect one from among themselves.

Article 23

Except as otherwise provided in the Company Act, a Board of Directors' meeting at which a resolution is adopted shall be attended by a majority of the Directors and at which meeting a majority of those present shall vote in favor of such a resolution. If any Director is unable to attend a Board of Directors' meeting, he/she may appoint another Director to attend the meeting by proxy by executing a power of attorney in favor of the proxy specifying any limits on authority or powers in respect to the business to be transacted at the meeting; provided that the proxy shall accept the appointment of one Director only. Minutes of proceedings shall be prepared for the resolutions adopted at a Board of Directors’ meeting and the provisions of Article 17 herein shall apply mutatis mutandis .

Article 24

Enhancing supervision functions and strengthening management mechanisms, the Board of Directors of the Company may set up committees. The organizational rules for each committee shall be promulgated respectively in accordance with relevant laws and regulations as well as the regulations and rules of the Company.

An Audit Committee is established according to Article 14-4 of the Securities and Exchange Act which consists of all Independent Directors. The Audit Committee shall have such powers and duties as the supervisors under the Company Act, the Securities and Exchange Act and other laws and regulations.

Article 25

In conducting the business of the Company, the Directors shall be paid remuneration,

regardless of whether the Company makes a profit or sustains a loss. The remuneration of Directors shall be submitted by the remuneration committee to the Board of Directors and decided by the Board of Directors in accordance with personal partake-in and contribution to the Company’s operation and benchmarks in the same industry.

Article 26

Functions of the Board of Directors shall be as follows:

Appoint and remove managerial personnel;
Decide and amend business policies;
Examine budget and final account;
Propose for distribution of profits and covering of losses;
Approve for re-investment, extending loan to other companies, and pledge of assets;
Approve for endorsement, guarantee, acceptance to affiliates in excess of the total specified amounts (to be decided by the Board of Directors);
Approve for borrowing and financing in excess of total specified amounts (to be decided by the Board of Directors);
Establish and/or withdraw any main divisions of the Company and/or its domestic or overseas branches, and to prescribe and amend Articles of Incorporation and important rules by laws;
Approve for important contracts;
Approve for other important business; and
Appoint, discharge, and make payment to CPA.
To exercise other duties and powers granted in accordance with the laws and regulations, Articles of Incorporation, and by the shareholders’ meetings.

Article 27

A Board of Directors’ meeting shall be called with a seven days prior written notice setting forth the cause(s) of such meeting to all Directors, except there is an urgent need. In case of emergency, a Board of Directors’ meeting may be called at any time. The meeting notice as referred to in the foregoing Paragraph shall set forth the cause(s) and be given via mail, e-mail or facsimile.

CHAPTER 5 OFFICERS

Article 28

The Company shall employ managers, their appointment and discharge shall be handled in accordance with Article 29 of the Company Act.

CHAPTER 6 FINANCIAL ACCOUNTS AND DISTRIBUTION OF PROFITS

Article 29

At the close of each fiscal year of the Company, the Board of Directors shall prepare the following statements/documents and present to the shareholders’ meeting for ratification in accordance with the legal procedure:

business report;
financial statement;
proposal for distribution of profits or covering of losses.

The aforementioned proposal for distribution of profits, the distribution of dividends and bonuses to shareholders in cash which are under the resolution and have been adopted by the meeting of the Board of Directors which are authorized in accordance with the Company’s Articles of Incorporation, will not need to be ratified by the shareholders’ meeting when reported during the shareholders’ meeting.

Article 30

If there is any profit in a fiscal year, the Company’s pre-tax profits in such fiscal year, prior to deduction of compensation to employees and directors, shall be distributed to employees as compensation in an amount of not less than two percent (2%) thereof and to directors as compensation in an amount of not more than two percent (2%) of such profits. In the event that the Company has accumulated losses, the Company shall reserve an amount to offset accumulated losses.

The compensation to employees as mentioned above may be distributed in the form of stock or cash. Employees entitled to receive the said stock or cash may include the employees of the Company’s subordinate companies who meet certain requirements.

Article 30-1

If there is any profit after closing of books in a given year, the Company shall first defray tax due, cover accumulated losses and set aside ten percent (10%) of it as legal reserve and then set aside or reverse a special reserve in accordance with laws and regulations. The balance of earnings available for distribution is composed of the remainder of the said profit and the unappropriated retained earnings of previous years. The Board of Directors may set aside a certain amount to cope with the business operation conditions, and shall prepare the proposal for distribution of the balance amount thereof after a resolution has been adopted and then allocated in accordance with Second Paragraph of this Article or Article 29.

The Company authorizes the Board of Directors to distribute all or part of the dividends and bonuses, capital surplus or legal reserve in cash to shareholders after a resolution has been 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; and in addition thereto a report of such distribution shall be submitted to the shareholders’ meeting.

The lifecycle of the industry of the Company is in the growing stage. To meet the future capital needs and in consideration of capital budget, long-term financial

planning and onshore and offshore competition condition, as well as the need of shareholders for cash flow, if there is any profit after close of books, the dividend and bonds to be distributed to shareholders should not be less than thirty percent (30%) of the after-tax profit of such year and the cash dividend allocated by the Company each year shall not be lower than ten percent (10%) of the total dividend (including cash and share dividend) for such year.

Article 31

Once the total legal reserve equals the total capital, the Company may stop setting aside the legal reserve by shareholders’ resolution.

CHAPTER 7 SUPPLEMENTAL PROVISIONS

Article 32 Matters not provided herein shall be governed by the Company Act.

Article 33

The organizational rules and handling procedures of the Company shall be separately prescribed by resolution of the Board of Directors.

Article 34 (Deleted)

Article 35

These Articles of Incorporation were prescribed by the promoters on April 16, 1984. The 1[st] amendment was made on May 16, 1984;

The 2[nd] amendment was made on December 27, 1984;

The 3[rd] amendment was made on April 6, 1986;

The 4[th] amendment was made on July 18, 1986;

The 5[th] amendment was made on May 10, 1987;

The 6[th] amendment was made on June 13, 1987;

The 7[th] amendment was made on June 18, 1988;

The 8[th] amendment was made on May 27, 1989;

The 9[th] amendment was made on May 4, 1990; The 10[th] amendment was made on June 23, 1990;

The 11[th] amendment was made on March 20, 1991;

The 12[th] amendment was made on April 30, 1992; The 13[th] amendment was made on April 13, 1993; The 14[th] amendment was made on April 23, 1994; The 15[th] amendment was made on March 31, 1995; The 16[th] amendment was made on March 27, 1996; The 17[th] amendment was made on May 29, 1997; The 18[th] amendment was made on April 8, 1998; The 19[th] amendment was made on April 8, 1999;

The 20[th] amendment was made on March 30, 2000; The 21[st] amendment was made on April 3, 2001; The 22[nd] amendment was made on May 24, 2002; The 23[rd] amendment was made on June 10, 2003; The 24[th] amendment was made on June 10, 2005; The 25[th] amendment was made on June 9, 2006; The 26[th] amendment was made on June 15, 2007; The 27[th] amendment was made on June 13, 2008; The 28[th] amendment was made on June 19, 2009; The 29[th] amendment was made on June 18, 2010; The 30[th] amendment was made on June 24, 2011; The 31[st] amendment was made on June 22, 2012. The 32[nd] amendment was made on June 21, 2013. The 33[rd] amendment was made on June 20, 2014. The 34[th] amendment was made on June 26, 2015. The 35[th] amendment was made on June 24, 2016. The 36[th] amendment was made on June 21, 2019. The 37[th] amendment was made on June 24, 2022.

Appendix 3 Compal Electronics, Inc. Shareholding of Directors

Compal Electronics, Inc. Shareholding of Directors	Compal Electronics, Inc. Shareholding of Directors	Compal Electronics, Inc. Shareholding of Directors
Book closure date: March 31,2025
Position	Name	Shares
Chairman	Jui-TsungChen	35,352,587
Director	Representative of Kinpo Electronics, Inc.: Wei-Chang Chen	151,628,692

Director	Representative of Taiwan Venture CapitalCo.,Ltd.: Charng-Chyi Ko	1,380,000

Director	Sheng-Chieh Hsu	9,204,201
Director	Chieh-Li Hsu	4,117,569
Director	Representative of Binpal Investment Co.,Ltd.: Wu-Chun Hsu	5,000,000

Director	Chung-Pin Wong	6,618,618
Director	Chiung-Chi Hsu	2,117,731
Director	AnthonyPeter Bonadero	0
Director	Sheng-Hua Peng	835,000
Independent Director	Duh KungTsai	0
Independent Director	Wen-ChungShen	2,836,000
Independent Director	Lee-Chiou Chang	0
Independent Director	Shui-Shu Hung	0
Independent Director	Tzu-TingHuang	0
Total		219,090,398

Note ：

The above-mentioned shares include the shares under trust with discretion reserved.
In accordance with the “Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies”, where the paid-in capital of the company is more than NT$10 billion but NT$50 billion or less, the aggregate number of registered shares owned by all Directors shall not be less than three percent of the total issued shares; the aggregate number of registered shares owned by all Supervisors shall not be less than 0.3 percent of the total issued shares. The aggregate numbers of registered shares held by all Directors and Supervisors of Compal are listed below:
˙ The aggregate number of the registered shares held by all Directors shall not less than 105,771,519 shares;
˙ The Company has established an Audit Committee ; therefore, the Supervisors’ - –
shareholdings requirement is not applicable.

Appendix 4 Other

Acceptance of proposals submitted by shareholders at this Annual General Shareholders Meeting

In accordance with Article 172-1 of the Company Act, shareholder(s) holding one percent (1%) or more of the total number of outstanding shares of a company may propose to the company a proposal for discussion at a general shareholders' meeting, provided that only one matter shall be allowed in each single proposal. The number of words of a proposal to be submitted by a shareholder shall be limited to not more than three hundred (300) words (including proposal, explanatory notes and punctuation marks), and any proposal containing more than 300 words shall not be included in the agenda of the shareholders' meeting. The shareholder who has submitted a proposal shall attend, in person or by a proxy, the general shareholders' meeting where at his proposal is to be discussed and shall take part in the discussion of such proposal.
The shareholder proposal accepting period for 2025 Annual General Shareholders Meeting is from March 7, 2025 to March 17, 2025.

AI assistant

Compal — AGM Information 2025

52007_rns_2025-06-11_190f5b4e-e6ad-4c84-a8ba-5c4fe6a07eac.pdf

Table of Contents

Meeting Procedures

Compal Electronics, Inc.

2025 Annual General Shareholders’ Meeting Procedures

Meeting Agenda

Compal Electronics, Inc.

2025 Annual General Shareholders’ Meeting Agenda

Report Items

Item 1

Proposal:

Explanatory Note:

Item 2

Proposal:

Explanatory Notes:

Item 3

Proposal:

Explanatory Note:

Item 4

Proposal:

Explanatory Note:

Ratification Items

Item 1

Proposal:

Explanatory Notes:

Resolved That:

Item 2

Proposal:

Explanatory Notes:

Resolved That:

Compal Electronics, Inc.

Discussion Items

Item 1

Proposal:

Explanatory Notes:

Resolved That:

Item 2

Proposed by the Board of Directors

Proposal:

Explanatory Notes:

Resolved That ：

Special Motion(s)

Special Motion(s)

Attachments

Attachment 1

Business Report for the year 2024

Financial and Business Results

Transformation and Growth Strategy

Geopolitical Risks and Global Strategy

Sustainability and Innovation Progress

Future Outlook and Plans

Attachment 2

Independent Auditor’s Report

Opinion

Basis for Opinion

Key Audit Matters

Inventory valuation

Description of key audit matters:

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

Auditor’s Responsibilities for the Audit of the Financial Statements

Independent Auditor’s Report

Opinion

Basis for Opinion

Key Audit Matters

1. Inventory valuation

Other Matter

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

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements

Notes to Readers

Audit Committee’s Review Report

Attachment 4

(English Translation of Financial Report Originally Issued in Chinese)

COMPAL ELECTRONICS, INC. Balance Sheets

December 31, 2024 and 2023

(English Translation of Financial Statements and Report Originally Issued in Chinese)

COMPAL ELECTRONICS, INC. Statements of Comprehensive Income

For the years ended December 31, 2024 and 2023

(Expressed in Thousands of New Taiwan Dollars, Except for Earnings Per Share)

Compal AGM Information 2025