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Coxon AGM Information 2025

Jul 9, 2025

52354_rns_2025-07-09_4f20b307-d9cc-4d7e-b44d-d72f9be97b3f.pdf

AGM Information

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Stock Code: 3607

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Coxon Precise Industrial Co., Ltd.

2025 Annual General Meeting

Meeting Handbook

Date: June 26, 2025

Venue: No. 19-5, Ln. 170, Zhongda Rd., Zhongli Dist., Taoyuan City, Taiwan (R.O.C.) (Xin Tao Fang Restaurant)

§Table of Contents§

§Table of Contents§
Item Page
One. Meeting Procedures 1
Two. Meeting Agenda 2
Three. Report Items 3
Four. Ratification Items 4
Five. Discussion Items 5~6
Six. Election Matters 7
Seven. Other Matters 7
Eight. Extraordinary Motions 7
Nine. Attachment
I.
2024 Business Report
8~9
II.
2024 Audit Committee Report
10
III.
Report on the Sustainable development Practice
11
IV.
Table of Details and Amount of 2024 Remuneration
12~13
Received by Individual Directors
V.
2024 CPA Audit Report
14~21
VI.
2024 Financial Statements
22~33
VII. Comparison table of articles before and after the 34~36
amendment of Articles of Incorporation
VIII. List of candidates (including independent directors) 37~38
for election to the Board of Directors
IX. List of Board of Directors (including independent 39
directors) and the legal person it represents to be
released from non-competition restrictions
Ten. Appendix
I.
Rules of Procedure for Shareholders' Meeting
40~47
II. Articles of Incorporation 48~52
III. Director Election Policy
IV. Shareholdings of Directors
V.
Proposal by the shareholder(s) holding one percent
53~54
55
56
or more of the Company’s total number of
outstanding shares

Coxon Precise Industrial Co., Ltd. 2025 Annual General Meeting Procedures

I. Call the Meeting to Order II. Chairman's Address III. Report Items IV. Ratification Items V. Discussion Items VI. Election Matters VII. Other Matters VIII. Extraordinary Motions IX. Adjournment

-1-

Coxon Precise Industrial Co., Ltd. 2025 Annual General Meeting Procedures

  • I. Time: 10:00 a.m., June 26th, 2025 (Thursday)

  • II. Venue: No. 19-5, Ln. 170, Zhongda Rd., Zhongli Dist., Taoyuan City, Taiwan (R.O.C.) (Xin Tao Fang Restaurant)

  • III. Method of convening the meeting: Physical shareholders meeting.

  • (I) Call the Meeting to Order (Reporting on the Number of Attendees)

  • (II) Chairman's Address

  • (III) Report Items

    1. 2024 Business Report

    2. 2024 Audit Committee Report

    3. Report on the Sustainable Development Practice

    4. Report of 2024 directors’ remuneration and employees’ remuneration

    5. Report of 2024 conduct private placement of ordinary shares

    6. Report on Cash Distributions from Capital Surplus

  • (IV) Ratification Items

    1. 2024 Business Report and Financial Statements

    2. 2024 Proposal for distribution earnings.

  • (V) Discussion Items

    1. It is proposed to conduct private placement of ordinary shares.

    2. Partial amendments to “Articles of Incorporation”.

  • (VI) Election Items: Re-election of directors

  • (VII)Other Items

    1. Discussion to approve the lifting of non-competition restrictions for directors and the legal person it represents.

(VIII) Extraordinary Motions

  • (IX) Adjournment

-2-

Report Items

  • I. 2024Business Report

  • Explanation: For the 2024 Business Report, please refer to Pages 8-9 Attachment 1 of the Meeting Handbook.

  • II. 2024 Audit Committee Report

  • Explanation: For the 2024 Audit Committee Report, please refer to Page 10, Attachment 2 of the Meeting Handbook.

  • III. Report on the Sustainable Development Practice.

  • Explanation: For the Report on the Sustainable Development Practice, please refer to Page 11, Attachment 3 of the Meeting Handbook.

  • IV. Report on the distribution statusof 2024 Directors' remuneration and employees’ remuneration. Explanation: (I) In accordance with the company act and article 30 of the articles of incorporation, the company allocated directors’ remuneration of NT$200,000 and employees’ remuneration of NT$1,368,620. Both amounts were fully paid in cash and the actual amounts paid were not different from the expenses recognized in 2024.

    • (II) Please refer to Attachment 4 in page 12 to13 of this agenda for Table of Details and Amount of 2024 Remuneration Received by Individual Directors.
  • V. Report the status of the 2024 private placement of ordinary shares

  • Explanation: No more than 20,000,000 share of the ordinary shares shall be issued once within one year from the date of the resolution On June 27,2024 Shareholders’ Meeting. that the Shareholders’ Meeting authorizes the Board of Directors to deal with it according to the needs of operation plans and the status of the market. Now board of directors’ resolved discontinue to handle this private placement of securities within the remaining time.

  • VI .Report on Cash Distributions from Capital Surplus

  • Explanation: (I) In accordance with the Company’s Articles of Incorporation, the authorized board of directors may decide to pay cash dividends/bonus or all or part of the legal reserve and capital surplus by cash according to Paragraph 1, Article 241 of the Company Act.

    • (II) On March 13, 2025, the board of directors approved the appropriation of NT$85,163,507 cash capital from the issuance of common shares in excess of par value, calculated based on the current shares outstanding with a total of 121,662,239 shares, at a price of NT$0.7 per share, according to the shareholding ratios recorded in the shareholder register on the distribution date. The chairman would be authorized to deal with the matters in connection with the change to the rate of cash dividends distribution from additional paid-in capital as a result of a change in the total outstanding shares of the Company.

    • (III) The cash dividend shall be distributed according to the shareholding percentage in up to NT$1 with below NT$1 rounded up; for those total fractional amounts of less than NT$1, the amount below the decimal point shall be adjusted in the sequence of the amount and the shareholders’ account number till the total distributed cash dividend amount is matched.

    • (IV) The chairman would be authorized to determine the record date of the cash dividends distribution from additional paid-in capital. The distribution is expected to be completed in the 3rd quarter of 2025.

  • 3 -

Ratification Items

1st Proposal: (Proposed by the Board of Directors)

Proposal: 2024 Business Report and Financial Statements.

  • Explanation: (I) The Company’s 2024 standalone financial statement and consolidated financial statements were audited by independent auditors, Ming-Chung Hsieh and Pan-Fa Wang of Deloitte & Touche Taiwan, and an unqualified opinion has been issued.

  • (II) The above financial statements, together with the business report, have been submitted to the Audit Committee for review, and an audit report has been issued.

  • (III) For the 2024 Business Report, Auditor’s Report and the above-mentioned Financial Statements, please refer to Page 8-9, Attachment 1, Pages14-21, Attachment 5 and Pages 22-33, Attachment 6 of the Meeting Agenda.

  • (IV) Please ratify.

Resolutions:

2nd Proposal:

(Proposed by the Board of Directors)

Proposal: 2024 Proposal for distribution earnings

Explanation: (I).The 2024 Earnings Appropriation Chart has been approved by the board of directors and audited by the Audit Committee.

(II). Below are details of the Company’s 2024 earnings distribution proposal: Coxon Precise Industrial Co., Ltd.

2024 Earnings Distribution Proposal Units: NT$

2024 Earnings Distribution P roposal Units: NT
Unappropriated earnings at the beginning of the period 0
Add:Current net income 20,457,068
Add: Remeasurement of defined benefit plan under retained
7,761,447
~~i~~
Provision items
Provision for legal reserve 2,821,852
Provisions for special reserve 25,396,663
Distributable earnings 0

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Chairman: Hong, Huan-Ching Managerial Officer: Chang, Wen-Tung Accounting Manager: Hsu, Chia-Hung

  • Notes: (1) This profit distribution statement is prepared based on the financial statements prepared by the Board of Directors. However, if there are material differences between the financial statements audited by the accountants and the financial statements approved by the Board of Directors, or if the accountants issue a non-unqualified opinion and the profit distribution statement needs to be adjusted, the Board of Directors shall be reconvened for deliberation.

    • (2) If the financial statements have been audited and certified by a certified public accountant before the profit distribution statement is announced after review and there is no need to adjust the profit distribution statement, there is no need to announce the accompanying resolution in the preceding paragraph.

    • (3) If the announcement of this profit distribution statement states the attached resolution in the first paragraph, and if the financial statements are subsequently audited and certified by a certified public accountant and there is no need to adjust this profit distribution statement, a supplementary announcement shall be made.

  • (4) The judgment of this supplementary resolution shall be authorized to be made by the Chairman.

  • (III) Please ratify.

Resolutions:

  • 4 -

Discussion Items

1st Proposal: (Proposed by the Board of Directors)

Proposal: It is proposed to conduct private placement of ordinary shares. Explanation: (I) In order to replenish operating capital of the Company, improve financial structure, and meet the needs of funds for the Company’s future development, it is proposed to conduct the capital increase of ordinary shares through private placement in accordance with Article 43-6 of the Securities and Exchange Act at appropriate times according to the condition of market and the Company’s demand for funds.

  • (II)The contents of private placement of ordinary shares:

  • (1)Number of private placement shares: The offering and issuance of shares shall not exceed 15,000,000 shares.

  • (2)Face value per share: NT$10.

  • (3)The basis for and reasonableness of the pricing of the private placement:

    • A. The actual price per share of the ordinary shares through the private placement shall not be lower than 80% of the reference price, which shall be the higher price calculated based on the following two benchmarks:

    • (a)The simple average closing price of the common shares of the Company for either the 1, 3, or 5 business days before the price determination date, minus stock and cash dividends, and plus capital reduction.

    • (b)The simple average closing price of the common shares of the Company for the 30 business days before the price determination date, minus stock and cash dividends, and plus capital reduction.

    • B. The Board of Directors is authorized to determine the actual price of the private placement and the price determination date according to the subscription status of the specific persons and the market, while the actual price of the private placement shall not be set lower than 80% of the reference price.

    • C. The pricing of the private placement shall be dealt with in accordance with the laws and regulations of the competent authority, shall reflect actual market pricing, and shall be reasonable. However, if the issuance price is lower than the face value due to the lower market price, the difference shall be made up by the capital surplus. If the capital surplus is not enough, it shall be recognized as accumulated deficit under retained earnings, which will be offset by earnings, capital, or by other means according to the operation of the Company. There should be no significant influence on the shareholders’ rights and interests.

  • (4)The method for selecting the specific persons:

    • A. The placees of the private placement of ordinary shares shall be restricted to the specific person who meets the qualifications as a placee stipulated by the relevant laws of Article 43-6 of the Securities and Exchange Act and Explanatory Letters of the competent authority.

    • B. There is no placee who has already been determined. Placees determined in the future shall be a strategic investor. The method and objectives of selecting the placees, the necessity for that selection, and the anticipated benefits are as the following:

    • (a) The method and objectives of selecting the placees: Person or juristic person that helps the Company improve its technology, develop products, expand market, or strengthen customer relationship shall be selected. With their experience, technique, knowledge, or channel, the operation performance and profitability of the Company may be enhanced.

    • (b) Necessity: In order to strengthen the Company’s financial structure and expand the scale of operation, it is necessary for the long-term development of the Company.

  • 5 -

    • (c) The anticipated benefits: It may improve the Company’s financial structure, expand product lines in the market to enhance the operation performance, and strengthen the competitiveness of the Company.
  • (5) The reasons for the necessity for conducting the private placement:

  • A. The reasons for not using a public offering: Considering the timeliness and issuance cost of capital raising, the private placement may fulfill the mobility, flexibility, and certainty of the fund raising, and benefits the Company’s future development. Therefore, it is necessary to conduct capital increase by issuing new shares through a private placement.

  • B. The limit on the private placement: No more than 15,000,000 share of the ordinary shares shall be issued once within one year from the date of the resolution by Shareholders’ Meeting. It is proposed that the Shareholders’ Meeting authorizes the Board of Directors to deal with it according to the needs of operation plans and the status of the market.

  • C. The use of the funds raised by the private placement and the anticipated benefits: The private placement shall be issued once. The funds shall be used to replenish operating capital. It is expected to improve the financial structure and debt repayment ability, assist the Company with steady growth, and have positive impact on the shareholders’ rights and interests.

  • (6) The rights and obligations of the ordinary shares of the private placement: They are the same as those of the Company’s ordinary shares issued. However, they shall not be transferred within three years following the delivery date of the private placement ordinary shares, except for the circumstances described by Article 43-8 of the Securities and Exchange Act. After three years have elapsed since the delivery date of the ordinary shares privately placed and any ordinary shares distributed subsequently, the Board of Directors is authorized to file with the competent authority for retroactive handling of public issuance procedures after obtaining a letter issued by the Stock Exchange acknowledging that the securities meet the standards for listing.

  • (7) Others: When there is a need for amendment to the contents of the private placement, except for the percentage of private placement pricing, particulars, including actual shares issued, issuance price, terms of issuance, plan items, and anticipated benefits, and all matters not provided, due to changes in laws, amendment instructed by the competent authority, or changes in factors of objective environment, it is proposed that the Shareholders’ Meeting authorize the Board of Directors to deal with it. Also, in response to the capital increase with issuance of ordinary shares through the private placement, the chairman of the Company or the representative appointed by the chairman is authorized to process and represent the Company to sign all of the contracts and documents related to the private placement ordinary shares.

(III). Please proceed to discuss.

Resolutions:

2st Proposal: (Proposed by the Board of Directors) Proposal: Partial amendments to “Articles of Incorporation”. Explanation: (I) To comply with legal regulations and the company's future development, It is proposed to Amendment of the Articles of Incorporation.

  • (II) For the Articles of Incorporation before and after the amendment, please refer to Attachment 7(P. 34-P.36).

(III). Please proceed to discuss.

Resolutions:

  • 6 -

Election Matters

Proposal: Re-election of directors. (Proposed by the Board of Directors) Explanation:(I) Service of the Company's of directors will expire on June 13, 2025, and the board is due for full re-election in the upcoming shareholders’ general meeting by law.

  • (II). According to Articles 18 of the Company's Articles of Incorporation, the board shall have 9 directors including 3 independent directors. Directors shall be elected using the candidate nomination system to serve.

  • (III).Directors term of 3 years from June 26, 2025 to June 25, 2028. The original directors shall hold office until the conclusion of the current shareholders' meeting. The “List of Director, Independent Director Candidates” Please refer to Attachment 8 (P.37-P.38).

  • (IV) .The re-election was held in accordance with the “Procedures for Election of Directors” of the Company.

  • (V). The election is ready to proceed.

Election result:

Other Proposals

Proposal: Discussion to approve the lifting of non-competition restrictions for directors and the legal person it represents.

  • (Proposed by the Board of Directors)

  • Explanation: (I). Pursuant to Article 209 of The Company Act, "Directors may obtain permission for engaging in business activities that coincide with those of the company for directors' own benefit, or for the benefits of others, by disclosing material details during shareholders’ meetings.

  • (II). Directors who invest in or are involved in another company that is in a similar or identical line of business as the Company and act as a director or manager in the said company shall seek consent in a shareholders’ meeting as required by law to remove restrictions on competing business involvement for said directors and the legal person it represents.

  • (III). For the details on Director and Independent Director and the legal person it represents candidates' competing business involvements, please refer to Attachment 9 (P.39).

  • (V). Please proceed to discuss.

Resolutions:

Extraordinary Motions

Adjournment

  • 7 -

[Attachment 1]

Coxon Precise Industrial Co., Ltd. Business Report

I. 2024 Business Report

(I) Business Plan Implementation Results:

Looking back on 2024, global inflation has gradually slowed down, the U.S. has also started a cycle of interest rate cuts, and the demand for many consumer electronics products has gradually resumed growth. The Company's revenue has also grown this year. Although the Company has continued to reduce its scale, revenue has increased, and its losses have gradually shrunk. At the same time, the Company has actively cleaned up idle equipment and investments, making 2024 profitable for the first time in many years. In 2025, the global economy has been conservative, and the Company's steady operations are looking for opportunities. The Company's management team will work harder to give back to shareholders.

(II) Budget implementation:

The status of budget implementation is unavailable since the Company has not disclosed its financial forecast for 2024.

(III) Analysis of receipts, expenditures, and profitability: Units: NT$thousand

Item 2024 2024 2023 Increase/decrease (%)
Operating revenue 3,136,753 2,637,304 18.94
Operating costs 2,839,924 2,408,912 17.89
Operating profits 296,829 228,392 29.96
Operating expenses 360,410 365,054 (1.27)
Operating income (63,581) (136,662) NA
Non-operating income and
expenses
85,757 96,244 (10.90)
Profit before tax 22,176 (40,418) NA
Net profit 21,391 (40,512) NA
Item 2024 2023
Return on Assets(%) 1.15 (0.69)
Return on Equity (%) 1.16 (2.08)
Operating income as a percentage of
paid-in capital (%)
(5.23) (11.23)
Profit before tax as a percentage of
paid-in capital (%)
1.82 (3.32)
Net Profit Margin(%) 0.68 (1.54)
Earnings Per Share(NT$) 0.17 (0.36)

(IV) Research and development status:

The Company continued to develop the technology for surface treatment of plastics, and commenced mass production of IMD with two colors and two materials, automatic mold processing, automatic cutting and arrangement, NMT combining related applications for plastic products, surface spraying of black grain leather and PU paint, fully automatic film, automatic sheet metal implantation, NMT combining ceramic plastic, air transfer printing, gradient coating, Various material molding and sputtering processes, implementation of PCR material which provide customers with more selective choices.

  • 8 -

II. 2025 Business Overview

  • (I) Business plan:

  • Strengthening R&D and production, adjustment of product mix, and development of niche product lines.

  • Vertically extend core technologies, integrate upstream and downstream companies, and provide customers with comprehensive solutions.

  • Expand product line breadth and economic scale, and reduce production and management costs via organizational integration.

  • Strengthen risk awareness, and perform strict control on inventory and accounts receivable.

(II) Sales volume forecast and the basis thereof:

Based on the future market outlook, the Company's 2025 sales volume estimated by the sales department is as follows:

:
Units: thousand units
Product Sales volume
Plastic components 334,252

The Company is a professional manufacturer of 3C components, and its 2025 sales volume forecast is determined by changes in market conditions, and orders received by the sales department.

(III) Important production and sales policies:

  1. Actively cooperate with global manufacturers to develop new products, in order to meet customer needs and keep in line with market trends.

  2. Actively develop niche products, with centralized production to reduce price competition from industry peers.

  3. Continual investment in R&D to develop the best market segmentation, with excellent mold development capabilities and process technology.

III. The Company’s future development strategy

Looking forward to 2025, as the products are currently at maturity stage,the China-U.S. trade war may resume. Meanwhile, the rise of supply chains in China will exert pressure on Taiwanese manufacturers. Given shorter product life cycle and with the perspective of evolving towards product integration, companies with better flexibility and vertical integration capabilities are more likely to make profits. The Company will uphold the spirit of diligence and active innovation, focusing on plastic and metal components, and hope to tap into non-3C product markets to diversify risks. In addition, the Company will provide comprehensive services for customers by use of its cost advantages of vertical integration, technical solutions and experienced professionals, developing products with excellent quality, with competitive advantages on customer satisfaction, technological innovation, and process improvement.

  • IV. The effect of external competition, the legal environment, and the overall business environment

This year, the overall industrial inventory pressure has been slightly relieved. However, the Mainland China’s labor and environmental laws and operating environment are becoming more and more stringent for enterprises. In addition, the China-US trade war has forced suppliers to gradually relocate to Southeast Asia and other countries, which has put Taiwanese companies under great pressure. These factors are still severe, but they are also opportunities to encourage enterprises to continue to diversify and improve themselves. The Company will continue to strengthen the layout of vertical integration based on years of experience in stable operations, hoping to find new niches and maintain stable operations.

In the future, the Company colleagues will dedicate efforts to meet shareholder expectations, and increase shareholder value. Finally, we wish you

Good health and all the best.

Chairman: Managerial Officer: Accounting Manager:

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  • 9 -

[Attachment 2]

Coxon Precise Industrial Co., Ltd.

Audit Committee Report

The Company's 2024 financial statements, together with the business report and proposal for Earnings Distributionset have been submitted by the board of directors for review. Among them, the 2024financial statements were audited by independent auditors, Ming-Chung Hsieh and Pan-Fa Wang of Deloitte & Touche Taiwan, and an audit report has been issued. The above-mentioned 2024 financial statements, business report and proposal for Earnings Distribution-set have been audited by the Audit Committee. It was found that there was no inconsistency, and an audit report has been prepared in Securities and Exchange Act and Company Act, please review. To:

2025 Annual General Meeting

Coxon Precise Industrial Co., Ltd. Convener of the Audit Committee: Wu, Teng-Tsan

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March 13, 2025

  • 10 -

[Attachment 3]

Report on the Sustainable Development Practice.

The implementation of Report on the Sustainable Development Practice in this report is classified into::

  • I. Development and implementation of environmental sustainability

  • II. Compliance and implementation of social protection

For the development of environmental sustainability, Coxon continues to comply with the following conditions:

  1. For the production of RoHS-certified products, the Company continuously perform product testing to confirm that the products meet the certification standards.

  2. In the summer, the Company continues to implement minimal temperature limits for air conditioning in each factory area, which is favorable in terms of energy saving, carbon reduction and greenhouse gas reduction.

  3. The product packaging materials including cartons and fixed number of boxes are recycled and reused, with recycling rate of 78.41% in 2024, which decreased by 7.06%. becouse export products cannot recycle packaging materials; some customers have low product turnover rates.

  4. Passed the ISO14001 certification reassessment on October 27, 2023.

Coxon’s implementation status for social protection:

  1. The Company has been adhering to the Responsible Business Alliance (RBA), with no child labor or gender discrimination. In 2024, it has conducted 64 courses related to human rights protection, including the prevention of forced labor and labor protection for female employees, with a total of 123 hours. Overall, there were a total of 683 participants, with total number of training hours of 1,179 hours.

  2. Continue to declare and implement the use of conflict-free minerals, and continue to request suppliers in the use of conflict-free minerals.

  3. Attach great importance to the health of employees, perform annual employee health check-ups, and education and training courses, in order to raise employee awareness on occupational safety and health.

  4. Coxon Social Charitable Foundation cares for the disadvantaged, with donation more than NT$2.89 million in 2024.

  5. 11 -

Table of Details and Amount of 2024 Remuneration Received by Individual Directors

[Attachment 4]

Units: NT$thousand; thousand shares; %

Title Name Remuneration for directors Remuneration for directors Remuneration for directors Remuneration for directors Remuneration for directors Remuneration for directors Remuneration for directors Remuneration for directors Ratio of Total Remuneration (A+B+C+D)
to Net income (%) (Note 10)
Ratio of Total Remuneration (A+B+C+D)
to Net income (%) (Note 10)
Ratio of Total Remuneration (A+B+C+D)
to Net income (%) (Note 10)
Ratio of Total Remuneration (A+B+C+D)
to Net income (%) (Note 10)
Relevant remuneration received by directors Relevant remuneration received by directors Relevant remuneration received by directors Relevant remuneration received by directors who are also employees who are also employees who are also employees who are also employees Ratio of total compensation
(A+B+C+D+E+F+G) to net income (%) (Note
10)
Ratio of total compensation
(A+B+C+D+E+F+G) to net income (%) (Note
10)
Ratio of total compensation
(A+B+C+D+E+F+G) to net income (%) (Note
10)
Ratio of total compensation
(A+B+C+D+E+F+G) to net income (%) (Note
10)
Compensation
paid to director~~s~~
from an
invested
company other
than the
company’s
subsidiary or
parent company
(Note 11)
Base
Compensation
(A) (Note2)
Severance
Pay (B)
Directors
Compensation (C)
(Note 3)
Allowances (D)
(Note 4)
Salary, Bonuses and
Allowances (E) (Note 5)
Severance Pay (F) Employee Compensation (G)
(Note 6)
Company All companies
in the
consolidated
financial
statement
(Note 7)

Company
All
compani
es in the
consolid
ated
financial
stateme
nt
(Note 7)

Company
All
companie
s in the
consolida
ted
financial
statement
(Note 7)
Company All
companie
s in the
consolida
ted
financial
statement
(Note 7)
Company All companies in
the consolidated
financial statement
Company All
companies
in the
consolidated
financial
statement
(Note 7)
Company All
companie
s in the
consolida
ted
financial
statement
(Note 7)
Company All
companies
in the
consolidated
financial
statement
(Note 7)
Company All companies in the
consolidated
financial statement
Total % Total % Cash Stock Cash Stock Total % Total %
Chairman Hong,
Huan-
Ching
0 0 0 0 0 0 0 0 0
0.0000

0

0.0000

537
1,407 0 0 0 0 0 0 537 2.6231
1,407
6.8776
None
Vice
Chairman
Wu,
Wen-
Hsiang
0 0 0 0 0 0 0 0 0
0.0000

0

0.0000

194
194 0 0 0 0 0 0 194 0.9503
194
0.9503
None
Director Chang,
Wen-
~~Tun~~
0 0 0 0 0 0 0 0 0
0.0000

0

0.0000

280
280 0 0 0 0 0 0 280 1.3685
280
1.3685
None
Director ~~g~~
Lu,
Kuo-
Liang
0 0 0 0 40 40 25 25 65 0.3177
65
0.3177
0
0 0 0 0 0 0 0 65 0.3177 65
0.3177

None
Director Hsu,
Chia-
~~H~~
0 0 0 0 35 35 0 0 35 0.1711
35
0.1711
1,849
1,849 35 35 20 0 20 0 1,938 9.4742 1,938 9.4742
None
Director ~~ung~~
Hsieh,
Jen-
0 0 0 0 35 35 0 0 35 0.1711
35
0.1711
1,272
2,215 40 40 25 0 25 0 1,371 6.7042 2,314 11.3125
None
Independent
Director
~~Chi~~
Chen,
Ming-
Der
420 420 0 0 30 30 25 25 475 2.3219
475
2.3219
0
0 0 0 0 0 0 0 475 2.3219
475
2.3219
None
Independent
Director
Wu,
Teng-
Tsan
420 420 0 0 30 30 25 25 475 2.3219
475
2.3219
0
0 0 0 0 0 0 0 475 2.3219
475
2.3219
None
Independent
Director
Lin,
Chih-
Chen
420 420 0 0 30 30 25 25 475 2.3219
475
2.3219
0
0 0 0 0 0 0 0 475 2.3219
475
2.3219
None
Total 1,260 1,260 0 0 200 200 100 100 1,560 7.6257 1,560 7.6257
4,132
5,945 74 74 44 0 44 0 5,811 28.4038 7,624 37.2666
None
1. Please explain the policy, system, standards and structure by which independent director compensation is paid, and association between the amount paid and independent directors’ responsibilities, risks and time committed:
The Company's remuneration policy for independent directors not only refers to the general payment standard in the industry, but also considers the participation of individual independent directors in policy promotion, the Company’s remuneration for similar job position in recent years, the reasonableness of the
relationship between the Company's financial status, operating performance and future risks. In addition, the Company also timely review and discuss the remuneration policy based on the actual business conditions and relevant laws and regulations.
2. Compensation received bydirectors forprovidingservice(e.g. consultancyservice without the title of an employee in theparent company/anycompanyincluded in the financial statements/anybusiness investment)in the lastyear except those disclosed in the above table: None.
  • 12 -

Note 1: The names of directors should be separately listed.

Note 2: The remuneration of directors in the most recent fiscal year (including directors' salary, professional allowance, severance pay, various awards and bonuses).

Note 3: The amount of directors' remuneration distributed by the board of directors in the most recent year.

Note 4: The relevant business execution expenses of directors in the most recent year (such as traveling expenses, special expenses, various allowances, housing expenses, car and other physical supplies). In the case of expenditures of housing, motor vehicles and other means of transport or for exclusive individuals, the nature and cost of the assets, the actual or fair market price, rents, fuel cost and other payments should be disclosed. If there is a driver, please note the company's payment for the driver without remuneration.

Note 5: The salary, professional allowance, severance pay, various awards and bonuses, traveling expenses, special expenses, various allowances, housing expenses, car and other physical supplies of the directors as concurrent employees in most recent years (including concurrent general manager, assistant general manager, other managers and employees). In the case of expenditures of housing, motor vehicles and other means of transport or for exclusive individuals, the nature and cost of the assets, the actual or fair market price, rents, fuel cost and other payments should be disclosed. If there is a driver, please note the company's payment for the driver without remuneration. The salary expenses recognized in accordance with the “Share-based payment” of IFRS 2, which includes obtaining employee stock option certificates, new restricted employee shares and participating in the subscription shares of cash capital increase, shall also be included in the remuneration.

Note 6: The directors as concurrent employees in most recent years (including concurrent general manager, assistant general manager, other managers and employees) who obtain employee compensation (including stocks and cash), and should disclose the amount of compensation paid by the board of directors in the most recent year. If it cannot be estimated, the proposed distribution amount for this year will be calculated based on the proportion of the actual distribution amount last year, and should be added to table (1-3).

Note 7: The total amount of emoluments paid by all companies (including the Company) to the Company’s directors should be disclosed.

Note 8: The table shows the total amount of each director's remuneration paid by the Company, and exposes the name of the director in the ownership rank.

Note 9: The total remuneration of each director of all the companies (including the Company) in the consolidated report should be disclosed, and the name of the director should be exposed in the ownership rank. Note 10:The “net profit after tax” is the after tax net profit of an individual or an individual financial report in the most recent year.

  • Note 11:a. This column should clearly state the amount of remuneration for directors of the company to receive the remuneration from re-invested companies other than its subsidiaries or the parent company (fill in “none” if there are no relevant remuneration).

b. If the director of the company receives remuneration from re-invested companies other than its subsidiaries or parent company, the director shall incorporate the remuneration into the “I” column of the remuneration scale, and change the name of the column to “parent company and all re-invested companies”.

c. Remuneration is the bonus (including bonuses of employees, directors and supervisors) and business execution expenses of the when the directors of the company serve as directors, supervisors or managers of the reinvested companies or parent company other than its subsidiaries.

  • 13 -

[Attachment 5]

INDEPENDENT AUDITORS’ REPORT

The Board of Directors and Shareholders Coxon Precise Industrial Co., Ltd.

Opinion

We have audited the accompanying financial statements of ABC Company (the “Company”), which comprise the balance sheets as of December 31, 2024 and 2023, and the statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the financial statements, including a summary of significant accounting policies (collectively referred to as the “financial statements”).

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 in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinions

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the 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. Based on our audit results and other auditor’s reports, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements for the year ended December 31, 2024. The matters were addressed in the context of our audit of the Parent Company Only Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on the matters.

  • 14 -

The key audit matters for the 2024 parent-company only financial statements of the Company are specified as follows:

  • Key Audit Matter: Authenticity of sales in multi lateral trading

The operating revenue of the Company for 2024 was NT$994,345 thousand. Based on the consideration of the materiality of the financial statements and the auditing standard bulletin, the revenue recognition was preset as a significant risk. The revenue of Coxon Precise Industrial Co., Ltd. was generated from triangular trade occurred when production which manufactured in China and shipped directly to customers. We considered the occurrence of revenue describes as above as a key audit matter. Please refer to Notes 4 and 19 to the parent-company only financial statements. Our key audit procedures performed in respect of the operating revenue recognition included the following:

  1. Understand, evaluate and test the effectiveness of the design and implementation of the internal control system related to revenue recognition.

  2. We obtained the details of triangular trade for the year ended December 31, 2024 and we sampled and tested the selected transactions with their original purchase orders and delivery orders, and we compared the amounts to their respective accounts; in addition, we also sampled and tested delivery orders and relative authentications in South China within to ensure the occurrence of the sales.

  3. We obtained the sales returns details of triangular trade for the subsequent period, sampled and tested the related sales return supporting documents and reviewed the reasonableness of the occurrence of such sales returns.

Responsibilities of management and governance units for the parent-company only financial

statements

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

In preparing the parent-company only financial statements, management is responsible for assessing the 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 Company’s financial reporting process.

  • 15 -

Auditors’ Responsibilities for the Audit of the Parent-Company Only Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the auditing standards in the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error, and are consider material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. As part of an audit in accordance with the auditing standards generally accepted in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  1. Identify and assess the risks of material misstatement of the parent-company only financial statements; design and implement appropriate countermeasures for assessed 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.

  2. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.

  3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

  4. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the Parent Company Only Financial Statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.

  5. Evaluate the overall presentation, structure and content of the parent-company only financial statements, including the disclosures, and whether the parent-company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  6. Obtain sufficient and appropriate audit evidence regarding the financial information of entities or business activities within the Company to express an opinion on the parentcompany only financial statements. We are responsible for the direction, supervision and performance of the audit of Coxon Precise Industrial Co., Ltd. We remain solely responsible for our audit opinion.

  7. 16 -

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 statements 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 (including related safeguards).

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

The engagement partners on the audit resulting in this independent auditors’ report are Ming-Chung Hsieh and Pan-Fa Wang.

Deloitte & Touche Taipei, Taiwan Republic of China March 13, 2025

Notice to Readers

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

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

  • 17 -

INDEPENDENT AUDITORS’ REPORT

The Board of Directors and Shareholders Coxon Precise Industrial Co., Ltd.

Opinion

We have audited the accompanying consolidated financial statements of Coxon Precise Industrial Co., Ltd (the “Company”) and its subsidiaries (collectively referred to as the “Group”), which comprise the consolidated balance sheets as of December 31, 2024 and 2023, and the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies (collectively referred to as the “consolidated financial statements”).

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 in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinions

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial 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. Based on our audit results and other auditor’s reports, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Consolidated Financial Statements of the Group for the year ended December 31, 2024. The 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 the matters.

The key audit matters for the 2024 consolidated financial statements of theGroup are specified as follows:

  • Key Audit Matter: Authenticity of sales in multi lateral trading

The Group has the consolidated operating revenue of NT$3,136,753 thousand for 2024. Based on the consideration of the materiality of the financial statements and the auditing standard bulletin, the revenue recognition was preset as a significant risk. The revenue of Coxon Precise Industrial Co.,

  • 18 -

Ltd. was generated from triangular trade occurred when production which manufactured in China and shipped directly to customers. We considered the occurrence of revenue describes as above as a key audit matter. Please refer to notes 4 and 22 to the consolidated financial statements.

Our key audit procedures performed in respect of the operating revenue recognition included the following:

  1. Understand, evaluate and test the effectiveness of the design and implementation of the internal control system related to revenue recognition.

  2. We obtained the details of triangular trade for the year ended December 31, 2024 and we sampled and tested the selected transactions with their original purchase orders and delivery orders, and we compared the amounts to their respective accounts; in addition, we also sampled and tested delivery orders and relative authentications in South China within to ensure the occurrence of the sales.

  3. We obtained the sales returns details of triangular trade for the subsequent period, sampled and tested the related sales return supporting documents and reviewed the reasonableness of the occurrence of such sales returns.

Other Items

We have audited and issued an unqualified opinion on the parent company only financial statements of the Company as at and for the years ended December 31, 2024 and 2023.

Responsibilities of management and governance units for the consolidated financial statements Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the IFRS, IAS, IFRIC, and SIC endorsed and issued into effect by 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 they 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.

  • 19 -

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors' report that includes our opinion. Reasonable assurance is a high-level assurance but is not a guarantee that an audit conducted in accordance with the auditing standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error, If an individual or total amount misstated was reasonably expected to have an impact on the economic decision-making of users of the consolidated financial statements, the misstatement was deemed as material.

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

  1. Identify and assess the risks of material misstatement of the consolidated financial statements; design and implement appropriate countermeasures for assessed 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.

  2. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.

  3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

  4. 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 auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern.

  5. 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.

  6. Obtain sufficient and appropriate audit evidence regarding the financial information of 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.

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).

  • 20 -

We also provide those charged with governance with statements 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 (including related safeguards).

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

The engagement partners on the audit resulting in this independent auditors’ report are MingChung Hsieh and Pan-Fa Wang.

Deloitte & Touche Taipei, Taiwan Republic of China March 13, 2025

Notice to Readers

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

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

  • 21 -

[[Attachment 6]

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) Coxon Precise Industrial Co., Ltd. Parent Company Only Balance Sheet December 31, 2024 and 2023

Code

1100
1120
1136
1170
1180
1200
1220
130X
1479
11XX

1517
1550
1600
1780
1915
15XX
1XXX
Code

2130
2170
2180
2213
2219
2250
2300
21XX

2570
2640
25XX
2XXX

3110
3200
3350
3490
3XXX

Assets
Current Asset
Cash and cash equivalents (Notes 6 and 23)
Financial assets at fair value through other comprehensive income
- current (Notes 7 & 23)
Financial assets measured at amortized cost - current (Notes 8 and
23)
Accounts receivable (Notes 9, 18 and 23)
Accounts receivable - related parties (Notes 9, 18, 23 and 24)
Other receivables (Notes 9, 23 and 24)
Current income tax assets (Note 20)
Inventory (Note 10)
Other Current Asset
Total current assets
Non-current assets
Financial assets at fair value through other comprehensive income
- non-current (Notes 7 and 23)
Investments accounted for using the equity method (Note 11)
Property, plant and equipment (Notes 12 and 24)
Intangible assets
Prepaid equipment payment
Total non-current assets
Total Assets

Liabilities and Equity
Current liabilities
Contract liabilities - current (Note 18)
Accounts payable - non-related parties (Notes 13 and 23)
Accounts payable - related parties (Notes 13, 23 and 24)
Equipment payable (Note 23)
Other payables - others (Notes 14, 23 and 24)
Provision for liabilities - current (Note 15)
Other current liabilities
Total current liabilities
Non-current liabilities
Deferred income tax liabilities (Note 20)
Net defined benefit liability (Note XVI)
Total non-current liabilities
Total liabilities
Equity (Note 17)
Share capital
Ordinary shares
Capital surplus
Undistributed earnings (loss to be offset)
Other equity
Total equity
Total liabilities and equity
December 31, 2024 December 31, 2024
14
1
-
18
-
-
-
-
-
33
1
62
4
-
-
67
100
-
10
9
-
1
-
-
20
1
-
1
21
53
56
1
31)
79
100
Units: NT$thousand
December 31, 2023
Units: NT$thousand
December 31, 2023
Units: NT$thousand
December 31, 2023
Amount
$ 314,907
21,725
8,700
414,601
23
4,562
2,211
3,983
206
770,918
9,180
1,433,581
90,799
2,037
133
1,535,730
$ 2,306,648
$ 1,170
233,120
218,285
728
14,147
1,658
2
469,110
6,730
2,299
9,029
478,139
1,216,622
1,295,956
28,218
712,287)
1,828,509
$ 2,306,648
Amount
$ 183,407
30,006
196,305
236,596
-
3,568
890
6,027
810
657,609
8,010
1,454,070
99,484
1,734
10
1,563,308
$ 2,220,917
$ 15
177,476
180,057
42
15,308
2,117
-
375,015
5,945
10,960
16,905
391,920
1,216,622
1,424,762

43,642 )
768,745)
1,828,997
$ 2,220,917












(











(













(
(











(
(

8
2
9
11
-
-
-
-
-
30
-
65
5
-
-
70
100
-
8
8
-
1
-
-
17
-
1
1
18
55
64

2 )
35)
82
100
  • 22 -

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) Parent Company Only Statement of Comprehensive Income January 1 to December 31, 2024 and 2023

January 1 to December 31, 2024 and 2023
Code
4000
Net operating revenue (Notes 18 and
24)

5000
Operating costs (Notes 10, 19 and
24)

5900
Operating profits


Operating expenses (Notes 9 and
19)

6100
Selling and marketing
expenses
6200
Administrative expenses

6300
Research and development
expenses
6450
Expected recovery gains from
credit impairment (loss)
6000
Total operating expenses

6900
Operating profit (loss)


Non-operating income and expenses
(Notes 19 & 24)

7100
Interest income

7020
Other gains

7070
Share of loss of associates and
joint ventures
7000
Total non-operating
income and expenses

7900
Profit (loss) before tax


7950
Income tax expense (Note 20)


8200
Net profit (loss) for the year
Units: NT$thousand, except losses
2024
2023
Amount

Amount
$ 994,345
100
$ 822,778




937,084)
(
94)

(
787,007)




57,261

6


35,771





4,916 )
(
1 )
(
4,154 )


27,799 )
(
3 )
(
33,299 )


1,015 )

-
(
1,281 )

302)

-


93

34,032)
(
4)

(
38,641)




23,229

2

(
2,870)




14,322

1
10,795

8,065

1
4,207

24,374)
(
2)

(
56,253)

1,987)

-

(
41,251)




21,242

2
(
44,121 )




785)

-

(
94)




20,457

2

(
44,215)
per share
Amount
$ 994,345


937,084)


57,261



4,916 )


27,799 )


1,015 )

302)

34,032)


23,229


14,322

8,065

24,374)

1,987)


21,242


785)


20,457
Amount
$ 822,778


787,007)


35,771



4,154 )


33,299 )


1,281 )

93

38,641)


2,870)


10,795

4,207

56,253)

41,251)



44,121 )


94)


44,215)


(





(

(
(
(

(







(
(




(




(



(
(


(





(










(





(

(

(



(


(




(

(


(


(


(


(



(
(


(





(
(

(



(
100
95)
5

1 )

4 )
-
-
5)
-
1
1
7)
5)

5 )
-
5)

(continued)

  • 23 -

(continued)

Code
Other comprehensive income (Notes
16 and 17)

8310
Items that may not be
reclassified subsequently to
profit or loss:
8311
Remeasurements of
defined benefit plans
8316
Unrealized Gain (Loss)
on Equity
Instruments at Fair
Value Through Other
Comprehensive
Income
8360
Items that may be reclassified
subsequently to profit or
loss:
8361
Exchange differences on
translating foreign
operations
8300
Other comprehensive
income/loss for the
year, net of income
tax

8500
Total Comprehensive Loss for the
Year

Earnings (losses) per share (Note
21)

From continuing operations
9710
Basic

9810
Diluted
2024
1

1 )
7

7


9



2023
Amount
$ 7,761


7,111 )

63,569

64,219


$ 84,676


$ 0.17

$ 0.17
Amount
$ 573


11,679 )

20,888)

31,994)


$ 76,209)


$ 0.36)

$ 0.36)


(










(









(

(

(


(


(

(

(
(
(

(


-

1 )
3)
4)
9)
  • 24 -

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) Coxon Precise Industrial Co., Ltd. Parent Company Only Statement of Changes in Equity January 1 to December 31, 2024 and 2023

Units: NT$thousand

Code
A1
Balance on January 1, 2023


C11 Capital surplus used to compensate deficit


C15 Cash dividend distributed from capital surplus


C17 Profit from exercising the vesting rights


D1
2023 net loss


D3
Other comprehensive income (loss) for the year ended
December 31, 2023

D5
Total comprehensive income in 2023


Z1
Balance at December 31, 2023


C11 Capital surplus used to compensate deficit


C15 Cash dividend distributed from capital surplus


D1
Net profit for 2024


D3
Other comprehensive income after tax for 2024


D5
Total comprehensive income for 2024


Z1
Balance at December 31, 2024
Share capital
Number of shares
(thousand shares)
Ordinaryshares
121,662

$ 1,216,622



-

-



-

-



-

-



-

-




-


-




-


-



121,662

1,216,622



-

-



-

-



-

-




-


-




-


-




121,662

$ 1,216,622
Share capital
Number of shares
(thousand shares)
Ordinaryshares
121,662

$ 1,216,622



-

-



-

-



-

-



-

-




-


-




-


-



121,662

1,216,622



-

-



-

-



-

-




-


-




-


-




121,662

$ 1,216,622
Capital surplus

$ 1,806,253


(
259,881 )


(
121,662 )


52


-



-



-


1,424,762


(
43,642 )


(
85,164 )


-



-



-


$ 1,295,956
Retained earnings
Accumulated deficits
( $ 259,881 )


259,881


-


-


(
44,215 )



573


(
43,642)


(
43,642 )


43,642


-


20,457



7,761



28,218


$ 28,218
Other equity
Exchange differences
on translating foreign
operations
Unrealized gain
(loss) on financial
assets at fair value
through other
comprehensive
income

( $ 633,406 )

( $ 102,772 )



-

-



-

-



-

-



-

-



(
20,888)

(
11,679)



(
20,888)

(
11,679)



(
654,294 )

(
114,451 )



-

-



-

-



-

-




63,569

(
7,111)




63,569

(
7,111)



($ 590,725)

($ 121,562)
Other equity
Exchange differences
on translating foreign
operations
Unrealized gain
(loss) on financial
assets at fair value
through other
comprehensive
income

( $ 633,406 )

( $ 102,772 )



-

-



-

-



-

-



-

-



(
20,888)

(
11,679)



(
20,888)

(
11,679)



(
654,294 )

(
114,451 )



-

-



-

-



-

-




63,569

(
7,111)




63,569

(
7,111)



($ 590,725)

($ 121,562)
Total equity
Exchange differences
on translating foreign
operations

( $ 633,406 )


-


-


-


-


(
20,888)


(
20,888)


(
654,294 )


-


-


-



63,569



63,569


($ 590,725)
Number of shares
(thousand shares)
121,662


-


-


-


-



-



-


121,662


-


-


-



-



-



121,662










(
(


(
(


(
(

(
(


(
(
(
(


(
(
(
(
(
(
(
(

(
(
(
(
(


$ 2,026,816
-

121,662 )
52

44,215 )
31,994)
76,209)
1,828,997
-

85,164 )
20,457
64,219
84,676
$ 1,828,509
  • 25 -

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) Coxon Precise Industrial Co., Ltd. Parent Company Only Cash Flow Statement January 1 to December 31, 2024 and 2023

Coxon Precise Industrial Co., Ltd.
Parent Company Only Cash Flow Statement
January 1 to December 31, 2024 and 2023
Code
Cash Flows from Operating Activities
A10000
Net profit (loss) before tax for the year
A20010
Profit/loss
A20100
Depreciation expenses
A20200
Amortization expenses
A20300
Expected credit impairment loss (reversal
gain)
A21200
Interest income
A21300
Dividend income
A22400
Share of income/loss of associates and
joint ventures
A22500
Gains from disposal of property, plant and
equipment
A22600
Impairment loss of property, plant and
equipment
A23200
Loss on disposal of investments
accounted for using the equity method
A23700
Gain from value recovery of inventory
A24100
Unrealized losses on foreign exchange
A30000
Changes in operating assets and liabilities
A31150
Trade receivables
A31180
Other receivables
A31200
Inventory
A31240
Other Current Asset
A32125
Contract liabilities - current
A32130
Notes payable
A32150
Trade payables
A32180
Other payables
A32200
Provisions
A32230
Other current liabilities
A32240
Net defined benefit liabilities
A33000
Cash generated (outflow) from operations
A33100
Interest received
A33200
Dividends received
A33500
Income tax paid
AAAA
Net cash inflows (outflows) from
operating activities
Units: NT$thousand
2024
2023
$ 21,242
( $ 44,121 )
6,759
9,352
1,151
1,052
302
(
93 )

14,322 )
(
10,795 )

588 )
(
643 )
24,374
56,253

3,020 )
(
1,071 )
542
-
11,481
-

910 )
(
1,400 )

53 )
3,292

169,372 )
(
52,982 )
491
60
2,954
6,252
604
1,430
1,155
(
2,559 )
-
(
525 )
84,967
61,815

1,161 )
(
1,507 )

459 )
223
2
(
4 )

900)
(
513)

34,761 )
23,516
14,431
10,298
588
643

1,321)
(
828)

21,063)

33,629

(
(
(
(
(
(
(
(
(
(
(
(
(
(
(
(
(
(
(
(
(
(
(
(
(
$ 44,121 )
9,352
1,052

93 )

10,795 )

643 )
56,253

1,071 )
-
-

1,400 )
3,292

52,982 )
60
6,252
1,430

2,559 )

525 )
61,815

1,507 )
223

4 )

513)
23,516
10,298
643

828)
33,629

(continued)

  • 26 -

(continued)

Code
Cash Flows from Investing Activities
B00040
Purchase of financial assets at amortized cost
B00050
Proceeds from disposal of financial assets at
amortized cost
B02300
Net cash inflow on disposal of subsidiaries
B02400
Proceeds from capital reduction in investees
using the equity method
B02700
Payments for property, plant and equipment
B02800
Disposal of property, plant and equipment
B07100
Increase in prepayment of equipment
B04500
Payments for intangible assets
BBBB
Net cash generated from investing
activities
Cash Flows from Financing Activities
C04500
Cash distributions from capital surplus
C09900
Exercise of vesting rights
CCCC
Net cash used in financing activities
EEEE
Net increase (decrease) in cash and cash equivalents
for the year
E00100
Cash and cash equivalents at the beginning of the year
E00200
Cash and cash equivalents at the end of the year
2024
$ -
187,605
48,203
-

1,051 )
4,547

123 )

1,454)
237,727

85,164 )
-

85,164)
131,500
183,407
$ 314,907
2023

(
(
(

(

(


(
(
(

(

(

$ 81,421 )
105,836
-
91,185

5,338 )
1,295
-

1,632)
109,925

121,662 )
52

121,610)
21,944
161,463
$ 183,407
  • 27 -

(English Translation of Consolidated Financial Statements Originally Issued in Chinese.) Coxon Precise Industrial Co., Ltd. and subsidiaries Consolidated Balance Sheet December 31, 2024 and 2023

Units: NT$thousand

Code

1100
1110
1120
1136
1150
1170
1180
1200
1220
130X
1410
1476
1479
11XX

1517
1600
1755
1780
1915
1990
15XX
1XXX

Code

2130
2170
2213
2219
2250
2280
2399
21XX

2570
2580
2640
2670
25XX
2XXX

3110
3200
3350
3400
31XX
36XX

3XXX
Assets
Current Asset
Cash and Cash Equivalents (Notes 6 and 27)
Financial assets at fair value through profit or loss - current (Notes 7
& 27)
Financial assets at fair value through other comprehensive income -
current (Notes 8 & 27)
Financial assets at amortized cost - current (Notes 9 & 27)
Net notes receivable (Notes 10, 22 and 27)
Trade receivable - non-related parties (Notes 10, 22 and 27)
Trade Receivable - related parties (Notes 10, 22, 27 & 28)
Other receivables (Notes 10 and 27)
Income tax assets for the period (Note 24)
Inventories (Note 11)
Prepayments
Other financial assets - current (Notes 27 & 29)
Other current assets (Note 16)
Total current assets
Non-current assets
Financial assets at fair value through other comprehensive income -
non-current (Notes 8 & 27)
Property, plant and equipment (Note 13)
Right-of-use assets (Note 14)
Intangible assets (Note 15)
Prepaid equipment payment
Other non-current assets - others (Notes 10 & 16)
Total non-current assets
Total assets
Liabilities and Equity
Current liabilities
Contract liabilities - Current (Note 22)
Accounts payable (Notes 17 & 27)
Payables for equipment (Note 27)
Other payables - others (Notes 18 & 27)
Liability provision - current (Note 19)
Lease liabilities - current (Notes 14 & 27)
Other current liabilities
Total current liabilities
Non-current bonds
Deferred income tax liabilities (Note 24)
Lease liabilities - non-current (Notes 14 & 27)
Net defined benefit liabilities (Note 20)
Other non-current liabilities - others (Note 18)
Total non-current liabilities
Total liabilities
Equity attributable to owners of the Company (Note 21)
Share capital
Ordinary shares
Capital surplus
Undistributed earnings (loss to be offset)
Other equity
Total owner’s equity
Non-controlling interests (Note 21)
Total equity
Total liabilities and equity
December 31, 2024 December 31, 2024

17
2
1
1
1
36
-
1
-
9
2
-
-
70
-
17
11
-
1
1
30
100
-
23
-
11
-
3
-
37
-
9
-
-
9
46
36
38
1
21)
54
-
54
100
December 31, 2023 December 31, 2023
Amount
$ 564,020
80,604
21,725
51,321
27,688
1,226,018
-
29,914
2,211
313,872
58,058
261
10
2,375,702
9,180
585,258
375,172
9,487
27,592
31,664
1,038,353
$ 3,414,055
$ 6,303
770,386
15,908
383,199
11,183
90,742
2
1,277,723
6,730
290,458
2,299
8,336
307,823
1,585,546
1,216,622
1,295,956
28,218
712,287)
1,828,509
-
1,828,509
$ 3,414,055
Amount
$ 457,249
58,415
30,006
214,728
66,072
832,993
5
27,376
890
253,178
50,481
354
21
1,991,768
8,010
648,365
288,279
10,454
24,365
30,596
1,010,069
$ 3,001,837
$ 13,108
489,710
13,653
304,657
12,669
85,044
-
918,841
5,945
203,312
10,960
8,564
228,781
1,147,622
1,216,622
1,424,762

43,642 )
768,745)
1,828,997
25,218
1,854,215
$ 3,001,837












(












(














(
(












(
(


15
2
1
7
2
28
-
1
-
8
2
-
-
66
-
22
10
-
1
1
34
100
-
16
1
10
-
3
-
30
-
7
1
-
8
38
41
47

1 )
26)
61
1
62
100
  • 28 -

(English Translation of Consolidated Financial Statements Originally Issued in Chinese.) Coxon Precise Industrial Co., Ltd. and subsidiaries Consolidated Statement of Comprehensive Income January 1 to December 31, 2024 and 2023

Units: NT$ thousand, except losses per share

Code
4000
Net operating revenue (Notes 22,
28, and 33)
5000
Operating costs (Notes 11, 23 & 28)
5900
Operating profits

Operating expenses (Note 23)
6100
Selling and marketing
expenses
6200
Administrative expenses

6300
Research and development
expenses
6450
Expected reversed gains from
credit impairment (loss)
6000
Total operating expenses
6900
Loss from operations

Non-operating income and expenses
(Notes 23 & 28)
7100
Interest income
7020
Other gains and losses
7210
Gains from disposal of
property, plant and
equipment
7050
Finance costs

7060
Share of profit or loss of
associates using the equity
method
7000
Total non-operating
income and expenses
2024
100

91)

9


3 )

8 )

-

-

11)

2)

1
3
-

1 )
-

3
2023
Amount
$ 3,136,753

2,839,924)

296,829


94,591 )

258,223 )

4,020 )
3,576)

360,410)

63,581)

18,190
85,455
969

18,857 )
-

85,757
Amount
$ 2,637,304

2,408,912)

228,392


94,395 )

275,875 )

4,305 )
9,521

365,054)

136,662)

14,846
91,114
12,563

22,145 )
134)

96,244

(

(
(
(
(
(
(
(


(

(
(


(
(
(


(

(
(
(

(
(
(
(

(

(
(


(
(
(

100
91)
9

4 )

10 )

-
-
14)
5)
1
3
-

1 )
-
3

(continued)

  • 29 -

(continued)

Code
7900
Profit (loss) before tax

7950
Income tax expense (Note 24)

8200
Net profit (loss) for the year

Other comprehensive income (Notes
20 & 21)
8310
Items that may not be
reclassified subsequently to
profit or loss:
8311
Remeasurements of
defined benefit plans
8316
Unrealized Gain (Loss) on
Equity Instruments at Fair
Value Through Other
Comprehensive Income
8360
Items that may be reclassified
subsequently to profit or
loss:
8361
Exchange differences on
translating foreign
operations
8300
Other comprehensive
income/loss for the
year, net of income
tax
8500
Total Comprehensive Loss for the
Year
Net profit (loss) attributable to:
8610
Owners of the Company

8620
Non-controlling interests

8600

Total comprehensive income
attributable to:
8710
Owners of the Company

8720
Non-controlling interests

8700

Earnings (loss) per share (Note 25)
From continuing operations
9710
Basic

9810
Dilute
2024
1

-

1

-

-

2

2

3

1

-

1

3

-

3


2023
Amount
$ 22,176
785)

21,391

7,761

7,111 )
63,324

63,974

$ 85,365

$ 20,457
934

$ 21,391

$ 84,676
689

$ 85,365

$ 0.17
$ 0.17
Amount
$ 40,418 )
94)

40,512)

573

11,679 )
21,492)

32,598)

$ 73,110)

$ 44,215 )
3,703

$ 40,512)

$ 76,209 )
3,099

$ 73,110)

$ 0.36)
$ 0.36)

(

(




















(
(
(
(
(
(
(
(

(
(

(
(
(
(

(

(
(
(
(

(
(

(

2 )
-
2)
-

-
1)
1)
3)

2 )
-
2)

3 )
-
3)
  • 30 -

(English Translation of Consolidated Financial Statements Originally Issued in Chinese.) Coxon Precise Industrial Co., Ltd. and subsidiaries Consolidated Statement of Changes in Equity January 1 to December 31, 2024 and 2023

Units: NT$thousand

Code
A1
Balance on January 1, 2023
C11
Capital surplus used to compensate deficit
C15
Cash dividend distributed from capital surplus
C17
Profit from exercising the vesting rights
D1
2023 net loss
D3
Other comprehensive income (loss) for the
year ended December 31, 2023
D5
Total comprehensive income in 2023

Z1
Balance at December 31, 2023
C11
Capital surplus used to compensate deficit
C15
Cash dividend distributed from capital surplus
D1
Net profit for 2024
D3
Other comprehensive income after tax for
2024
D5
Total comprehensive income for 2024

O1
Non-controlling interests

Z1
Balance at December 31, 2024
Equity attributable to owners of the Company Equity attributable to owners of the Company Equity attributable to owners of the Company Equity attributable to owners of the Company Total
$ 2,026,816

-

121,662 )
52

44,215 )
31,994)

76,209)

1,828,997
-

85,164 )
20,457
64,219

84,676

-

$ 1,828,509
Non-controlling
interests
$ 22,119

-
-

-
3,703

(
604)


3,099

25,218
-
-

934
(
245)


689

(
25,907)

$ -
Total equity
Share capital
Number of shares
(thousand shares)
Amount
121,622
$ 1,216,622

-
-


-
-

-
-
-
-

-

-


-

-

121,622
1,216,622
-
-


-
-

-
-

-

-


-

-


-

-


121,622
$ 1,216,622
Capital surplus
$ 1,806,253

(
259,881 )
(
121,662 )
52
-


-


-

1,424,762

(
43,642 )
(
85,164 )
-

-


-


-

$ 1,295,956
Retained earnings
Undistributed
earnings
( $ 259,881 )

259,881
-
-
(
44,215 )

573

(
43,642)

(
43,642 )

43,642
-
20,457

7,761


28,218


-

$ 28,218
Other equity
Exchange
differences on
translating foreign
operations
Unrealized gain
(loss) on financial
assets at fair value
through other
comprehensive
income
( $ 633,406 )
( $ 102,772 )

-
-
-
-

-
-
-
-

(
20,888)
(
11,679)

(
20,888)
(
11,679)

(
654,294 )
(
114,451 )
-
-
-
-

-
-

63,569
(
7,111)


63,569
(
7,111)


-

-

($ 590,725)
($ 121,562)
Exchange
differences on
translating foreign
operations
( $ 633,406 )

-
-
-
-
(
20,888)

(
20,888)

(
654,294 )

-
-
-

63,569


63,569


-

($ 590,725)
Number of shares
(thousand shares)
121,622

-

-
-
-

-


-

121,622
-

-
-

-


-


-


121,622














(
(


(
(



(
(

(
(



(
(
(
(



(
(
(
(
(
(
(

(

(
(
(
(
(




(

(

(

(
(
(
(
(


(
$ 2,048,935
-

121,662 )
52

40,512 )
32,598)
73,110)
1,854,215
-

85,164 )
21,391
63,974
85,365
25,907)
$ 1,828,509
  • 31 -

(English Translation of Consolidated Financial Statements Originally Issued in Chinese.) Coxon Precise Industrial Co., Ltd. and subsidiaries Consolidated Cash Flow Statement January 1 to December 31, 2024 and 2023

Units: NT$thousand

Code
Cash Flows from Operating Activities
A10000
Net profit (loss) before tax for the year

A20010
Profit/loss
A20100
Depreciation expenses
A20200
Amortization expenses
A20300
Expected credit impairment loss
(reversal gain)
A20900
Finance costs
A21200
Interest income

A21300
Dividend income

A22300
Share of losses on associates using the
equity method
A22500
Gains from disposal of property, plant
and equipment
A23200
Gains on disposal of investment
accounted for using the equity
method
A23500
Impairment loss of financial assets
A23700
Loss from value decline (gain from
value recovery) of inventory
A30000
Changes in operating assets and liabilities
A31130
Notes receivables
A31150
Trade receivables

A31180
Other receivables

A31200
Inventory

A31230
Prepayments

A31240
Other Current Asset
A32125
Contract liabilities

A32130
Notes payable
A32150
Trade payables
A32180
Other payables
A32200
Provisions

A32230
Other current liabilities
A32240
Net defined benefit liabilities

A33000
Cash generated from operations
A33100
Interest received
A33200
Dividends received
2024
$ 22,176

197,321
3,103
3,576

18,857

18,190 )


588 )

-

969 )

-

14,490
14,046

38,384


397,103 )

17,080 )

77,890 )

7,577 )
11


6,805 )

-

280,676

78,542


1,486 )
2

900)

142,596
18,162
588
2023

(
(
(
(
(
(
(
(
(
(
(
(
(
(
(
(
(
(
(
(
(
(
(
(
(
$ 40,418 )
207,905
3,382

9,521 )
22,145

14,846 )

643 )
134

12,563 )

154 )
-

24,731 )

66,072 )
139,639
33,154
127,227
22,147

21 )

43,820 )

525 )

67,643 )

73,532 )
326

1,149 )
513)
199,908
14,349
643

(continued)

  • 32 -

(continued)

Code
A33300
Interest paid

A33500
Income tax paid

AAAA
Net cash inflow from operating
activities
Cash Flows from Investing Activities
B00040
Purchase of financial assets at amortized cost
B00050
Proceeds from disposal of financial assets at
amortized cost
B00100
Acquisition of financial assets at fair value
through profit or loss
B00200
Disposal of financial assets at fair value
through profit or loss
B01900
Net cash inflow from disposal of associates
B02700
Payments for property, plant and equipment

B02800
Disposal of property, plant and equipment
B03700
Increase in refundable deposits

B04500
Payments for intangible assets

B06500
Increase of other financial assets
B06600
Decrease of other financial assets
B07100
Increase in prepayment of equipment

BBBB
Net cash inflows (outflows) from
investing activities
Cash Flows from Financing Activities
C03000
Increase in guarantee deposits received
C03100
Decreased deposits received

C04020
Repayment of principal of lease liabilities

C04500
Cash distributions from capital surplus

C05800
Changes in non-controlling interests

C09900
Exercise of vesting rights

CCCC
Net cash used in financing activities

DDDD
Effect of exchange rate changes on cash and cash
equivalents
EEEE
Net increase (decrease) in cash and cash equivalents
E00100
Cash and cash equivalents at the beginning of the
year
E00200
Cash and cash equivalents at the end of the year
2024
$ 18,857 )

1,321)

141,168


-

163,407

240,489 )

220,449
-

23,937 )

7,485

1,068 )


1,840 )

-

93
3,227)

120,873

-

228 )

89,871 )


85,164 )


25,907 )
-

201,170)

45,900


106,771

457,249

$ 564,020
2023
(
(


(
(
(
(
(

(
(
(
(

(



(
(

(
(
(
(
(
(
(
(
(
(

(
(
(

$ 22,145 )
828)
191,927

99,844 )
105,836

29,333 )
-
2,659

14,241 )
20,787

1,236 )

5,198 )

354 )
-
14,289)
35,213)
1,207
-

84,267 )

121,662 )
-
52
204,670)
12,176)

60,132 )
517,381
$ 457,249
  • 33 -

[Attachment 7]

Coxon Precise Industrial Co., Ltd. Com arison table of articles before and after the amendment of Articles of Incor oration p p

Article: Afteramendment Beforeamendment Description
Article 30 If the Company earned profits in the current fiscal year, it shall
allocate 3%-12% as employee compensation by way of cash or
shares by the resolution of the Board of Directors(More than
5% of the employee remuneration amount under this item shall
be allocated to grassroots employees). Qualification
requirements of employees include the employees subsidiaries
of the company meeting certain specific requirements The
Company may set aside no more than 3% for the remuneration
of directors by way of cash. However, a reserve is allotted to be
used to make up for the company’s accumulated losses. If after
the annual closing of books there is a profit, the Company shall,
after its losses have been covered and all taxes and dues have
been paid and at the time of allocating surplus profits, first set
aside ten percent of such profits as a legal reserve. However,
when the legal reserve amounts already reached the authorized
capital, this shall not apply. The special reserves shall be set
aside or reversed in accordance with the laws or regulations of
the competent authority. If there is still balance and accumulated
undistributed surplus, the board of directors shall make a surplus
distribution proposal. Surplus profit shall be distributed in the
form of new shares by resolution of the shareholders' meeting.
In accordance with Paragraph 5, Article 240 of the Company
Act, the Company may authorize the distributable dividends and
bonuses in whole or in part may be paid in cash after a
resolution has been adopted by a majority vote at a meeting of
the board of directors attended by two-thirds of the total number
of directors; or distribute its legal reserve and the following
capital reserve, in whole or in part by cash according to
Paragraph 1,Article241ofthe CompanyAct; andinaddition

If the Company earned profits in the current fiscal year, it
shall allocate 3%-12% as employee compensation by way
of cash or shares by the resolution of the Board of Directors.
Qualification requirements of employees include the
employees subsidiaries of the company meeting certain
specific requirements The Company may set aside no more
than 3% for the remuneration of directors by way of cash.
However, a reserve is allotted to be used to make up for the
company’s accumulated losses. If after the annual closing of
books there is a profit, the Company shall, after its losses
have been covered and all taxes and dues have been paid
and at the time of allocating surplus profits, first set aside
ten percent of such profits as a legal reserve. However,
when the legal reserve amounts already reached the
authorized capital, this shall not apply. The special reserves
shall be set aside or reversed in accordance with the laws or
regulations of the competent authority. If there is still
balance and accumulated undistributed surplus, the board of
directors shall make a surplus distribution proposal. Surplus
profit shall be distributed in the form of new shares by
resolution of the shareholders' meeting.
In accordance with Paragraph 5, Article 240 of the
Company Act, the Company may authorize the distributable
dividends and bonuses in whole or in part may be paid in
cash after a resolution has been adopted by a majority vote
at a meeting of the board of directors attended by two-thirds
of the total number of directors; or distribute its legal
reserve and the following capital reserve, in whole or in part
by cashaccording toParagraph 1,Article241ofthe



Amended according
to business practices.
  • 34 -
Afteramendment Beforeamendment Description

Article 33
thereto a report of such distribution shall be submitted to the
shareholders’ meeting.
The Company's dividend policy is based on the current status
and future development plans, considering the investment
environment, capital needs and domestic and foreign
competition, taking into account the shareholder interests and
other factors. When there is no accumulated losses from prior
years, the Company shall allocate no less than 50% of profits to
shareholders. Distribution of profits may be made by way of a
cash dividend or stock dividend; provided, however, the ratio for
cash dividend shall be not less than 50% of the total distribution.
The Articles of Incorporation were formulated on May 31, 1989.
1st amendment on July 20, 1989.
2nd amendment on June 15, 1994.
3rd amendment on November 20, 1997.
4th amendment on February 5, 1998.
5th amendment on March 28, 2000.
6th amendment on April 17, 2000.
7th amendment on May 15, 2000.
8th amendment on March 1, 2002.
9th amendment on July 28, 2003.
10th amendment on March 1, 2004.
11th amendment on March 29, 2004.
12th amendment on April 12, 2004.
13th amendment on April 19, 2004.
14th amendment on May 4, 2004.
15th amendment on September 20, 2005.
16th amendment on May 19, 2007.
17th amendment on June 28, 2008.



Company Act; and in addition thereto a report of such
distribution shall be submitted to the shareholders’ meeting.
The Company's dividend policy is based on the current
status and future development plans, considering the
investment environment, capital needs and domestic and
foreign competition, taking into account the shareholder
interests and other factors. When there is no accumulated
losses from prior years, the Company shall allocate no less
than 50% of profits to shareholders. Distribution of profits
may be made by way of a cash dividend or stock dividend;
provided, however, the ratio for cash dividend shall be not
less than 50% of the total distribution.
The Articles of Incorporation were formulated on May 31,
1989.
1st amendment on July 20, 1989.
2nd amendment on June 15, 1994.
3rd amendment on November 20, 1997.
4th amendment on February 5, 1998.
5th amendment on March 28, 2000.
6th amendment on April 17, 2000.
7th amendment on May 15, 2000.
8th amendment on March 1, 2002.
9th amendment on July 28, 2003.
10th amendment on March 1, 2004.
11th amendment on March 29, 2004.
12th amendment on April 12, 2004.
13th amendment on April 19, 2004.
14th amendment on May 4, 2004.
15th amendment on September 20, 2005.
16th amendment on May 19, 2007.
Date and number of
revisions
  • 35 -
Article: Afteramendment Beforeamendment
18th amendment on June 14, 2010.
19th amendment on June 6, 2012.
20th amendment on June 2, 2015.
21st amendment on June 6, 2016.
22nd amendment on August 4, 2021.
23rd amendment on June 14, 2022.
24rd amendment on June 26, 2025.
17th amendment on June 28, 2008.
18th amendment on June 14, 2010.
19th amendment on June 6, 2012.
20th amendment on June 2, 2015.
21st amendment on June 6, 2016.
22nd amendment on August 4, 2021.
23rd amendment on June 14, 2022.
  • 36 -

List of candidates (including independent directors) for election to the Board of Directors [Attachment 8]

Directors Nominations by Board of Directors

Note
Name
Gender Education Experience Current Positions at The
CompanyCompanies
Current
Shareholding
1 Hong, Huan-
Ching
Male Feng-Chia University
Department of Hydraulic Engineering
Factory Manager of Shinying Industrial Co., Ltd.
General Manager of Coxon Precise Industrial Co., Ltd.
Chairman of Coxon Precise
Industrial Co., Ltd.
3,345,792
2 Wu, Wen-
Hsiang
Male Feng-Chia University
Department of Accounting
Manager of Shinying Industrial ACo., Ltd.
Vice General Manager of Coxon Precise Industrial Co., Ltd.
Vice Chairman of Coxon Precise
Industrial Co., Ltd.
3,144,047
3 Chang, Wen-
Tung
Male Department of Business Administration,
Chihlee University of Technology
Production Manager of Shinying Industrial Co., Ltd.
Chairman of Coxon Precise Industrial Co., Ltd.
General Manager of Coxon
Precise Industrial Co., Ltd.
4,018,147
4 Hsieh, Jen-
Chien
Male Industrial Engineering and Management,
National Kaohsiung University of Science
and Technology
Department Head of Fengyi Electronics
Senior manager of Coxon Precise Industrial Co., Ltd.
Vice Manager of Coxon Precise
Industrial Co., Ltd.
0
5 Hsu, Chia-
Hung
Male Department of Accounting, National
Taiwan University
Account examiner of KPMG
Assistant Manager of Underwriting Department, Taiwan International
Securities Corporation
Financial Manager of Kunshan Factory, Hold Jinn Electronics Co., Ltd.
Vice Manager of Coxon Precise
Industrial Co., Ltd.
144,389
6 Lu, Kuo-
Liang
Male Feng-Chia University
Department of Hydraulic Engineering
Managerial Officer of Central Region Office, CECI Engineering Consultants
Inc., Taiwan
Assistant Manger of the Central Office, China Engineering Consultants, Inc.
Directors of Coxon Precise
Industrial Co., Ltd.
CEO of Coxon Social Charitable
Foundation
300,000

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Independent Directors Nominations by Board of Directors

Note
Name

Gender
Education

Experience
Current Positions at The Other Company Companies Whether have
served as
independent
directors of
the Company
for three
consecutive
terms.
Current
Shareholding

1 Lin, Chih-Chen Male
Feng-Chia University
Department of
Hydraulic
Engineering
Taiwan Power Company Waterway Section
Chief of Longmen Construction Department
None No 15,740
2 Fang,Hsueh-Chen Female
Department of
Business, National
Taiwan University
Customs administration, ministry of finance
Kaohsiung customs
None No 29,000
3 Chang,Shu-Chuan Female
NCCU BA Ever
Bright CPA Firm CPA
Financia
Manager of Rossmax International Ltd
Director of CARDIOCARE CO., LTD
director of VITTZ HEALTHCARE INC
director of Vittals Inc
director of ROSSMAX INNOTEK CORP
director of Atlantean Corp
director of VIWAVE ULIFE CO., LTD
director and special assistant of WE CAN
MEDICINES CO., LTD
Supervisor of RMJ Corp. LTD
SupervisorofGMCINC.
Vice President of Rossmax International Ltd & chief corporate
governance officer
Director of CARDIOCARE CO., LTD
director of ROSSMAX INNOTEK CORPdirector of VIWAVE
ULIFE CO., LTD
director and special assistant of WE CAN MEDICINES CO., LTD
& chief corporate governance officer
Supervisor of RMJ Corp. LTD
Supervisor of GMC INC.
No 0

-38-

List of Board of Directors (including independent directors) and the legal person it represents to be released from non-competition restrictions [Attachment 9]

Title Name Current Positions at The Other CompanyCompanies
Director Hong, Huan-
Ching
Chairman of Changshu Huaxon Industry Co., Ltd.
Director of Coxon Industry Ltd., Samoa
Director of Cheng Yee Enterprise Co. Ltd., Samoa
Director of Hang Yuan Enterprise Ltd., Samoa
Chairman of Coxon Industry (Changshu) Co., Ltd.
Chairman of Coxon Social Charitable Foundation
Director Wu,Wen-
Hsing
Executive Director of Keen Ching Industrial Co., Ltd.
Director of Cheng Yee Enterprise Co. Ltd., Samoa
Director of Hang Yuan Enterprise Ltd., Samoa
Director of Coxon Industry Ltd., Samoa
Chairman of Coxon Industry (Changshu) Co., Ltd.
Chairman of Changshu Huaxon Industry Co., Ltd.
Director of Sinxon Plastic (Dong Guan) Ltd.
Chairman of Coxon Social Charitable Foundation
Director of Simpla Biotech Co., Ltd.
Director Chang, Wen-
Tung
Chairman of Changshu Huaxon Industry Co., Ltd.
Director of Coxon Industry Ltd., Samoa
Director of Cheng Yee Enterprise Co. Ltd., Samoa
Director of Hang Yuan Enterprise Ltd., Samoa
Chairman of Coxon Industry (Changshu) Co., Ltd.
Chairman of Coxon Social Charitable Foundation
Chairman and General Manager of Sinxon Plastic (Dong
Guan) Ltd.
Director Hsu, Chia-
Hung
Director of Coxon Industry (Changshu) Co., Ltd.
Supervisor of Sinxon Plastic (Dong Guan) Ltd.
Director Lu, Kuo-
Liang
CEO of Coxon Social Charitable Foundation
Independent Directors Chang,Shu-
Chuan
Vice President of Rossmax International Ltd & chief
corporate governance officer
Director of CARDIOCARE CO., LTD
director of ROSSMAX INNOTEK CORPdirector of
VIWAVE ULIFE CO., LTD
director and special assistant of WE CAN MEDICINES
CO., LTD & chief corporate governance officer
Supervisor of RMJ Corp. LTD
Supervisor of GMC INC.

-39-

[Appendix 1]

Coxon Precise Industrial Co., Ltd. Rules of Procedure for Shareholders' Meeting

Article 1 To establish a strong governance system and sound supervisory capabilities for the Company’s shareholders meetings, and to strengthen management capabilities, these Rules are adopted pursuant to Article 5 of the Corporate Governance Best-Practice Principles for TWSE/GTSM Listed Companies. Article 2 The rules of procedures for the Company’s shareholders meetings, except as otherwise provided by law, regulation, or the Articles of Incorporation, shall be as provided in these Rules. Article 3 Unless otherwise provided by law or regulation, the Company’s shareholders meetings shall be convened by the board of directors. Changes to how the Company convenes its shareholders meeting shall be resolved by the board of directors, and shall be made no later than mailing of the shareholders meeting notice. The Company shall prepare electronic versions of the shareholders meeting notice and proxy forms, and the origins of and explanatory materials relating to all proposals, including proposals for ratification, matters for deliberation, or the election or dismissal of directors or supervisors, and upload them to the Market Observation Post System (MOPS) before 30 days before the date of a regular shareholders meeting or before 15 days before the date of a special shareholders meeting. The Company shall prepare electronic versions of the shareholders meeting agenda and supplemental meeting materials and upload them to the MOPS before 21 days before the date of the regular shareholders meeting or before 15 days before the date of the special shareholders meeting. If, however, the Company has the paid-in capital of NT$10 billion or more as of the last day of the most current fiscal year, or total shareholding of foreign shareholders and PRC shareholders reaches 30% or more as recorded in the register of shareholders of the shareholders meeting held in the immediately preceding year, transmission of these electronic files shall be made by 30 days before the regular shareholders meeting. In addition, before 15 days before the date of the shareholders meeting, the Company shall also have prepared the shareholders meeting agenda and supplemental meeting materials and made them available for review by shareholders at any time. The meeting agenda and supplemental materials shall also be displayed at the Company and the professional shareholder services agent designated thereby. The Company shall make the meeting agenda and supplemental meeting materials in the preceding paragraph available to shareholders for review in the following manner on the date of the shareholders meeting: 1. For physical shareholders meetings, to be distributed on-site at the meeting. 2. For hybrid shareholders meetings, to be distributed on-site at the meeting and shared on the virtual meeting platform. 3. For virtual-only shareholders meetings, electronic files shall be shared on the virtual meeting platform.

The reasons for convening a shareholders meeting shall be specified in the meeting notice and public announcement. With the consent of the addressee, the meeting notice may be given in electronic form. Election or dismissal of directors or supervisors, amendments to the articles of incorporation, reduction of capital, application for the approval of ceasing its status as a public company, approval of competing with the Company by directors, surplus profit distributed in the form of new shares, reserve distributed in the form of new shares, the dissolution, merger, or demerger of the corporation, or any matter under Article 185, paragraph 1 of the Company Act, Articles 26-1 and 43-6 of the Securities Exchange Act, Articles 56-1 and 60-2 of the Regulations Governing the Offering and Issuance of Securities by Securities Issuers shall be set out and the essential contents explained in the notice of the reasons for convening the shareholders meeting. None of the above matters may be raised by an extraordinary motion.

Where re-election of all directors and supervisors as well as their inauguration date is stated in the notice of the reasons for convening the shareholders meeting, after the completion of the re-election in said meeting such inauguration date may not be altered by any extraordinary motion or otherwise in the same meeting. A shareholder holding one percent or more of the total number of issued shares may submit to the Company a proposal for discussion at a regular shareholders meeting. The number of items so proposed is limited to one only, and no proposal containing more than one item will be included in the meeting agenda. When the circumstances of any subparagraph of paragraph 4, Article 172-1 of the Company Act apply to a proposal put forward by a shareholder, the board of directors may exclude it from the agenda. A shareholder may propose a recommendation for urging the corporation to promote public interests or fulfill its social responsibilities, provided procedurally the number of items so proposed is limited only to one in accordance with Article 172-1 of the Company Act, and no proposal containing more than one

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item will be included in the meeting agenda. Prior to the book closure date before a regular shareholders meeting is held, the Company shall publicly announce its acceptance of shareholder proposals in writing or electronically, and the location and time period for their submission; the period for submission of shareholder proposals may not be less than 10 days.

item will be included in the meeting agenda. Prior to the book closure date before a regular shareholders
meeting is held, the Company shall publicly announce its acceptance of shareholder proposals in writing
or electronically, and the location and time period for their submission; the period for submission of
shareholder proposals may not be less than 10 days.
Shareholder-submitted proposals are limited to 300 words, and no proposal containing more than 300
words will be included in the meeting agenda. The shareholder making the proposal shall be present in
person or by proxy at the regular shareholders meeting and take part in discussion of the proposal.
Prior to the date for issuance of notice of a shareholders meeting, the Company shall inform the
shareholders who submitted proposals of the proposal screening results, and shall list in the meeting
notice the proposals that conform to the provisions of this article. At the shareholders meeting the board
of directors shall explain the reasons for exclusion of any shareholder proposals not included in the
agenda.
Article 4 For each shareholders meeting, a shareholder may appoint a proxy to attend the meeting by providing the
proxy form issued by the Company and stating the scope of the proxy's authorization.
A shareholder may issue only one proxy form and appoint only one proxy for any given shareholders
meeting, and shall deliver the proxy form to the Company before five days before the date of the
shareholders meeting. When duplicate proxy forms are delivered, the one received earliest shall prevail,
unless a declaration is made to cancel the previous proxy appointment.
After a proxy form has been delivered to the Company, if the shareholder intends to attend the meeting
in person or to exercise voting rights by correspondence or electronically, a written notice of proxy
cancellation shall be submitted to the Company before two business days before the meeting date. If the
cancellation notice is submitted after that time, votes cast at the meeting by the proxy shall prevail.
If, after a proxy form is delivered to the Company, a shareholder wishes to attend the shareholders
meeting online, a written notice of proxy cancellation shall be submitted to the Company two business
days before the meeting date. If the cancellation notice is submitted after that time, votes cast at the
meeting by the proxy shall prevail.
Article 5
The venue for a shareholders meeting shall be the premises of the Company, or a place easily accessible
to shareholders and suitable for a shareholders meeting. The meeting may begin no earlier than 9 a.m.
and no later than 3 p.m. Full consideration shall be given to the opinions of the independent directors
with respect to the place and time of the meeting.
The restrictions on the place of the meeting shall not apply when the Company convenes a virtual-only
shareholders meeting.
Article 6
The Company shall specify in its shareholders meeting notices the time during which attendance
registrations for shareholders, solicitors and proxies (collectively "shareholders") will be accepted, the
place to register for attendance, and other matters for attention.
The time during which shareholder attendance registrations will be accepted, as stated in the preceding
paragraph, shall be at least 30 minutes prior to the time the meeting commences. The place at which
attendance registrations are accepted shall be clearly marked and a sufficient number of suitable
personnel assigned to handle the registrations. For virtual shareholders meetings, shareholders may begin
to register on the virtual meeting platform 30 minutes before the meeting starts. Shareholders completing
registration will be deemed as attend the shareholders meeting in person.
Shareholders shall attend shareholders meetings based on attendance cards, sign-in cards, or other
certificates of attendance. The Company may not arbitrarily add requirements for other documents
beyond those showing eligibility to attend presented by shareholders. Solicitors soliciting proxy forms
shall also bring identification documents for verification.
The Company shall furnish the attending shareholders with an attendance book to sign, or attending
shareholders may hand in a sign-in card in lieu of signing in.
The Company shall furnish attending shareholders with the meeting agenda book, annual report,
attendance card, speaker's slips, voting slips, and other meeting materials. Where there is an election of
directors, pre-printed ballots shall also be furnished.
When the government or a juristic person is a shareholder, it may be represented by more than one
representative at a shareholders meeting. When a juristic person is appointed to attend as proxy, it may
designate only one person to represent it in the meeting.
In the event of a virtual shareholders meeting, shareholders wishing to attend the meeting online shall
register with the Company two days before the meeting date.
In the event of a virtual shareholders meeting, the Company shall upload the meeting agenda book,
annual report and other meeting materials to the virtual meeting platform at least 30 minutes before the
meeting starts, and keep this information disclosed until the end of the meeting.
Article 6-1
To convene a virtual shareholders meeting, the Company shall include the follow particulars in the
shareholders meeting notice:
I. How shareholders attend the virtual meeting and exercise their rights.

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  • II. Actions to be taken if the virtual meeting platform or participation in the virtual meeting is obstructed due to natural disasters, accidents or other force majeure events, at least covering the following particulars:

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

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

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

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

  • III. To convene a virtual-only shareholders meeting, appropriate alternative measures available to shareholders with difficulties in attending a virtual shareholders meeting online shall be specified.

  • Article 7 If a shareholders meeting is convened by the board of directors, the meeting shall be chaired by the chairperson of the board. When the chairperson of the board is on leave or for any reason unable to exercise the powers of the chairperson, the vice chairperson shall act in place of the chairperson; if there is no vice chairperson or the vice chairperson also is on leave or for any reason unable to exercise the powers of the vice chairperson, the chairperson shall appoint one of the managing directors to act as chair, or, if there are no managing directors, one of the directors shall be appointed to act as chair. Where the chairperson does not make such a designation, the managing directors or the directors shall select from among themselves one person to serve as chair.

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

It is advisable that shareholders meetings convened by the board of directors be chaired by the chairperson of the board in person and attended by a majority of the directors, at least one supervisor in person, and at least one member of each functional committee on behalf of the committee. The attendance shall be recorded in the meeting minutes.

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

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

  • Article 8 The Company, beginning from the time it accepts shareholder attendance registrations, shall make an uninterrupted audio and video recording of the registration procedure, the proceedings of the shareholders meeting, and the voting and vote counting procedures.

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

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

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

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

  • Article 9 Attendance at shareholders meetings shall be calculated based on numbers of shares. The number of shares in attendance shall be calculated according to the shares indicated by the attendance book and sign-in cards handed in, and the shares checked in on the virtual meeting platform, plus the number of shares whose voting rights are exercised by correspondence or electronically.

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The chair shall call the meeting to order at the appointed meeting time and disclose information concerning the number of nonvoting shares and number of shares represented by shareholders attending the meeting. However, when the attending shareholders do not represent a majority of the total number of issued shares, the chair may announce a postponement, provided that no more than two such postponements, for a combined total of no more than one hour, may be made. If the quorum is not met after two postponements and the attending shareholders still represent less than one third of the total number of issued shares, the chair shall declare the meeting adjourned. In the event of a virtual shareholders meeting, this Corporation shall also declare the meeting adjourned at the virtual meeting platform.

If the quorum is not met after two postponements as referred to in the preceding paragraph, but the attending shareholders represent one third or more of the total number of issued shares, a tentative resolution may be adopted pursuant to paragraph 1, Article 175 of the Company Act; all shareholders shall be notified of the tentative resolution and another shareholders meeting shall be convened within one month. In the event of a virtual shareholders meeting, shareholders intending to attend the meeting online shall re-register to this Corporation in accordance with Article 6.

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

Article 10 If a shareholders meeting is convened by the board of directors, the meeting agenda shall be set by the board of directors. Votes shall be cast on each separate proposal in the agenda (including extraordinary motions and amendments to the original proposals set out in the agenda). The meeting shall proceed in the order set by the agenda, which may not be changed without a resolution of the shareholders meeting. The provisions of the preceding paragraph apply mutatis mutandis to a shareholders meeting convened by a party with the power to convene that is not the board of directors. The chair may not declare the meeting adjourned prior to completion of deliberation on the meeting agenda of the preceding two paragraphs (including extraordinary motions), except by a resolution of the shareholders meeting. If the chair declares the meeting adjourned in violation of the rules of procedure, the other members of the board of directors shall promptly assist the attending shareholders in electing a new chair in accordance with statutory procedures, by agreement of a majority of the votes represented by the attending shareholders, and then continue the meeting. The chair shall allow ample opportunity during the meeting for explanation and discussion of proposals and of amendments or extraordinary motions put forward by the shareholders; when the chair is of the opinion that a proposal has been discussed sufficiently to put it to a vote, the chair may announce the discussion closed, call for a vote, and schedule sufficient time for voting. Article 11 Before speaking, an attending shareholder must specify on a speaker's slip the subject of the speech, his/her shareholder account number (or attendance card number), and account name. The order in which shareholders speak will be set by the chair. A shareholder in attendance who has submitted a speaker's slip but does not actually speak shall be deemed to have not spoken. When the content of the speech does not correspond to the subject given on the speaker's slip, the spoken content shall prevail. Except with the consent of the chair, a shareholder may not speak more than twice on the same proposal, and a single speech may not exceed 5 minutes. If the shareholder's speech violates the rules or exceeds the scope of the agenda item, the chair may terminate the speech. When an attending shareholder is speaking, other shareholders may not speak or interrupt unless they have sought and obtained the consent of the chair and the shareholder that has the floor; the chair shall stop any violation. When a juristic person shareholder appoints two or more representatives to attend a shareholders meeting, only one of the representatives so appointed may speak on the same proposal. After an attending shareholder has spoken, the chair may respond in person or direct relevant personnel to respond. Where a virtual shareholders meeting is convened, shareholders attending the virtual meeting online may raise questions in writing at the virtual meeting platform from the chair declaring the meeting open until the chair declaring the meeting adjourned. No more than two questions for the same proposal may be raised. Each question shall contain no more than 200 words. The regulations in paragraphs 1 to 5 do not apply. As long as questions so raised in accordance with the preceding paragraph are not in violation of the regulations or beyond the scope of a proposal, it is advisable the questions be disclosed to the public at the virtual meeting platform. Article 12 Voting at a shareholders meeting shall be calculated based the number of shares. With respect to resolutions of shareholders meetings, the number of shares held by a shareholder with no voting rights shall not be calculated as part of the total number of issued shares.

-43-

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

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

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

Article 13 A shareholder shall be entitled to one vote for each share held, except when the shares are restricted shares or are deemed non-voting shares under paragraph 2, Article 179 of the Company Act. When the Company holds a shareholder meeting, it shall adopt exercise of voting rights by electronic means and may adopt exercise of voting rights by correspondence. When voting rights are exercised by correspondence or electronic means, the method of exercise shall be specified in the shareholders meeting notice. A shareholder exercising voting rights by correspondence or electronic means will be deemed to have attended the meeting in person, but to have waived his/her rights with respect to the extraordinary motions and amendments to original proposals of that meeting; it is therefore advisable that the Company avoid the submission of extraordinary motions and amendments to original proposals. A shareholder intending to exercise voting rights by correspondence or electronic means under the preceding paragraph shall deliver a written declaration of intent to the Company before two days before the date of the shareholders meeting. When duplicate declarations of intent are delivered, the one received earliest shall prevail, except when a declaration is made to cancel the earlier declaration of intent. After a shareholder has exercised voting rights by correspondence or electronic means, in the event the shareholder intends to attend the shareholders meeting in person or online, a written declaration of intent to retract the voting rights already exercised under the preceding paragraph shall be made known to the Company, by the same means by which the voting rights were exercised, before two business days before the date of the shareholders meeting. If the notice of retraction is submitted after that time, the voting rights already exercised by correspondence or electronic means shall prevail. When a shareholder has exercised voting rights both by correspondence or electronic means and by appointing a proxy to attend a shareholders meeting, the voting rights exercised by the proxy in the meeting shall prevail. Except as otherwise provided in the Company Act and in the Company’s Articles of Incorporation, the passage of a proposal shall require an affirmative vote of a majority of the voting rights represented by the attending shareholders. At the time of a vote, for each proposal, the chair or a person designated by the chair shall first announce the total number of voting rights represented by the attending shareholders, followed by a poll of the shareholders. After the conclusion of the meeting, on the same day it is held, the results for each proposal, based on the numbers of votes for and against and the number of abstentions, shall be entered into the MOPS. When there is an amendment or an alternative to a proposal, the chair shall present the amended or alternative proposal together with the original proposal and decide the order in which they will be put to a vote. When any one among them is passed, the other proposals will then be deemed rejected, and no further voting shall be required.

Vote monitoring and counting personnel for the voting on a proposal shall be appointed by the chair, provided that all monitoring personnel shall be the Company’s shareholders.

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

When the Company convenes a virtual shareholders meeting, after the chair declares the meeting open, shareholders attending the meeting online shall cast votes on proposals and elections on the virtual meeting platform before the chair announces the voting session ends or will be deemed abstained from voting.

In the event of a virtual shareholders meeting, votes shall be counted at once after the chair announces the voting session ends, and results of votes and elections shall be announced immediately.

When the Company convenes a hybrid shareholders meeting, if shareholders who have registered to attend the meeting online in accordance with Article 6 decide to attend the physical shareholders meeting in person, they shall revoke their registration two days before the shareholders meeting in the same manner as they registered. If their registration is not revoked within the time limit, they may only attend the shareholders meeting online.

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

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amendments to the original proposals or exercise voting rights on amendments to the original proposal.
Article 14 The election of directors at a shareholders meeting shall be held in accordance with the applicable
election and appointment rules adopted by the Company, and the voting results shall be announced on-
site immediately, including the names of those elected as directors and the numbers of votes with which
they were elected, and the names of directors not elected and number of votes they received.
The ballots for the election referred to in the preceding paragraph shall be sealed with the signatures of
the monitoring personnel and kept in proper custody for at least one year. If, however, a shareholder files
a lawsuit pursuant to Article 189 of the Company Act, the ballots shall be retained until the conclusion of
the litigation.
Article 15 Matters relating to the resolutions of a shareholders meeting shall be recorded in the meeting minutes.
The meeting minutes shall be signed or sealed by the chair of the meeting and a copy distributed to each
shareholder within 20 days after the conclusion of the meeting. The meeting minutes may be produced
and distributed in electronic form.
The Company may distribute the meeting minutes of the preceding paragraph by means of a public
announcement made through the MOPS.
The meeting minutes shall accurately record the year, month, day, and place of the meeting, the chair's
full name, the methods by which resolutions were adopted, and a summary of the deliberations and their
voting results (including the number of voting rights), and disclose the number of voting rights won by
each candidate in the event of an election of directors or supervisors. The minutes shall be retained for
the duration of the existence of the Company.
Where a virtual shareholders meeting is convened, in addition to the particulars to be included in the
meeting minutes as described in the preceding paragraph, the start time and end time of the shareholders
meeting, how the meeting is convened, the chair's and secretary's name, and actions to be taken in the
event of disruption to the virtual meeting platform or participation in the meeting online due to natural
disasters, accidents or other force majeure events, and how issues are dealt with shall also be included in
the minutes.
When convening a virtual-only shareholder meeting, other than compliance with the requirements in
the preceding paragraph, the Company shall specify in the meeting minutes alternative measures
available to shareholders with difficulties in attending a virtual-only shareholders meeting online.
Article 16 On the day of a shareholders meeting, this Corporation shall compile in the prescribed format a statistical
statement of the number of shares obtained by solicitors through solicitation, the number of shares
represented by proxies and the number of shares represented by shareholders attending the meeting by
correspondence or electronic means, and shall make an express disclosure of the same at the place of the
shareholders meeting. In the event a virtual shareholders meeting, the Company shall upload the above
meeting materials to the virtual meeting platform at least 30 minutes before the meeting starts, and keep
this information disclosed until the end of the meeting.
During the Company’s virtual shareholders meeting, when the meeting is called to order, the total
number of shares represented at the meeting shall be disclosed on the virtual meeting platform. The same
shall apply whenever the total number of shares represented at the meeting and a new tally of votes is
released during the meeting.
If matters put to a resolution at a shareholders meeting constitute material information under
applicable laws or regulations or under Taiwan Stock Exchange Corporation (or Taipei Exchange
Market) regulations, the Company shall upload the content of such resolution to the MOPS within the
prescribed time period.
Article 17 Staff handling administrative affairs of a shareholders meeting shall wear identification cards or arm
bands.
The chair may direct the proctors or security personnel to help maintain order at the meeting place.
When proctors or security personnel help maintain order at the meeting place, they shall wear an
identification card or armband bearing the word "Proctor."
At the place of a shareholders meeting, if a shareholder attempts to speak through any device other
than the public address equipment set up by the Company, the chair may prevent the shareholder from so
doing.
When a shareholder violates the rules of procedure and defies the chair's correction, obstructing the
proceedings and refusing to heed calls to stop, the chair may direct the proctors or security personnel to
escort the shareholder from the meeting.
Article 18 When a meeting is in progress, the chair may announce a break based on time considerations. If a force
majeure event occurs, the chair may rule the meeting temporarily suspended and announce a time when,
in view of the circumstances, the meeting will be resumed.
If the meeting venue is no longer available for continued use and not all of the items (including

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extraordinary motions) on the meeting agenda have been addressed, the shareholders meeting may adopt a resolution to resume the meeting at another venue.

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

Article 19 In the event of a virtual shareholders meeting, the Company shall disclose real-time results of votes and election immediately after the end of the voting session on the virtual meeting platform according to the regulations, and this disclosure shall continue at least 15 minutes after the chair has announced the meeting adjourned. Article 20 When the Company convenes a virtual-only shareholders meeting, both the chair and secretary shall be in the same location, and the chair shall declare the address of their location when the meeting is called to order. Article 21 In the event of a virtual shareholders meeting, the Company may offer a simple connection test to shareholders prior to the meeting, and provide relevant real-time services before and during the meeting to help resolve communication technical issues.

In the event of a virtual shareholders meeting, when declaring the meeting open, the chair shall also declare, unless under a circumstance where a meeting is not required to be postponed to or resumed at another time under paragraph 4, Article 44-20 of the Regulations Governing the Administration of Shareholder Services of Public Companies, if the virtual meeting platform or participation in the virtual meeting is obstructed due to natural disasters, accidents or other force majeure events before the chair has announced the meeting adjourned, and the obstruction continues for more than 30 minutes, the meeting shall be postponed to or resumed on another date within five days, in which case Article 182 of the Company Act shall not apply.

For a meeting to be postponed or resumed as described in the preceding paragraph, shareholders who have not registered to participate in the affected shareholders meeting online shall not attend the postponed or resumed session. For a meeting to be postponed or resumed under the second paragraph, the number of shares represented by, and voting rights and election rights exercised by the shareholders who have registered to participate in the affected shareholders meeting and have successfully signed in the meeting, but do not attend the postpone or resumed session, at the affected shareholders meeting, shall be counted towards the total number of shares, number of voting rights and number of election rights represented at the postponed or resumed session. During a postponed or resumed session of a shareholders meeting held under the second paragraph, no further discussion or resolution is required for proposals for which votes have been cast and counted and results have been announced, or list of elected directors and supervisors. When the Company convenes a hybrid shareholders meeting, and the virtual meeting cannot continue as described in second paragraph, if the total number of shares represented at the meeting, after deducting those represented by shareholders attending the virtual shareholders meeting online, still meets the minimum legal requirement for a shareholder meeting, then the shareholders meeting shall continue, and not postponement or resumption thereof under the second paragraph is required.

Under the circumstances where a meeting should continue as in the preceding paragraph, the shares represented by shareholders attending the virtual meeting online shall be counted towards the total number of shares represented by shareholders present at the meeting, provided these shareholders shall be deemed abstaining from voting on all proposals on meeting agenda of that shareholders meeting. When postponing or resuming a meeting according to the second paragraph, the Company shall handle the preparatory work based on the date of the original shareholders meeting in accordance with the requirements listed under paragraph 7, Article 44-20 of the Regulations Governing the Administration of Shareholder Services of Public Companies.

  • For dates or period set forth under Article 12, second half, and paragraph 3, Article 13 of Regulations

  • Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies, and paragraph 2, Article 44-5, Article 44-15, and paragraph 1, Article 44-17 of the Regulations Governing the Administration of Shareholder Services of Public Companies, the Company shall handle the matter based on the date of the shareholders meeting that is postponed or resumed under the second paragraph.

  • Article 22 When convening a virtual-only shareholders meeting, the Company shall provide appropriate alternative measures available to shareholders with difficulties in attending a virtual shareholders meeting online.

  • Article 23 These Rules shall take effect after having been submitted to and approved by a shareholders meeting. Subsequent amendments thereto shall be effected in the same manner.

  • Article 24 These Rules were formulated on July 16, 2005. 1st amendment on May 19, 2007.

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2nd amendment on June 28, 2008. 3rd amendment on June 9, 2011. 4th amendment on June 6, 2012. 5th amendment on June 9, 2020. 6th amendment on June 14, 2022.

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[Appendix 2]

Coxon Precise Industrial Co., Ltd. Articles of Incorporation

Chapter 1 General Provisions

  • Article 1: The Company is named "Coxon Precise Industrial Co., Ltd." in accordance with the provisions relating to limited companies as stipulated in the Company Act.

  • Article 2: The Company’s main businesses are as follows:

  • C805050 Industrial Plastic Products Manufacturing

  • CQ01010 Mold and Die Manufacturing

  • CC01060 Wired Communication Mechanical Equipment Manufacturing

  • CC01070 Wireless Communication Mechanical Equipment Manufacturing

  • CC01080 Electronics Components Manufacturing

  • F219010 Retail Sale of Electronic Materials

  • CE01030 Optical Instruments Manufacturing

  • CC01990 Other Electrical Engineering and Electronic Machinery Equipment Manufacturing

  • CD01030 Motor Vehicles and Parts Manufacturing

  • F214030 Retail Sale of Motor Vehicle Parts and Motorcycle Parts, Accessories

  • F401010 International Trade

  • ZZ99999 All business items that are not prohibited or restricted by law, except those that are subject to special approval.

  • Article 3: External guarantees and investments on other businesses may be provided by the Company, and the total investment may exceed 40% of the Company's total share capital.

  • Article 4: The Company shall be headquartered in Taoyuan City, and, when necessary, may establish branch offices within the country or abroad pursuant to the resolution of the Board.

Chapter 2 Shares

  • Article 5: The Company’s total capital is NT$2.1 billion, which consists of 210 million shares. The share are issued at a nominal value of NT$10 per share, and may be issued in installments.

  • The total capital as mentioned in paragraph 1 include NT$120 million allocated for the exercise of employee options, which consists of 12 million shares at a nominal value of NT$10 per share. The board of directors is authorized to issue shares in installments according to actual needs.

  • Article 5-1: To issue employee stock warrants with exercise price lower than the market price (net asset value per share), an issuer is required to obtain the consent of at least two-thirds of the voting rights represented at a shareholders meeting attended by shareholders representing a majority of the total issued shares. In addition, the issuer shall be required to specify the following information in the notice of reasons for convening the shareholders meeting, and may not raise the matter by means of an extraordinary motion.

  • Article 5-2: To transfer shares to employees at less than the average actual share repurchase price, an issuer is required to obtain the consent of at least two-thirds of the voting rights represented at the most recent shareholders meeting attended by shareholders representing a majority of the total issued shares. In addition, the issuer shall be required to specify the following information in the notice of reasons for convening the shareholders meeting, and may not raise the matter by means of an extraordinary

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motion.

  • Article 6: The share certificates shall be in registered form, affixed with the signatures or personal seals of the director representing the company, and shall be duly certified or authenticated by the bank which is competent to certify shares under the laws before issuance thereof. The Company may be exempted from printing any share certificate for the shares issued, but shall register the issued shares with a centralized securities depositary enterprise and follow the regulations of that enterprise.

  • Article 7: (Deleted)

  • Article 8: (Deleted)

  • Article 9: (Deleted)

  • Article 10: (Deleted)

  • Article 11: (Deleted)

  • Article 12: (Deleted)

  • Article 13: The entries in the shareholders' roster shall not be altered within 60 days prior to the convening date of a regular shareholders' meeting, or within 30 days prior to the convening date of a special shareholders' meeting, or within 5 days prior to the target date fixed by the issuing company for distribution of dividends, bonus or other benefits. The Company's stock affairs shall be handled in accordance with the Regulations Governing the Administration of Shareholder Services of Public Companies promulgated by the competent authority.

Chapter 3 Shareholders Meeting

  • Article 14: Shareholders' meeting shall be of two kinds: Regular meeting of shareholders, and special meeting of shareholders. The regular meeting of shareholders is to be held at least once every year within six months after close of each fiscal year, while the special meeting of shareholders is to be held when necessary.

  • The Company may explicitly provide for in its Articles of Incorporation that its shareholders’ meeting can be held by means of visual communication network or other methods promulgated by the central competent authority.

  • Article 15: A shareholder shall have one voting power in respect of each share in his/her/its possession, unless the shares have restricted voting rights or have no voting power as stipulated in Paragraph 2, Article 179 of the Company Act.

  • Article 15-1:If the shareholder is unable to do attend the meeting in person for any cause, the shareholder may appoint a proxy to attend the meeting by providing the proxy form issued by the Company and stating the scope of the proxy's authorization.

  • The shareholder attendance by proxy shall be handled in accordance with Article 177 of the Company Act, and the Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies promulgated by the competent authority.

  • Article 16: The shareholders meeting shall be chaired by the chairperson of the board. When the chairperson of the board is on leave or for any reason unable to exercise the powers of the chairperson, the vice chairperson shall act in place of the chairperson; if there is no vice chairperson or the vice chairperson also is on leave or for any reason unable to exercise the powers of the vice chairperson, the chairperson shall appoint one of the managing directors to act as chair, or, if there are no managing directors, one of the directors shall be appointed to act as chair. Where the chairperson does not make such a designation, the managing directors or the directors shall select from among themselves one person to serve as chair.

  • Article 17: Resolutions at a shareholders' meeting shall, unless otherwise provided for in the Company Act, be adopted by a majority vote of the shareholders present, who represent more than one-half of the total number of voting shares.

  • Article 17-1: The Company's IPO withdrawal shall be performed by resolution of the shareholders' meeting, and this provision shall not be changed during the TWSE/TPEx listing period.

  • Article 17-2: Minutes shall be taken of the proceedings of the meeting of the board of directors.

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The provisions of Article 183 shall apply mutatis mutandis to the aforesaid minutes.

Chapter 4 Board of Directors

  • Article 18: The Company’s board of directors has 9-12 directors who shall be elected by the shareholders’ meeting from among the persons with disposing capacity. The term of office of a director shall not exceed three years; but he/she may be eligible for reelection.

  • In accordance with Article 14-2 of the Securities and Exchange Act, the Company’s independent directors in the preceding article shall be three to four in number and no less than one-fifth of the total number of directors. The candidate nomination system was adopted for the election of directors, and the shareholders shall elect the directors from among the nominees listed in the roster of director candidates. The professional qualifications of independent directors, shareholding, part-time restrictions, nomination and selection methods and other matters to be complied with shall be handled in accordance with the Company Act and regulations of competent authorities.

  • Article 19: The board of directors is composed of one or more directors. The board of directors shall elect a chairman of the board directors from among the directors by a majority vote at a meeting attended by over two-thirds of the directors, and may also elect in the same manner a vice chairman of the board according to business needs. The chairman of the board shall externally represent the Company.

  • Article 20: The functional duties and power of the board of directors are as follows:

    1. Decision-making of business plans.

    2. Preparation of important articles of incorporation and contracts.

    3. Establishment and abolition of branch offices.

    4. Budgets and settlement of accounts.

    5. Appointment and dismissal of important staff.

    6. Other matters stipulated by the Company Act and Articles of Incorporation.

  • Article 21: Except as otherwise provided in the Company Act. If a shareholders meeting is convened and chaired by the chairperson of the board. In case the Company has a vice chairperson, when the chairperson of the board is on leave or for any reason unable to exercise the powers of the chairperson, the vice chairperson shall act in place of the chairperson; if there is no vice chairperson or the vice chairperson also is on leave or for any reason unable to exercise the powers of the vice chairperson, the chairperson shall appoint one of the managing directors to act as chair, or, if there are no managing directors, one of the directors shall be appointed to act as chair. Where the chairperson does not make such a designation, the managing directors or the directors shall select from among themselves one person to serve as chair. In the case of emergency, a meeting of the board of directors may be convened at any time. In calling a meeting of the board of directors, a notice shall be given to each director in writing, by e-mail or by facsimile.

  • Article 22: Unless otherwise provided for in the Company Act, resolutions of the Board of Directors shall be adopted by a majority of the directors at a meeting attended by a majority of the directors.

  • Article 23: If attendance in person is not possible, they may appoint another director to attend as their proxy. However, a proxy may accept a proxy from one person only. In case a meeting of the board of directors is proceeded via visual communication network, then the directors taking part in such a visual communication meeting shall be deemed to have attended the meeting in person. The board of directors is authorized to determine the remuneration for the directors with reference to their participation and contributions in the Company’s operations, as well as the evaluation of the Remuneration Committee and pay standards of industry peers.

  • Article 23-1: The Company shall obtain directors liability insurance with respect to liabilities resulting from exercising their duties during their terms of directorship.

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Chapter 5 Audit Committee

  • Article 24: The Company shall establish functional committees such as the Audit Committee and Remuneration Committee. The responsibilities, organizational rules, exercise of powers and other related matters to be complied with shall be handled in accordance with relevant regulations of the competent authority and the Company.

  • The Audit Committee is formed by independent directors

  • Article 24-1: (Deleted)

  • Article 25: (Deleted) Article 26: (Deleted)

Chapter 6 Managers

  • Article 27: The Company may have one or more managerial personnel. Appointment and discharge and the remuneration of the managerial personnel shall be decided by a resolution to be adopted by a majority vote of the directors at a meeting of the board of directors attended by at least a majority of the entire directors of the Company. The Company may appoint a president, CEO, deputy CEO, general managers of business groups, general managers of business divisions, and consultants by resolution of the board of directors.

Chapter 7 Accounting

  • Article 28: The Company's fiscal year starts from January 1 and ends on December 31.

  • Article 29: At the close of each fiscal year, the Company shall prepare the following statements and records to be submitted to the general meeting of shareholders for ratification:

  • (I) The business report.

  • (II) Financial statements.

  • (III) The surplus earning distribution or loss off-setting proposals.

  • Article 30: If the Company earned profits in the current fiscal year, it shall allocate 3%-12% as employee compensation by way of cash or shares by the resolution of the Board of Directors. Qualification requirements of employees include the employees subsidiaries of the company meeting certain specific requirements The Company may set aside no more than 3% for the remuneration of directors by way of cash. However, a reserve is allotted to be used to make up for the company’s accumulated losses. If after the annual closing of books there is a profit, the Company shall, after its losses have been covered and all taxes and dues have been paid and at the time of allocating surplus profits, first set aside ten percent of such profits as a legal reserve. However, when the legal reserve amounts already reached the authorized capital, this shall not apply. The special reserves shall be set aside or reversed in accordance with the laws or regulations of the competent authority. If there is still balance and accumulated undistributed surplus, the board of directors shall make a surplus distribution proposal. Surplus profit shall be distributed in the form of new shares by resolution of the shareholders' meeting. In accordance with Paragraph 5, Article 240 of the Company Act, the Company may authorize the distributable dividends and bonuses in whole or in part may be paid in cash after a resolution has been adopted by a majority vote at a meeting of the board of directors attended by two-thirds of the total number of directors; or distribute its legal reserve and the following capital reserve, in whole or in part by cash according to Paragraph 1, Article 241 of the Company Act; and in addition thereto a report of such distribution shall be submitted to the shareholders’ meeting.

  • The Company's dividend policy is based on the current status and future development plans, considering the investment environment, capital needs and domestic and foreign competition, taking into account the shareholder interests and other factors. When there

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is no accumulated losses from prior years, the Company shall allocate no less than 50% of profits to shareholders. Distribution of profits may be made by way of a cash dividend or stock dividend; provided, however, the ratio for cash dividend shall be not less than 50% of the total distribution.

Chapter 8 Supplemental Provisions

Article 31: The Company organizational rules and work rules shall be formulated separately.

Article 32: The unresolved issues in the Articles of Incorporation shall be handled in accordance with the Company Act and other relevant laws.

Article 33: The Articles of Incorporation were formulated on May 31, 1989.

1st amendment on July 20, 1989.

2nd amendment on June 15, 1994. 3rd amendment on November 20, 1997. 4th amendment on February 5, 1998. 5th amendment on March 28, 2000. 6th amendment on April 17, 2000. 7th amendment on May 15, 2000. 8th amendment on March 1, 2002. 9th amendment on July 28, 2003. 10th amendment on March 1, 2004. 11th amendment on March 29, 2004. 12th amendment on April 12, 2004. 13th amendment on April 19, 2004. 14th amendment on May 4, 2004. 15th amendment on September 20, 2005. 16th amendment on May 19, 2007. 17th amendment on June 28, 2008. 18th amendment on June 14, 2010. 19th amendment on June 6, 2012. 20th amendment on June 2, 2015. 21st amendment on June 6, 2016. 22nd amendment on August 4, 2021. 23rd amendment on June 14, 2022.

Coxon Precise Industrial Co., Ltd.

Chairman: Hong, Huan-Ching

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[Appendix 3]

Coxon Precise Industrial Co., Ltd. Director Election Policy

Article 1

To ensure a just, fair, and open election of directors, these Procedures are adopted pursuant to Articles 21 and 41 of the Corporate Governance Best-Practice Principles for TWSE/GTSM Listed Companies.

Article 2

Except as otherwise provided by law and regulation or by this Corporation's articles of incorporation, elections of directors shall be conducted in accordance with these Procedures.

Article 3

The election of directors of this Company is held at the shareholders' meeting.

Article 4

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

Basic requirements and values: Gender, age, nationality, and culture. Professional knowledge and skills:A professional background (e.g., law, accounting, industry, finance, marketing, technology), professional skills, and industry experience.

Each board member shall have the necessary knowledge, skill, and experience to perform their duties; the abilities that must be present in the board as a whole are as follows:

I. The ability to make judgments about operations.

II. Accounting and financial analysis ability. III. Business management ability. IV. Crisis management ability. V. Knowledge of the industry. VI. An international market perspective. VII. Leadership ability. VIII. Decision-making ability.

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

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

Article 5

The qualifications for the independent directors of this Corporation shall comply with Articles 2, 3, and 4 of the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies. The election of independent directors of this Corporation shall comply with Articles 5, 6, 7, 8, and 9 of the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies, and shall be conducted in accordance with Article 24 of the Corporate Governance Best-Practice Principles for TWSE/GTSM Listed Companies.

Article 6

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

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

When the number of independent directors falls below that required under the proviso of Article 14-2, paragraph 1 of the Securities and Exchange Act, a by-election shall be held at the next shareholders meeting to fill the vacancy. When the independent directors are dismissed en masse, a special shareholders meeting shall be called within 60 days from the date of occurrence to hold a by-election to fill the vacancies.

Article 7

The cumulative voting method shall be used for election of the directors at this Corporation. Each share will have voting rights in number equal to the directors to be elected, and may be cast for a single candidate or split among

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multiple candidates.

Article 8

A person the right to convene shall prepare separate ballots for directors in numbers corresponding to the directors to be elected. The number of voting rights associated with each ballot shall be specified on the ballots, which shall then be distributed to the attending shareholders at the shareholders meeting. Attendance card numbers printed on the ballots may be used instead of recording the names of voting shareholders.

Article 9

The number of directors will be as specified in this Corporation's articles of incorporation, with voting rights separately calculated for independent and non-independent director positions. Those receiving ballots representing the highest numbers of voting rights will be elected sequentially according to their respective numbers of votes. When two or more persons receive the same number of votes, thus exceeding the specified number of positions, they shall draw lots to determine the winner, with the chair drawing lots on behalf of any person not in attendance.

Article 10

Before the election begins, the chair shall appoint a number of persons with shareholder status to perform the respective duties of vote monitoring and counting personnel. The ballot boxes shall be prepared by the board of directors and publicly checked by the vote monitoring personnel before voting commences.

Article 11

A ballot is invalid under any of the following circumstances:

I. The ballot was not prepared by a person with the right to convene.

II. A blank ballot is placed in the ballot box.

III. The writing is unclear and indecipherable or has been altered.

IIIV. The candidate whose name is entered in the ballot does not conform to the director candidate list. V. Other words or marks are entered in addition to the number of voting rights allotted.

Article 12

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

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

Article 13

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

Article 14

The Procedures were formulated on Septemper 20, 2005. 1st amendment on June 28, 2008. 2nd amendment on June 14, 2011. 3rd amendment on June 9, 2012. 4th amendment on June 14, 2022.

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[Appendix 4]

Coxon Precise Industrial Co., Ltd. Shareholdings of Directors

  • I. As of the book close date of the general shareholders' meeting on April 28, 2025, the Company's paid-in capital was NT$1,216,622,390, and the total number of shares issued was 121,662,239 shares.

  • II. According to Article 26 of the Securities and Exchange Act and the Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies, the minimum number of shares required to be held by all directors were 8,000,000 shares.

  • (In accordance with Article 2 of the Securities and Exchange Act and the Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies, if two or more independent directors are elected, the shareholdings of all directors other than independent directors shall be reduced to 80%. )

  • III. The register of shareholders records the number of shares held by directors individually and by the entire body thereof respectively, which has met the legal standard for shareholding ratio.

  • IV. Detailed Shareholdings of Directors:

Title Name Shares held as listed in the shareholders’ register on th
book close date
Shares held as listed in the shareholders’ register on th
book close date
Shares %
Chairman Hong, Huan-Ching 3,345,792
2.75%
Vice Chairman Wu, Wen-Hsiang 3,144,047
2.58%
Director Chang, Wen-Tung 4,018,147
3.30%
Director Lu, Kuo-Liang 300,000
0.25%
Director Hsieh, Jen-Chien 0 0.00%
Director Hsu, Chia-Hung 144,389
0.12%
Independent Director Wu, Teng-Tsan 0
0.00%
Independent Director Chen, Ming-Der 0
0.00%
Independent Director Lin, Chih-Chen 15,740
0.01%
Number of shares held by all directors 10,968,115
9.01%

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[Appendix 5]

Proposal by the shareholder(s) holding one percent or more of the Company’s total number of outstanding shares

  1. In accordance with Article 172-1 of the Company Act, shareholders holding more than one percent or more of the Company’s total number of outstanding shares may submit a written proposal to the Company to be presented in the 2025 annual general meeting of shareholders. The period of proposal is from April 18, 2025 to April 28, 2025

  2. Proposal by the shareholder(s) holding one percent or more of the Company’s total number of outstanding shares in the 2025Annual General Meeting: None.

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