CSSSC — AGM Information 2024

Nov 19, 2024

Stock Code:2025

CHIEN SHING STAINLESS STEEL CO., LTD.

Agenda for the First Extraordinary Shareholders’ Meeting in 2024 The Meeting Handbook

Time and Date: 10:30 a.m. on November 6, 2024 (Wednesday) Venue: No. 47, Xinjian Rd., South Dist., Tainan City (Hotel Château Anping)

Method: Offline shareholders’ meeting

Table of Contents

Table of Contents	Table of Contents
One. Meeting Procedure --------------------------------------------------------------------------------- 1
Two. Extraordinary Shareholders’ Meeting Agenda ------------------------------------------------ 2
I.	Discussion ----------------------------------------------------------------------------------- 3
II.	Extraordinary Motions --------------------------------------------------------------------- 4
III.	Meeting Adjourned ------------------------------------------------------------------------- 4
Three. Attachment
I.	Articles of Incorporation ------------------------------------------------------------------- 5
II.	Shareholder Meeting Conference Rules ----------------------------------------------- 12
III.	Number of shares held by all directors and minimum number of shares required to
	be held -------------------------------------------------------------------------------------- 15
IV.	Sound Operation Plan----------------------------------------------------------------------- 16

Chien Shing Stainless Steel Co., Ltd.

Meeting Procedure for

the First Extraordinary Shareholders’ Meeting in 2024

• I. Call the meeting to order

II. Remarks of the chair

III. Discussion

IV. Extraordinary Motions

• V. Meeting Adjourned

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Agenda for the First Extraordinary Shareholders’ Meeting in 2024

of Chien Shing Stainless Steel Co., Ltd.

Time and Date: 10:30 a.m. on November 6, 2024 (Wednesday)

Venue: No. 47, Xinjian Rd., South Dist., Tainan City (Hotel Château Anping) Method: Offline shareholders’ meeting

I. Call the meeting to order

II. Remarks of the chair

III. Discussion

• (I) Motion for the company’s capital reduction to offset accumulated deficits

IV. Extraordinary Motions

V. Meeting Adjourned

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Report Items

Motion 1

(proposed by the Board of Directors)

Motion: Proposed capital reduction to offset accumulated deficits, please discuss. Details:

1. In order to improve the Company’s financial structure, it is proposed to conduct a capital reduction to offset accumulated deficits.

2. Amount and ratio of capital reduction compensation: As of December 31, 2023, the Company recorded an accumulated loss of NT$1,085,067,266. In accordance with relevant regulations, the capital is intended to be reduced by NT$1,085,067,260. After accounting for 108,506,726 common shares issued, the capital reduction ratio is 38.59152208%; that is, minus 385.91522081 common shares for every 1,000 shares (i.e., 614.08477919 new common shares exchanged for every 1,000 shares).

3. The total capital of the Company is NT$5,000,000,000 divided into 500,000,000 shares, with a par value of NT$10 per share and a paid-in capital of NT$2,811,672,620. For the shares to be written off for capital reduction, and according to the shareholding ratio of each shareholder recorded in the shareholder roster as of the base date of capital reduction and share exchange, it is expected to decrease by 385.91522081 shares for every 1,000 shares (approximately 614.08477919 shares exchanged for every 1,000 shares). For odd shares that are less than one share after the capital reduction, shareholders may register for combination for a whole share with the company’s stock agency from 5 days before the book closure date to 1 day prior to the book closure date. The shareholder who gives up the combination of odd shares or these are still less than a whole share after being combined will be paid in cash according to the par value. (In line with the non-physical transfer operation, for shareholders who undertake book-entry operations for centrally deposited securities, the aforementioned payment for odd shares shall be used to offset the fees for such operations.) The payment shall be calculated to an integer of NTD and the amount below such shall be rounded off. The Chairman is authorized to contact specific persons to subscribe all the odd shares that are less than one share according to the par value.

4. After the capital reduction, the paid-in capital amounted to NT$1,726,605,360 at NT$10 par value and 172,660,536 shares were issued.

5. The new shares issued for the capital reduction to offset accumulated deficits are in the form of non-physical issuance. The rights and obligations of the shares are the same as the originally issued shares. After this motion is adopted at the first extraordinary shareholders’ meeting in 2024 and approved by the competent authority, it is intended to authorize the Chairman to set the capital reduction base date, issuance plan, record date for capital reduction and share exchange, and other matters related to capital reduction.

6. If the share capital of the Company changes, resulting in an impact on the number of

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outstanding shares, a change in the capital reduction ratio, and a need to adjust such ratio, or when a change or amendment is needed due to amendments to laws and regulations or amendments made by the competent authority or in response to the objective environment, it is intended to submit such to the first extraordinary shareholders’ meeting in 2024 to authorize the Chairman with full powers for handling these matters.

1. In accordance with the Letter No. 1130004170 dated October 16, 2024 of the Securities and Futures Investors Protection Center, for the supplementary explanation of capital reduction, please refer to Attachment 4, p.13, of the Meeting Handbook: Sound Operation Plan.

Resolution:

Extraordinary motions Meeting Adjourned

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Attachment 1

Articles of Incorporation of Chien Shing Stainless Steel Co., Ltd.

Chapter One General Provisions

• Article 1: The Company is incorporated in accordance with The Company Act, and is named “CHIEN SHING STAINLESS STEEL CO., LTD.”

• Article 2: The Company’s industry classifications are: (1) CA01010 Iron and Steel Smelt

• (2) CA01020 Iron and Steel Rolling and Extruding

• (3) CA01050 Steel Secondary processing

• (4) CA02990 Other Metal Products Manufacturing

• (5) CB01010 Mechanical Equipment Manufacturing

• (6) CC01080 Electronics Components Manufacturing

• (7) CO01010 Tableware Manufacturing

• (8) F113010 Wholesale of Machinery

• (9) F199990 Other Wholesale Trade

• (10) F401010 International Trade

• (11) H701010 Housing and Building Development and Rental

• (12) H701030 Funeral Places Lease Construction and Development

• (13) H701040 Specific Area Development

• (14) B201010 Mining of metal ores

• (15) F115020 Wholesale of Ores

• (16) CA01090 Aluminum Casting

• (17) CC01010 Manufacture of Power Generation, Transmission and Distribution Machinery

• (18) CC01090 Manufacture of Batteries and Accumulators

• (19) CD01030 Motor Vehicles and Parts Manufacturing

• (20) CD01040 Motorcycles and Parts Manufacturing

• (21) CD01050 Bicycles and Parts Manufacturing

• (22) CD01990 Other Transport Equipment and Parts Manufacturing

• (23) CQ01010 Mold and Die Manufacturing

• (24) E603050 Automatic Control Equipment Engineering

• (25) E603100 Electric Welding Engineering

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• (26) E604010 Machinery Installation

• (27) E605010 Computer Equipment Installation

• (28) JA02020 Motorcycle Repair

• (29) JA02030 Bicycle Repair

• (30) C901040 Manufacture of Ready-mix Concrete

• (31) C901050 Cement and Concrete Products Manufacturing

• (32) C901990 Other Non-Metallic Mineral Products Manufacturing

• (33) J101080 Resource Recycling

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

• Article 3: The Company may offer endorsement and guarantee to external parties as needed for business activities, subject to the Company’s endorsement and guarantee procedures.

• Article 4: External business investments are subject to board of directors’ approval, and the sum of investment can be exempted from the restrictions imposed under Article 13 of The Company Act (i.e. 40% of paid-up capital).

• Article 5: The Company is headquartered in Tainan City, and may establish domestic or foreign branches subject to board of directors’ approval.

• Article 6: Public announcements shall be duly made in accordance with the methods described in Article 28 of The Company Act.

Chapter Two Shares

• Article 7: The Company has authorized capital of Five Billion New Taiwan Dollars in five hundred million shares. Each share has a face value of Ten New Taiwan Dollars. The board of directors is authorized to issue unissued shares in multiple offerings depending on the actual circumstances.

• Article 8: The Company issues owner-registered shares only. Every share certificate shall be issued with the signatures or seals of at least 3 directors.

• Article 8-1: When issuing new shares, the Company may print a single certificate to collectively represent all shares in the new issue. Shares of the Company may be issued in non-tangible form, subject to registration with the centralized securities depository.

• Article 9: Unless otherwise specified by law and securities regulation, issues concerning transfer of share ownership, pledge of shares, loss of share certificate, ownership inheritance, gifting, loss/change of seal, change of address, and share-related affairs shall be handled according to “Regulations Governing the Administration of Shareholder Services of Public Companies.”

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• Article 10: Transfer of share ownership shall be suspended during the 60 days prior to an annual general meeting, or during the 30 days prior to an extraordinary shareholder meeting, or during the 5 days prior to the baseline date of dividend, bonus or rights distribution.

Chapter Three Shareholder Meetings

• Article 11: The Company convenes two types of shareholder meeting: the annual general meeting and extraordinary shareholder meetings. Annual general meetings (AGMs) are convened once a year within six months after the end of each financial year, and shall be advised to shareholders 30 days in advance. Extraordinary shareholder meetings may be held whenever deemed necessary, and shall be advised to shareholders 15 days in advance. The Company’s shareholders’ meeting can be held by means of visual communication network or other methods promulgated by the central competent authority.

• Article 12: If a shareholder is unable to attend the shareholder meeting in person, a proxy can be appointed by completing the Company’s proxy form and by specifying the scope of delegated authority. The proxy form has to be effected with authorized signature or seal. Appointment of proxies shall also comply with Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies.

• Article 14: Except otherwise regulated by The Company Act, a shareholder meeting resolution is passed when more than 50% of all outstanding shares are represented in the meeting, and that the motion is voted in favor by more than 50% of all voting rights represented at the meeting.

• Article 15: AGMs are to be convened by the Chairman. If the Chairman is absent for any reason, the Chairman shall appoint one of the directors to act on behalf; if no one is appointed, the remaining directors shall appoint one among themselves to perform acting duty.

• Article 16: Shareholder meeting resolutions shall be compiled into detailed minutes, signed or sealed by the chairperson, and disseminated to each shareholder by no later than 20 days after the meeting.

• Meeting minutes may also be disseminated by way of public announcements. The minutes shall detail the date and venue of the meeting, the chairperson’s name, the method of resolution, and the proceeding and results of each motion. Minutes shall be retained for as long as the Company exists. Shareholders’ attendance logs and proxy forms shall be retained for at least one year. However, should a shareholder raise a litigious claim against the Company in accordance with Article 189 of The Company Act, the abovementioned documents must be retained until the end of the litigation.

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Chapter Four Directors and Audit Committee

Article 17: The Company shall have seven to eleven directors on the board, who are elected in shareholder meetings from persons of adequate capacity. The term of directorship is three years, and is renewable if re-elected. By-election of directors shall proceed according to Article 201 of The Company Act. Article 17-1: Independent directors shall be included amongst the directors chosen above. There shall be no fewer than three independent directors and they must not represent less than one-fifth of the board. Directors of the Company shall be elected using the nomination system, in which shareholders will elect from the list of nominated director candidates. Methods for accepting nomination of director candidates shall be determined and announced according to The Company Act, the Securities and Exchange Act and relevant regulations. Independent directors shall be elected during the same voting session as nonindependent directors, and have positions allocated separately. Restrictions concerning independent directors’ eligibility, shareholding, concurrent employment, and all other compliance issues are governed by relevant rules of the securities authority. Article 17-2: The Company shall assemble an Audit Committee that consists entirely of independent directors according to Article 14-4 of the Securities and Exchange Act. Matters concerning the Audit Committee, including its composition, duties, and authority, are governed by Securities and Exchange Act and related laws. Article 18: The elected directors shall form a board and appoint one Chairman during a board meeting with more than two-thirds of directors present and with the support of more than half of all attending directors. The Chairman serves as the Company’s representative to the outside world. Article 18-1: Convention of board meeting must be advised to all directors at least 7 days in advance. However, meetings can be held in shorter notices in the case of emergency. Convention of board of directors meetings may be advised through written correspondence, E-mail, or fax. Article 19: If the Chairman is unable to perform duties due to leave of absence or any reason, a delegate shall be appointed in accordance with Article 208 of The Company Act. Directors who are unable to attend board meeting for any reason may appoint other directors to attend on their behalf. Proxy arrangements must comply with Article 205 of The Company Act. If a board meeting is convened by way of video conference, those who participate in the meeting using video conferencing are considered to have attended the meeting in person. Article 20: The elected directors shall form a board to perform the duties and exercise the authorities mentioned below: (1) Devise corporate policies.

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• (2) Outline business strategies.

• (3) Review budgets and year-end accounts.

• (4) Approve key personnel arrangements.

• (5) Propose earnings appropriation or loss reimbursement.

• (6) Devise and approve deals for acquisition and disposal of key properties and real estate.

• (7) Devise fundraising and capital reduction plans.

• (8) Devise and approve other business investments.

• (9) Other duties and authority vested by laws and shareholders.

• Article 22: The board of directors is authorized to determine the level of compensation for directors based on individual participation and contribution to the Company’s operations, and in reference to industry peers.

Chapter Five Managers

• Article 23: The Company may create managerial positions. Appointment, dismissal, and compensation of whom shall comply with Article 29 of The Company Act.

Chapter SixAccounting

• Article 24: The board of directors is responsible for preparing the following statements and reports at the end of each financial year, which are to be presented for acknowledgment according to legal procedures at the annual general meeting.

• (I) Business reports.

• (II) Financial statements.

• (III) Earnings appropriation or loss reimbursement proposals.

• Article 25: Annual profits concluded by the Company are subject to employee remuneration of 2%-3%, which the board of directors may decide to distribute in cash or in shares. Employees of subsidiaries who meet certain criteria are also entitled to receive this remuneration. Up to 1% of the aforementioned profit may be distributed as directors’ remuneration at the discretion of the board of directors. Employee and director remuneration proposals are to be raised for resolution during shareholder meetings.

• Profits must first be reserved to offset against cumulative losses, if any, before the remainder can be distributed as employee/director remuneration in the above percentages. The annual profit mentioned in Paragraph 1 shall refer to pre-tax profit before employees’ and directors’ remuneration in the current year.

• Article 25-1: Annual surpluses concluded by the Company are first subject to taxation and reimbursement of previous losses, followed by a 10% provision for legal reserve

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and provision or reversal of special reserve as the laws may require. Any surpluses remaining will be added to unappropriated earnings accumulated from previous years, for which the board of directors will propose an earnings appropriation plan and seek resolution in a shareholder meeting before distribution.

The Company shall devise earnings appropriation plans for the amount of distributable earnings calculated above after taking into consideration prospects of the economic environment, future capital requirements, long-term financial plans, and shareholders’ needs for cash inflow, and present the proposal for resolution at shareholder meeting. At least 10% of total shareholders’ dividends shall be paid in cash, but the Company may choose to pay dividends in shares instead if cash dividends amount to less than NT$0.5 per share.

Chapter Seven Supplemental Provisions

Article 26: Any matters that are not addressed in the Articles of Incorporation shall be governed by The Company Act.

• Article 27: The Articles of Incorporation was established on April 3, 1972 The 1st amendment was made on April 26, 1972

The 2nd amendment was made on January 30, 1974 The 3rd amendment was made on November 13, 1978 The 4th amendment was made on May 27, 1980 The 5th amendment was made on November 27, 1981 The 6th amendment was made on October 1, 1982 The 7th amendment was made on March 23, 1983 The 8th amendment was made on March 23, 1984 The 9th amendment was made on June 28, 1984 The 10th amendment was made on November 15, 1984 The 11th amendment was made on June 20, 1985 The 12th amendment was made on November 15, 1986 The 13th amendment was made on August 15, 1987 The 14th amendment was made on August 15, 1988 The 15th amendment was made on September 23, 1988 The 16th amendment was made on December 12, 1988 The 17th amendment was made on June 26, 1989 The 18th amendment was made on September 8, 1989 The 19th amendment was made on June 28, 1991 The 20th amendment was made on June 20, 1992

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The 21st amendment was made on June 7, 1994 The 22nd amendment was made on April 19, 1995 The 23rd amendment was made on June 28, 1996 The 24th amendment was made on May 8, 1997 The 25th amendment was made on October 14, 1998 The 26th amendment was made on May 28, 1999 The 27th amendment was made on June 15, 2000 The 28th amendment was made on June 28, 2001 The 29th amendment was made on September 3, 2002 The 30th amendment was made on April 24, 2003 The 31st amendment was made on June 10, 2004 The 32nd amendment was made on June 14, 2005 The 33rd amendment was made on June 19, 2009 The 34th amendment was made on June 17, 2010 The 35th amendment was made on March 23, 2012 The 36th amendment was made on June 19, 2014 The 37th amendment was made on April 21, 2015 The 38th amendment was made on June 7, 2016 The 39th amendment was made on March 29, 2018 The 40th amendment was made on June 11, 2020 The 41st amendment was made on June 14, 2022

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Attachment 2

Chien Shing Stainless Steel Co., Ltd.

Shareholder Meeting Conference Rules

1. Unless otherwise specified in law, shareholder meetings of the Company shall proceed according to the following rules.

2. Attending shareholders are required to wear conference passes and present attendance cards as proof of attendance. Attendance cards are used to calculate the number of shares represented in the meeting.

3. Attendance and votes in a shareholder meeting are calculated based on the number of shares represented.

4. Shareholder meetings shall be held at locations that are suitable and convenient for shareholders to attend. Meetings must not commence anytime earlier than 9AM or later than 3PM.

5. Shareholder meetings that are convened by the board of directors shall be chaired by the Chairman. If the Chairman is on leave or is unable to exercise duties for any reason, the Vice Chairman will act on behalf; if there is no Vice Chairman or if the Vice Chairman is also on leave or is unable to exercise duties for any reason, the Chairman may appoint one managing director to assume acting duty; if there is no managing director, one of the directors shall be appointed to perform acting duty; if no delegate is appointed by the Chairman, one shall be appointed among managing directors or directors.

If the shareholder meeting is convened by any entitled party other than the board of directors, the convener will act as the meeting chairperson.

1. The Company may summon its lawyers, certified public accountants, and any relevant personnel to be present at shareholder meetings. Organizers of the shareholder meeting must wear proper identification or arm badges.

2. The entire proceeding of the Company’s shareholder meetings shall be recorded in video or audio, and kept for at least 1 year.

3. The chairperson should announce commencement of meeting as soon as it is due. However, if current attendees represent less than half of the Company’s outstanding shares, the chairperson may announce to postpone the meeting up to two times, for a period totaling no more than one hour. If attending shareholders still represent more than one-third but less than half of outstanding shares after two postponements, the attending shareholders may reach a tentative resolution according to Paragraph 1, Article 175 of The Company Act.

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If the number of shares represented accumulate to more than half of all outstanding shares as the meeting progresses, the chairperson may propose the tentative resolutions for final voting according to Article 174 of The Company Act.

1. For shareholder meetings that are convened by the board of directors, the board of directors will determine the meeting agenda. The agenda can not be changed unless resolved during the shareholder meeting.

2. The above rule also applies to shareholder meetings that are convened by any entitled party other than the board of directors.

3. In either of the two arrangements described above, the chairperson can not dismiss the meeting while a motion (including special motions) is still in progress. Once a meeting is adjourned, shareholders may not elect to continue the meeting with another chairperson or at a different venue unless the chairperson is found to have dismissed the meeting in violation of the conference rules. In which case, attending shareholders may elect another chairperson with the support of more than half of voting rights represented to continue the meeting.

4. Shareholders may propose amendments or alternative solutions to the items listed on the agenda, and may raise new discussions by way of special motion, provided that such proposals are seconded by two or more shareholders. This requirement also applies to changes of agenda and adjournment. The proposer and seconders shall collectively hold more than 1% of outstanding shares.

5. Shareholders who wish to speak during the meeting must first produce an opinion slip detailing the topic and shareholder account number (or conference pass serial number). The order of shareholders’ comments shall be determined by the chairperson. Shareholders who submit an opinion slip without actually speaking are considered to have remained silent. If the shareholder’s actual comments differ from those stated in the opinion slip, only the confirmed comments shall be taken into record. While a shareholder is speaking, other shareholders can not speak simultaneously or interfere in any way unless agreed by the chairperson and the person speaking. The chairperson shall restrain any person who violates this process.

6. Shareholder cannot speak for more than two times, for 5 minutes each, on the same topic without consent of the chairperson. The chairperson may restrain shareholders who are in violation of the above rule or interrupt any comments that are irrelevant to the topics discussed.

7. Corporate entities may only appoint one representative to attend shareholder meetings. Where a corporate shareholder has appointed two or more representatives to attend the shareholder meeting, only one representative may speak per motion.

8. After a shareholder has finished speaking, the chairperson may answer the shareholder’s queries personally or appoint any relevant personnel to do so.

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9. The meeting chairperson may announce to discontinue further discussions if the topic is considered to have been sufficiently discussed to proceed with the vote.

10. Ballot examiners and ballot counters shall be appointed by the meeting chairperson. The ballot examiner must be a shareholder. Outcome of a vote shall be documented and announced on site.

11. The chairperson may call the meeting into recess at a suitable time.

12. Unless otherwise regulated by The Company Act or stated in the Articles of Incorporation, a motion is passed when supported by shareholders representing more than half of total voting rights in the meeting. A motion is considered passed if the chairperson receives no objection from any attending shareholders upon inquiry. This voting method is deemed as effective as does the conventional ballot method.

13. Shareholders that wish to appoint proxy attendees for shareholder meetings shall do so in accordance with The Company Act and Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies.

14. In cases where several amendment or alternative solutions have been proposed at the same time, the chairperson shall determine the order in which proposals are to be voted. If any proposal is passed, all other proposals shall be deemed rejected and no further voting is necessary.

15. The chairperson may instruct picketers or security staff to help maintain order in the meeting. While maintaining order in the meeting, all picketers (security staff) must wear arm badges that identify their role as “Picketer.”

16. 21.The Rules shall take effect once approved during shareholder meeting; the same applies to all subsequent amendments.

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Attachment 3

Chien Shing Stainless Steel Co., Ltd.

Number of shares held by all directors and minimum number of shares required

to be held

• I. Number of statutory shareholding for the Company’s current directors:

• The Company issued a total of 281,167,262 common shares

• Statutory shareholding for all directors 12,000,000 shares

• II. As of the book closure date for the first extraordinary shareholders’ meeting in 2024: October 8, 2024

The number of shares held by all directors is as follows:

Unit: shares

		Unit: shares
Title	Name	Shareholding on the book closure date
Chairman	CHIA CHI SDRY ENTERPRISE CO., LTD.	6,666,000
Institutional Representative of Chairman	Fu-Chuan Wei	60,000
Director	Chien Shing Investment Co., Ltd.	9,529,000
Institutional Representative of Director	Su-Chu Wang	0
Director	Chien Shing Construction Co., Ltd.	9,241,347
Institutional Representative of Director	Shun-Ming Ou	0
Director	Wei-Zheng Yang	0
Total shares held by non-independent directors		25,436,347
Independent director	Yi-Hung Chen	0
Independent director	Meng-Han Yang	40,000
Independent director	Chien-Cheng Wei	0
Total shares held by independent directors and supervisors		40,000
Total shares held by all directors		25,476,347

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Attachment 4

Chien Shing Stainless Steel Co., Ltd.

Sound Operation Plan

I. Reasons for the capital reduction

In order to improve the financial structure, the Company intends to conduct a capital reduction to offset accumulated deficits. In recent years, the amount of losses has gradually decreased and the operating expenses have been maintained stable. However, due to the high accumulated losses, the Company's management team is under great pressure. The Company's 2023 accumulated loss was NT$1.085 billion. In order to increase net worth per share and strengthen the capital structure, it is intended to offset accumulated deficits to help the management team improve business performance without affecting shareholders' equity.

II. Business plan

• (I) Enhancement of product value

• Improve quality control capabilities to effectively control product quality and meet customer needs.

• Strengthen raw material testing and quality inspection.

• Improve process defects, enhance overall quality, and regularly hold quality improvement meetings to review the reasons in order to improve product quality properly.

• The operating revenue and gross profit of the Company in the past three years are as follows:

as follows:
	2021	2022	2023
Net operating income (NT$ thousand)	2,470,941	1,231,007	738,691
Operating profit (loss) (NT$ thousand)	304,399	(109,471)	(155,834)

The Company plans to increase the sales items of products in the future, hoping to continue expanding the applications in different fields and thus increase the gross profit and profitability.

• (II) Develop diverse domestic and overseas markets

• Make good use of various channels to increase exports, receive more export orders through distributors and existing foreign trading companies, and actively seek opportunities for expansion of export markets to meet the order needs of overseas customers.

• Expand domestic sales channels, stabilize existing customers and develop new domestic sales customers.

• Continue to strengthen production and sales differentiation/customized niche products of high added value, improve added value of products, increase sales

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of sheets and new products, and march toward the goals of high value and high quality; for example: 3-foot materials, 430 and other customized products.

• (III) Raw material procurement

• The APL1 production line is currently under renovation and the procurement of raw materials is mainly white coils. This can reduce the defects caused by the APL1 production line and improve the product quality.

• Establish a reasonable and secure inventory of raw materials, control the delivery period of raw materials, and reduce the backlog of inventory funds and the risk of loss from price decline.

• Increase material suppliers and establish a market inquiry mechanism to keep abreast of market conditions.

• (IV) Future development strategy of the company

• Strengthen the layout of domestic and overseas sales channels and maintain stable production and sales planning and operations.

• Promote corporate governance 3.0 in accordance with the regulations and schedules, and implement the preparation of the sustainability report and disclosure of information to improve corporate governance evaluation results.

• In response to the climate change, pay attention to and act in line with government's laws and policies and sustainable development paths. Implement greenhouse gas inventory, verification, and reduction management, and move toward the vision of net zero carbon emissions.

• Continue to improve the workplace environment and strengthen safety and health management. Strive to increase waste recycling channels and implement environmental protection measures such as pollution prevention.

• (V) Sound financial structure

• In recent years, the Company has actively improved the financial structure and has significantly reduced the debt ratio to 5.56% with a liquidity ratio of up to 1353.46%. The financial structure is stable. After capital reduction to offset accumulated deficits, the profit can be shared with shareholders, which is helpful for the Company's long-term stable development. Considering the current financial and profitability situation, it is not easy to obtain better borrowing conditions. When the capital reduction plan is completed first and the net worth per share is increased, the Company will have a better chance to improve financing conditions in the future and avoid factors that increase losses.

III. Implementation of control measures

The implementation of the Sound Operation Plan will be reported to the Board of Directors on a quarterly basis for control purposes, and reported to the shareholders' meeting in the following year.

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