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CUB — Annual Report 2025
May 11, 2026
51986_rns_2026-05-11_fa1944ac-7544-4393-9e8e-37bbba0b90fb.pdf
Annual Report
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Stock Code:

CUB ELECPARTS INC
CUB ELECPARTS INC.
2025
Annual Report
Compiled by CUB ELECPARTS INC.
Published on April 30, 2026
Annual report inquiries: http://mops.twse.com.tw
Company website: http://www.cubelec.com.tw
I. Company Spokesperson:
Name: Wu Po-Cheng
Title: Spokesperson
Telephone: (04)778-2010
Email: [email protected]
Acting spokesperson of the Company:
Name: Li-Li Chen
Title: Manager of Operation Department
Telephone: (04)778-2010
Email: [email protected]
II. Address and telephone of the main office/plant:
Main Office: No. 6, Lane 546, Section 6, Zhanglu Road, Fuxing Township, Changhua County
Telephone: (04)778-2010
Fax: (04)778-2009
III. Stock Registration Agency:
Name: Registrar of First Securities Inc
Address: 6F, No. 27, Section 1, Anhe Road, Da-an District, Taipei City
Telephone: (02)2563-5711
Website: http://www.ftsi.com.tw
IV. CPA(s) for the Latest Annual Financial Statements:
CPAs: Chen Yan-Hui, Kuo Shih-Hua
Name of Firm: KPMG
Address: 68F, No. 7, Section 5, Xinyi Road, Xinyi District, Taipei City
Telephone: (02)8101-6666
Website: http://www.kpmg.com.tw
V. Name of trading site for securities listed overseas and how to search for the said overseas securities: None
VI. Company website: http://www.cubelec.com.tw
Table of Contents
Page No.
One. Letter to Shareholders ... 5
I. 2025 operating results ... 5
II. Summary of the 2026 Business Plan ... 7
III. Future development strategy of the Company ... 8
IV. Effect of the external competitive environment, regulatory environment, and general business environment ... 8
Two. Corporate Governance Report ... 10
I. Directors, Supervisors, President, Vice Presidents, Assistant Vice Presidents, and Heads of Various Departments and Branches ... 10
II. Remuneration paid to general directors, independent directors, president, and vice presidents in the latest year ... 20
III. Status of Corporate Governance ... 28
IV. Information on CPA professional fees ... 82
V. Information on Public Expenditure on CPAs ... 83
VI. Disclosure of the name, position, and duration of service at the firms or their affiliates that the Company’s Chair, President, or managers in charge of financial or accounting affairs over the past year, if any: None ... 84
VII. Changes in the transfer and pledge of equity among directors, supervisors, managers, and shareholders with a holding ratio exceeding 10% in the past year and up to the date the Annual Report was printed: ... 84
VIII. Information of relationship among Top 10 shareholders who are related, spouses, or relatives within the second degree of kinship: ... 84
IX. Number of shares held by the Company, the Company’s directors, supervisors, managers, and directly or indirectly controlled businesses and the consolidated general holding ratio ... 87
Three. Fund-raising ... 89
I. Capital and Shares ... 89
II. Status of corporate bonds: ... 96
III. Organization of preferred stock shares: None ... 98
IV. Organization of global depository receipts: None ... 98
V. Organization of employee share subscription warrants: ... 98
VI. Organization of restricted stock awards: None ... 103
VII. Organization of new shares issued upon M&A or acceptance of assignment of shares of other companies: None ... 103
VIII. Implementation of the funds utilization plan: None ... 103
Four. Operational Overview ... 104
I. Scope of Operation ... 104
II. Market and Production/Distribution Overview ... 122
III. Employee Information for the Most Recent Two Years and up to the Date of Publication of the Annual Report ... 131
IV. Information on Environmental Protection Expenditure ... 131
V. Labor-Management Relations ... 132
VI. Information and Communication Security Management ... 133
VII. Important contracts ... 137
Five. Analysis and Review of the Financial Condition and Operating Results, and Risk Factors ... 139
I. Financial standing ... 139
II. Financial Performance ... 140
III. Cash flow ... 140
IV. Impacts of major capital expenditures on financial operations over the past year ... 141
V. Main reasons for profits or losses from reinvestment policies over the past year, the improvement plan, and the investment plan for the coming year ... 141
VI. Risk matters and assessment for the past year ... 143
VII. Other important matters: None ... 149
Six. Special notes ... 150
I. Information on affiliates ... 150
II. Private placement of securities in the most recent fiscal year and up to the date of publication of the annual report: None ... 154
III. Holdings or disposals of the company's stocks by subsidiaries in the most recent fiscal year and up to the date of publication of the annual report: None ... 154
IV. Other necessary supplementary explanations: None ... 154
V. Incidents in the most recent fiscal year and up to the date of publication of the annual report that significantly affected shareholders' equity, or the price of securities as defined in Article 36, Paragraph 3, Subparagraph 2 of the Securities Transaction Law: None ... 154
One. Letter to Shareholders
Hello, ladies and gentlemen!
First of all, welcome to this year's shareholders' meeting during your busy schedule. On behalf of the Company and its subsidiaries, we would like to express our highest appreciation for your support and encouragement. The operating status and future outlook targets of the Company and its subsidiaries for 2025 are reported as follows:
I. 2025 operating results
1. Implementation results of the 2025 business plan
The net operating revenue of the Company and its subsidiaries for 2025 was NT$3,653,940 thousand, a decrease of 21% compared to the previous year, and the net loss before tax for the current period was NT$362,934 thousand, a decrease of 152.62% compared to the previous year.
In the past year, the Company and its subsidiaries continued to uphold their previous operating priorities. On the one hand, they actively expanded business, and on the other hand, they strengthened cost control. In response to operating planning, for the Group's reorganization, together with investment in new product development, it is hoped that greater efficiency and operating growth can be achieved.
Unit: In thousands of NTD
| Year | 2025 | 2024 |
|---|---|---|
| Item | ||
| Operating revenues | 3,653,940 | 4,670,759 |
| Operating gross profits | 1,191,936 | 1,535,440 |
| Net operating profits (losses) | (98,115) | 312,983 |
| Net profits after tax attributable to shareholders of the parent company | (223,772) | 474,882 |
| Earnings per share (NTD) | (1.63) | 3.37 |
2. Implementation status of budget:
According to current regulations, the Company did not publicly disclose financial forecasts for 2023, and therefore this is not applicable.
3. Analysis of financial receipts and expenditures and profitability
(1)
Unit: In thousands of NTD
| Item | 2025 | 2024 | Increase (decrease) in amount | Increase (decrease) in percentage % |
|---|---|---|---|---|
| Cash flows from operating activities | -26,329 | -20,023 | -6,306 | 31.49 |
| Cash flows from investing activities | -478,057 | 370,629 | -848,686 | -228.99 |
| Cash flows from financing activities | -274,170 | 871,731 | -1,145,901 | -131.45 |
Analysis of cash flows for the most recent year:
- Operating activities: Net cash outflow for the period was NT$26,329 thousand, mainly due to increased project material purchases by subsidiaries.
- Investing activities: Net cash outflow for the period was NT$478,057 thousand, mainly due
to construction of plant expansion.
- Financing activities: Net cash outflow for the period was NT$274,170 thousand, mainly due to drawdown of bank borrowings to repay convertible corporate bonds.
(2) Profitability
Profitability (Return on Assets, Return on Equity, Net Profit Margin, Earnings Per Share, etc.): Profitability for the current period improved compared to the previous year.
| Item | 2025 | 2024 | |
|---|---|---|---|
| Return on assets (%) | -3.38% | 5.24% | |
| Return on equity (%) | -9.05% | 9.56% | |
| As a percentage of paid-in capital (%) | Operating profits | -7.22% | 22.21% |
| Net profits after tax | -26.70% | 48.95% | |
| Net profit margin | -12.47% | 11.12% | |
| Earnings per share (NTD) | -1.63 | 3.37 |
4. Research and development
The sales of products of the Company and its subsidiaries have mainly been for export for a long time. Therefore, for the timeliness of product development, product manufacturing quality requirements and delivery accuracy, we adopt high standards for self-requirement, and also maintain a conscientious attitude towards strengthening the R&D personnel's software and hardware design capability, mold design and development capability, electromechanical integration capability, modularization capability, and high-frequency RF design and development capability, and constantly ask for improvement, as well as constantly replenishing the outstanding talents in the related technology fields to improve the Company's own research and development capabilities. In addition, in view of the diversification of the Company's and its subsidiaries' products, we need to be more cautious in investing and developing products, and we will analyze the actual sales situation to select hot-selling products, modular products, or models with potential for focused development and maintenance in order to maintain a highly competitive advantage. In addition, the tire pressure monitoring product will deepen the research and development of universal tire pressure monitoring devices (Universal TPMS), and strengthen the decoding rate and simplified operation of tools for replacement of European and American TPMS models; for the China market, it will begin to invest in R&D resources to develop TPMS products for local China's models, effectively utilizing the existing advantages of the Company and its subsidiaries to gradually enter China's TPMS market.
The Company and its subsidiaries have independently developed the millimeter wave radar for automotive applications and possess the core technologies of 24GHz, 77GHz and 79GHz millimeter wave radar with many core key technologies such as phase antenna technology, radar algorithm technology and millimeter wave circuit technology, etc. In recent years, we have not only developed a number of millimeter wave radar modules (24GHz, 77GHz and 79GHz), but also used them to develop and integrate various ADAS systems, including blind spot detection (BSD), rear cross traffic alert (RCTA), door open warning (DOW), lane change alert (LCA), Forward Collision Warning (FCW), Pedestrian Detection (PD), Automatic Emergency Braking (AEB), Automatic Cruise Control (ACC), Stop-and-go, Drone Obstacle Avoidance Radar, Level Crossing Obstacle Detection, Internal Wheel Differential Active Warning, Radar and Image Fusion (Forward Collision and Lane Diversion Warning Fusion). The Company's Blind Spot Detection (BSD) and Forward Collision Warning (FCW) systems have passed the tests by TUV NORD of Germany, an international certification unit, and we are the first local company to pass the ISO 15623 and Mainland China's GB/T 33577 standard tests in the automotive field on both sides of the Taiwan Strait, which will help to win orders from vehicle manufacturers for ADAS Through
the existing and newly developed AM and OEM market channels, we will also be able to secure huge business opportunities for general passenger cars, pick up, RV campers, heavy motorcycles, motorcycles, school buses, and other large commercial vehicles (e.g. tour buses, commuter buses, and tour buses).
II. Summary of the 2026 Business Plan
| Item | Description of Contents |
|---|---|
| Product Direction | 1. Continue to increase the completeness of our product lineup and add new vehicle models (eg Korean and European models) to reduce our customers' procurement costs and satisfy their needs in one purchase. 2. Related derivative applications of TPMS tire pressure monitoring system products 3. Gradually increase the launch of electronic products, develop towards higher margins and higher technology categories, and enhance the depth of products. 4. Develop parts for original manufacturers and take the initiative to launch more competitive products in the market. 5. Actively participate in the system development after TPMS and ADAS legislation. 6. Strengthen the design capability of vehicle switches, sensors and vehicle electronics, and command the key technologies of automotive components. 7. Strengthen engineering management and information integration, and bring in electromechanical talents to respond to new technologies. 8. Independently research and develop millimeter wave radar for automotive applications, with core technologies of high-end 24GHz, 77GHz and 79GHz millimeter wave radar and radar and image fusion. 9. In addition to traditional passenger car applications, expand the application of ADAS technology and introduce ADAS-related application innovations into many new vehicle models and new product applications, such as school buses, heavy motorcycles, motorcycles, RV campers, and other large vehicles (eg, tour buses, commuter buses, and linkage vehicles). 10. Millimeter wave radar is used in non-vehicle applications such as intelligent transportation, public constructions, security, water conservancy, industry, and drones. 11. Development of military-industrial and defense technology. |
| Production Strategy | 1. Implement scheduling and mass production point inspection to ensure the quality of production and reduce unnecessary rework and waste in production process. 2. Continuously carry out COST DOWN in response to the increase of raw material prices. 3. Strengthen product manufacturing specification standards and verification capabilities. 4. Enhance automatic production capability and increase production value. 5. Reduce the quantity and amount of inventory to prevent the stock from becoming obsolete and respond early. |
| Scale of Operations | 1. In addition to consolidating the US, Central, and South American markets, developing the European market as the business objective 2. Expand millimeter wave radar AM application products and millimeter wave radar OEM products for automakers, and strengthen the self-developed technology and application of millimeter wave radar. In addition to the application of ADAS systems (BSD, FCW, AEB, etc) in general passenger cars, it also introduces more innovations into new vehicle model |
| markets and applications, such as school buses, drones, public transportation and traffic facilities (eg, level crossings), large commercial vehicles, etc...and other markets. 3. Ensure the quality of existing products to consolidate the existing market, and enhance the accuracy and timeliness of delivery to respond to the sales pattern of small volume and multiple SKU. 4. Expand the Company's product sales channels and generate higher revenue through the integration of resources from affiliates and the development and cooperation with new and existing channel vendors to generate higher revenue results. | |
|---|---|
III. Future development strategy of the Company
Since its establishment, the Company has been adhering to an active and steady management policy, gradually recruiting outstanding talents in various related fields to create maximum profits for the Company and all employees. In addition to our own demands for speed of product development and quality of products, we also continue to maintain stable and good cooperative relationships with our existing customers, and expand our product sales channels or increase the diversity of our products through reinvestment, etc. We are striving for stable profitability year after year to create the best return on investment.
IV. Effect of the external competitive environment, regulatory environment, and general business environment
The Company has been responding to changes in the external competitive environment, regulations, and the general business environment through a sound and effective internal control system, and has steadily gone through each economic cycle. Only institutionalized management can lead the Company to sustainable business development. In addition, the Company is constantly recruiting talents in various fields to enrich our human resources, so that we can flexibly adjust the pace of our development and move forward toward our established goals in response to the rapidly changing external factors.
- Maintain a complete supply system: The Company and its subsidiaries have formed a complete supply network with various suppliers, so that the Company's production is flexible enough to cope with changes in market demand in the face of cyclical fluctuations in the economy.
- Strengthen research and development capabilities: The Company and its subsidiaries focus on product development and cultivation of research and development personnel, actively strengthening the Company's research and development capabilities, improving process and product quality, and actively developing related diverse products in line with market trends and developing niche products with higher technological thresholds to increase the Company's product breadth, which can mitigate the impact of the economic cycle on the Company's business.
- Strengthen customer relationships and actively explore new sources of customers: the Company and its subsidiaries, in addition to actively strengthening customer relationships, continue to explore new markets and gain channel benefits through new channel development and cooperation or reinvestment, which can increase the sales visibility of the Company's products and reduce the impact on the Company's business caused by fluctuations in the economic conditions of individual regions or operational risks arising from individual sales customers.
- Strengthen the Company's financial structure: In the face of the global economic cycle and the impact of COVID-19 on the global economy, the Company and its subsidiaries maintain good relationships with major cooperative banks in order to obtain better interest rates and reduce interest expenses, and use capital market resources to strengthen the Company's
financial structure in a timely manner.
- Talent cultivation and development: The Company strengthens the education and training of its employees, actively cultivates professional talents, and provides related welfare measures to strengthen the motivation of the employees and the Company's ability to respond to changes in the economic climate.
Finally, we would like to thank our enthusiastic and dedicated colleagues for their long-standing support and encouragement of the Company. And I wish you all
Good health and good luck
Chairman: Huang, Shu-Yuan
President: Yu, Shan-Chuan
Accounting Officer: Liu, Wan-Hua
Two. Corporate Governance Report
I. Directors, Supervisors, President, Vice Presidents, Assistant Vice Presidents, and Heads of Various Departments and Branches
(I) Directors and Supervisors
- Information of directors and supervisors
March 28, 2026; Unit: Shares, %
| Position(Note 1) | Name | GenderAge | Nationalityorregistereddomicile | Date of initial election(Note 2) | Date elected | Term of office | Shares held upon inauguration | Current shareholding | Shares currently held by the spouse and minor child(ren) | Shares held in someone else's name | Major experience/education(Note 3) | Position held in the Company and any other company at present | Other department heads, directors, or supervisors who are the spouse or a relative within the second degree of kinship | Remarks(Note 4) | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Share(s) | Shareholding percentage | Share(s) | Shareholding percentage | Share(s) | Shareholding percentage | Share(s) | Shareholding percentage | Position | Name | Affiliation | ||||||||||
| Chairman | Huang Shu-Yuan | Female55~60 | Republic of China | May 27, 2025 | May 27, 2025 | 3 years | 7,587,862 | 5.38 | 7,587,862 | 5.58 | 9,014,575 | 6.63 | 0 | 0 | Department of Business English, Mingchuan University Special Assistant, President's Office, CUB ELECPARTS INC | Chair, Chun Rui Investment Co, Ltd, Director, Chun Chang Investment Co, Ltd, Director, Shanghai Wei-Biao Auto Parts Manufacturing Co, Ltd, Director, Wei-Sheng International Trading Co, Ltd., Chairman of CUBTEK INC. | President | Yu San-Chuan | Spouse | - |
| Director | Jun ChangInvestment Co, Ltd | - | Republic of China | June 28, 2006 | May 27, 2025 | 3 years | 15,681,089 | 11.13 | 15,497,089 | 11.40 | 0 | 0 | 0 | 0 | - | - | - | - | - | - |
| Corporate Director RepresentativeHuang Yuan-Tung | Male65~70 | Republic of China | May 27, 2025 | May 27, 2025 | 3 years | 9,403 | 0.01 | 9,403 | 0.01 | 0 | 0 | 0 | 0 | Graduate Institute of High-molecular Materials, National Taiwan University of Science and Technology | CEO and President of CUBTEK INC. | - | - | - | - | |
| Director | Jun RuiInvestment Co, Ltd | - | Republic of China | October 23, 2007 | May 27, 2025 | 3 years | 14,700,668 | 10.43 | 14,489,668 | 10.66 | 0 | 0 | 0 | 0 | - | - | - | - | - | - |
| Corporate Director RepresentativeEdward Huang | Male55~60 | Republic of China | May 27, 2025 | May 27, 2025 | 3 years | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | Bachelor's Degree, Department of Secretarial Affairs, Shih Chien Junior College of Commerce | Director, CUBTEK INC. | - |
| Independent director | Chang Chuan-Li | Male 70~75 | Republic of China | April 17, 2019 | May 27, 2025 | 3 years | 10,499 | 0.01 | 10,499 | 0.01 | 0 | - | 0 | Graduated from the Department of Law, National Taiwan University Judge at the Taichung District Court and Prosecutor at the District Prosecutor's Office, Taiwan Judge and Presiding Judge at the Hsinchu, Taoyuan, Banqiao, and Taipei District Courts, Taiwan Judge and Presiding Judge of the Criminal Division at the Taiwan High Court | Independent Director of AMIDA Technology, Inc | - | - | - |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Independent director | Chang Kung-Pi | Male 60~65 | Republic of China | April 17, 2019 | May 27, 2025 | 3 years | 0 | - | 0 | - | 0 | - | 0 | Master of Administration, National Chiayi University Sales Vice President (Assistant Vice President), Corporation Department of Entrust Securities General Manager of Yangxin Securities General Manager and Director of Taichung Bank Securities General Manager and Director of UKE International Co, Ltd (Stock Code 6631) Deputy General Manager (Senior Assistant Manager position) of the Business Division at Mega Securities | Director of Corporate Representative of POWERTECH INDUSTRIAL CO, LTD | - | - | - |
| Independent director | Zhan, Zheng-En | Male 75-80 | Republic of China | October 26, 2023 | May 27, 2025 | 3 years | 0 | - | 0 | - | 0 | - | 0 | Chair of Kuan Ho Securities Co, Ltd | Chair, Kuanz Ho Securities | - | - | - |
| Independent director | Chou Ying-Hung | Male 60~65 | Republic of China | May 21, 2024 | May 27, 2025 | 3 years | 0 | - | 0 | - | 0 | - | 0 | Master of Law, University of Washington, Seattle Visiting Scholar, Harvard University Secretary of the Director-General's College for Judges, Ministry of Justice; Prosecutor of National Taiwan High Prosecutors Office; Prosecutor of Taichung High Commission of Prosecution; Prosecutors of Taichung and Kaohsiung District Courts; Chief of Administrative Enforcement Department of Taichung, Tainan, Chiayi, and Yilan; Executive Yuan Elite Leadership Class, Model Civil Servant of Ministry of Justice, Adjunct Lecturer of National Chung Hsing University and National Chung Cheng University | Chief Advisor, Cang Ding International Law Firm | - | - | - |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Director | Hsieh Hsiu-Chi | Female 65~70 | Republic of China | June 17, 2013 | May 27, 2025 | 3 years | 0 | - | 0 | - | 0 | - | 0 | EMBA, National Chung Hsing University Chair, DEPO AUTO PARTS IND. CO, LTD | Director of Depo Industrial Co, Ltd, Director of Ming Yu Industrial Co, Ltd, Supervisor of Mingzheng Investment Co, Ltd, Supervisor of Zhangqing Investment Inc, Director of Maxzone Vehicle Lighting, Director of Depo Traffic Equipment (Kunshan) Co, Ltd, Director of Jiangsu Chenyang Traffic Equipment Co, Ltd, Director of Depo Traffic Equipment (Hefei) Co, Ltd, Supervisor of Depo Traffic Equipment (Danyang) Co, Ltd, Supervisor of Ningbo Depo Traffic Equipment Co, Ltd | - | - | - |
| Director | Chang Tzu-Hsiung | Male 65~70 | Republic of China | October 23, 2007 | May 27, 2025 | 3 years | 0 | - | 0 | - | 0 | - | 0 | Department of Mechanical Engineering, Kai-Ming Senior Technical and Commercial Vocational | Chair of Hu Lian Precision Co, Ltd, Chair of Lianying Electronics (Shenzhen) Co, Ltd, Chair of Hu Lian Electronics (Nanjing) Co, Ltd, General Manager of Hu Lian Electronics (Shenzhen) Co, Ltd, Director of Shanghai Shenyu Wire Co, Ltd, Director of Chongqing Changan Wire and Cable Co, Ltd, Director of PT | - | - | - |
| School, Chair of LANDWIN ELECTRONIC CORPORATION, President of Hu Lane Electronics (Shenzhen) | DELTA HULANE PACIFIC, Principal of FULL LOYAL INTERNATIONAL CO, LTD, Principal of EVERVALUE INVESTMENTS LIMITED, Principal of TELFORD INVESTMENTS LIMITED, Corporate Shareholder Representative of Joy Treasure Investments Limited. | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Note 1: Corporate shareholders should list the names of the corporate entities and their representatives separately (if representing a corporate shareholder, the name of the corporate entity should be specified) and should complete Table 1 below.
Note 2: For the duration as director or supervisor of the Company for the first time, any disruption shall be noted and specified.
Note 3: Experience relevant to the current position. The title and the duties shall be specified for any position held during the said period in the CPA firm or any of its affiliates.
Note 4: When the Chair and president or someone charged with equivalent responsibilities (the highest-ranking manager) are the same person, are each other's spouse, or are relatives of the first degree of kinship, the reason, legitimacy, necessity, and countermeasures shall be stated (such as addition of independent directors and with a majority of directors who are not also employees or managers).
2. Major shareholders of the corporate shareholder
March 28, 2025
| Name of corporate shareholder (Note 1) | Major shareholders of corporate shareholder (Note 2) | Shareholding ratio |
|---|---|---|
| Jyun Chang Investment Co, Ltd | Huang Shu-Yuan | 40% |
| Yu San-Chuan | 10% | |
| Yu Yu-Shih | 50% | |
| Jyun Ruei Investment Co, Ltd | Yu Jie Investment Co., Ltd | 100% |
Note 1: When the director/supervisor is a corporate shareholder, the name of the said corporate shareholders shall be provided.
Note 2: The names of major shareholders (those with a holding ratio among Top 10) and their holding ratios shall be provided. If their major shareholders are also corporations, the following table shall be completed, too.
Note 3: When a corporate shareholder is not a corporation/an organization, the names and holding ratios of the shareholders indicated in the foregoing whose information shall be disclosed will be the name and the funding ratio or donation ratio of the funder or donor.
3. Major shareholders of the corporate shareholder are corporate shareholders
March 28, 2025
| Name of corporation (Note 1) | Major shareholders of corporation (Note 2) | Shareholding ratio |
|---|---|---|
| Yu Jie Investment Co, Ltd | San Eagle Co., Ltd. | 100% |
Note 1: If a major shareholder shown in the table above is a corporation, the name of the corporation shall be provided.
Note 2: The names of major shareholders (those with a holding ratio among Top 10) and their holding ratios shall be provided.
Note 3: When a corporate shareholder is not a corporation/an organization, the names and holding ratios of the shareholders indicated in the foregoing whose information shall be disclosed will be the name and the funding ratio or donation ratio of the funder or donor.
4. Professional knowledge and independence of directors:
$\odot$ Professionalism and Independence of Directors/Supervisors
| Name\Qualification | Professionalism and experience (Note 1) | Fulfillment of independence (Note 2) | Number of other public offering companies serving as independent directors |
|---|---|---|---|
| Huang Shu-Yuan | Department of Business English, Mingchuan University Chair of CUB ELECPARTS INC Special Assistant, President's Office, CUB ELECPARTS INC None of the conditions indicated under Article 30 of the Company Act | Amount of remuneration received in the most recent two years for providing business, legal, financial, accounting, or other services to the Company or its affiliates: 0 | - |
| Jun Chang Investment Co, Ltd Representative: Hung Yuan-tung | Graduate Institute of High-molecular Materials, National Taiwan University of Science and Technology Director, CUB ELECPARTS INC. CUBTEK INC. CEO and President None of the conditions indicated under Article 30 of the Company Act | Amount of remuneration received in the most recent two years for providing business, legal, financial, accounting, or other services to the Company or its affiliates: 0 | - |
| Jun Rui Investment Co, Ltd Representative: Huang Chien-Hung | Bachelor's Degree, Department of Secretarial Affairs, Shih Chien Junior College of Commerce Director, CUBTEK INC. Representative Director, 3S System Tech Inc. None of the conditions indicated under | Amount of remuneration received in the most recent two years for providing business, legal, financial, accounting, or other services to the Company or its affiliates: 0 | - |
| Article 30 of the Company Act | |||
|---|---|---|---|
| Chang Tzu-Hsiung | Department of Mechanical Engineering, Kai Ming Senior Technical and Commercial Vocational School, Chair of LANDWIN ELECTRONIC CORPORATION, President of Hu Lane Electronics (Shenzhen) None of the conditions indicated under Article 30 of the Company Act | Amount of remuneration received in the most recent two years for providing business, legal, financial, accounting, or other services to the Company or its affiliates: 0 | — |
| Hsieh Hsiu-Chi | EMBA, National Chung Hsing University Chair, DEPO AUTO PARTS IND. CO, LTD None of the conditions indicated under Article 30 of the Company Act | Amount of remuneration received in the most recent two years for providing business, legal, financial, accounting, or other services to the Company or its affiliates: 0 | — |
| Chang Kung-Pi (Independent director) | Master of Administration, National Chiayi University Sales Vice President (Assistant Vice President), Corporation Department of Entrust Securities General Manager of Yangxin Securities General Manager and Director of Taichung Bank Securities General Manager and Director of UKE International Co, Ltd (Stock Code 6631) Deputy General Manager (Senior Assistant Manager position) of the Business Division at Mega Securities None of the conditions indicated under Article 30 of the Company Act | In accordance with the Company's Articles of Incorporation and the "Corporate Governance Best Practice Principles", directors are elected by a nomination system. During the nomination and selection of the Board of Directors, the Company has obtained written statements, employment history, proof of current employment, and relatives' relationship forms from each director to verify the independence of himself/herself, his or her spouse and his or her relatives within third degree of kinship, from the Company. The following three independent directors have also been verified as having complied with the "Regulations Governing the Appointment of Independent Directors and Compliance Matters for Public Companies" promulgated by the Financial Supervisory Commission and Article 14-2 of the Securities and Exchange Act and the independent directors have been empowered to fully participate in decision-making and express opinions in accordance with Article 14-3 of the Securities and Exchange Act, and shall exercise relevant powers independently. Amount of remuneration received in the most recent two years for providing business, legal, financial, accounting, or other services to the Company or its affiliates: 0 | 0 |
| Chang Chuan-Li (Independent director) | Department of Justice, College of Law, National Taiwan University Completed training at the Academy for the Judiciary Prosecutor at the Prosecutors Office of Taiwan Taichung District Court Judge at District Courts in Taichung, Hsinchu, Taoyuan, Banqiao, and Taipei Judge/Presiding Judge at the Criminal Court, Taiwan High Court None of the conditions indicated under Article 30 of the Company Act | 1 | |
| Zhan, Zheng-En (Independent director) | Chair, Kuanz Ho Securities None of the conditions indicated under Article 30 of the Company Act | 0 | |
| Chou Ying-Hung (Independent director) | Master of Law, University of Washington, Seattle Visiting Scholar, Harvard University Secretary of the Director-General's College for Judges, Ministry of Justice; Prosecutor of National Taiwan High Prosecutors Office; Prosecutor of Taichung High Commission of Prosecution; Prosecutors of Taichung and Kaohsiung District Courts; Chief of Administrative Enforcement Department of Taichung, Tainan, Chiayi, and Yilan; Executive Yuan Elite Leadership Class, Model Civil Servant of Ministry of Justice, Adjunct Lecturer of National Chung Hsing University and National Chung Cheng University None of the conditions indicated under Article 30 of the Company Act | 0 |
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Diversification and Independence of Board of Directors
A. Diversity of the Board of Directors:
| Core items of Diversification
Name of director | Nationality | Gender | Operational judgment | Accounting and finance | Operation and management | Crisis management | Industrial knowledge | International market views | Leadership and decision-making |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Huang Shu-Yuan | Republic of China | Female | V | V | V | V | International finance, banking, and commerce | V | V |
| Representative of Corporate Director, Jun Chang Investment Co., Ltd.: HUNG, YUAN-TUNG | Republic of China | Male | V | V | V | V | Automotive parts assembly industry / Business | V | V |
| Representative of Corporate Director of Jun Rui Investment Co., Ltd: Edward Huang | Republic of China | Male | V | V | V | | Information management / Business | V | |
| Chang Tzu-Hsiung | Republic of China | Male | V | V | V | V | Electronic components industry / Automotive connector manufacturing | V | V |
| Hsieh Hsiu-Chi | Republic of China | Female | V | V | V | V | Automotive parts manufacturing industry / Automotive lighting systems | V | V |
| Chang Chuan-Li | Republic of China | Male | V | | | V | Judge / Financial holding | V | |
| Chang Kung-Pi | Republic of China | Male | V | V | V | | Banking / International business | V | |
| Zhan, Zheng-En | Republic of China | Male | V | V | V | V | Financial holding / International finance | V | V |
| Chou Ying-Hung | Republic of China | Male | V | | | V | Legal affairs | V | |
The proportion of directors with employee status in the Company is 0%, the proportion of independent directors is 44.44%, and the proportion of female directors is 22.22%. Two independent directors have served for approximately 7 years, one independent director has served for less than 2 years, and one independent director has served for less than 3 years. Five directors are between 58 and 60 years old, while four directors are between 65 and 76 years old. The Company pays attention to gender equality in the composition of the Board of Directors and the professionalism of accounting and finance. The goal is to maintain the ratio of female directors at over 20% and independent directors to over 40%.
Reason why directors of either gender do not account for at least one-third of the Board seats and planned measures: Among the 9 directors of the Company's 15th Board of Directors,
there are 2 female directors, which does not meet the one-third requirement. The primary reason is the relatively limited number of female candidates in the market with experience and backgrounds relevant to the Company's industry. When nominating candidates for new directors upon the expiration of current directors' terms, the Company will seek talent recommendations through multiple channels to enhance gender diversity in the composition of the Board of Directors, thereby aligning with international corporate governance best practices.
B. Independence of the Board of Directors:
There are four independent directors, accounting for 44.44% of all directors. The Board of Directors is independent and has no circumstances described in Paragraph 3 and Paragraph 4 of Article 26-3 of the Securities and Exchange Act. There is no relationship of spouse or second degree of kinship among independent directors.
Note 1: Professionalism and experience: Specify the professionalism and experience of individual directors and supervisors. For those who are Audit Committee members with accounting or financial expertise, for example, the accounting or financial background and work experience shall be specified. Meanwhile, the presence or not of the conditions under Article 30 of the Company Act shall be indicated.
Note 2: For independent directors, the status of independence shall be specified, including, without limitation, whether or not the independent director himself/herself, his/her spouse, or a relative within the second degree of kinship is serving as the director, supervisor of, or working for the Company or any of its affiliates, the number and weight of shares the independent director himself/herself, his/her spouse, or a relative within the second degree of kinship holds, whether or not the independent director himself/herself, his/her spouse, or a relative within the second degree of kinship is serving as the director, supervisor of, or working for a company in a specific relationship with the Company (refer to the requirements in Article 3 Paragraph 1 Sub-paragraphs 5-8 of the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies), and the amount of rewards received for corporate commerce, legal affairs, financial affairs, and accounting services provided over the past two years to the Company or any of its affiliates.
(II) Profile of the President, Vice Presidents, Assistant Vice Presidents, and heads of various departments and branches
March 29, 2025; Unit: Shares; %
| Position | Name | Gender | Nationality | Date inaugurated | Shareholding | Shares currently held by the spouse and minor child(ren) | Shares held in someone else's name | Major experience/education | Position held in any other company at present | Manager who is the spouse or a relative within The second degree of kinship | Remarks(Note 3) | |||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Position | Name | Affiliation | ||||||||||||||
| Share(s) | Shareholding percentage | Share(s) | Shareholding percentage | Share(s) | Shareholding percentage | |||||||||||
| President | Yu San-Chuan | Male | Republic of China | November 1, 2011 | 9,014,575 | 6.63 | 7,587,862 | 5.58 | 0 | 0 | Fuxing Junior High School Chair of the Company | Chairman of Chun Chang Investment Co., Ltd., Director of Jun Rui Investment Co., Ltd., Chairman of Shanghai Cub Automotive Parts Co., Ltd., Director of Silver Cub Inc., Director of Golden Cub Inc., Director of Royal Cub Inc., Director of Ever Cub Inc., Chairman of ITM Engine Components Inc., Chairman of ITM AUTOPARTS INTERNATIONAL INC., Cubtek (Shanghai) Inc. | - | - | - | The Company mainly deals with the development of new products and expansion of the market. To take the preemptive opportunity, decision-making and implementation have to take place ahead of others for greater efficacy of the Company. As such, a majority of the directors are not also the Company's employees or managers. |
| Senior Vice President concurrently serves as the Chief Executive of the Administration Center and Quality Center | Ching-Wen Hsu | Male | Republic of China | October 1, 2023 | 0 | 0 | 0 | 0 | 0 | 0 | Department of Mechanical Engineering, National Taiwan Institute of Technology CEO of Chun An Electronics Co, Ltd President of Tongzhi Electronics Co, Ltd (Kunshan) Special Assistant to CEO of Stark Technology Inc | Chairperson, 3S System Technology Inc. | ||||
| Executive Vice President | Hung Yuan-Tung | Male | Republic of China | March 01, 2022 | 9,403 | 0.01 | - | - | - | - | Master of Polymer Materials, National Taiwan Institute of Technology President of ITM Autoparts International CEO of CUBTEK INC | CEO of CUBTEK INC | - | - | ||
| Chief Technology Officer | Chou Do-Xin | Male | Republic of China | August 9, 2023 | 0 | 0 | 0 | 0 | 0 | 0 | Master's Degree in Electrical Engineering, Stony Brook University Chair of Harbinger Technology Corporation President of Harbinger Technology Corporation | Chair of Harbinger Technology Corporation | ||||
| Operation and Management Center Vice President-equivalent Special Assistant | Lai Tung-Po | Male | Republic of China | July 17, 2017 | 0 | 0 | 0 | 0 | 0 | 0 | Master of Business Operation, Tatung University Vice President, Underwriting Department, First Gold Securities | - | - | - | ||
| CUB ELECPARTS INC., Shanghai Acting President | Bing-Feng Liu | Male | Republic of China | March 01, 2024 | 0 | 0 | 0 | 0 | 0 | 0 | Department of Accounting, Shih Chien University Shanghai Wei-Biao - VP, Administration Shanghai Wei-Biao - Chief Financial Officer CUB ELECPARTS INC - Audit Specialist | |||||
| Vice President | Lin Kun-Sheng | Male | Republic of China | March 1, 2022 | 0 | 0 | 0 | 0 | 0 | 0 | EMBA, Tunghai University Vice President of P-Duke Technology Co, Ltd Program Design Manager of Retail System Co, Ltd | - | - | - | - | - |
| Senior Director of ADAS R&D | Chi, Ya-Ling | Female | Republic of China | September 1, 2015 | 0 | 0 | 0 | 0 | 0 | Department of Information Technology Management, Chaoyang University of Technology Manager of MiTAC INCORPORATED Senior Manager of ISCOM ONLINE INTERNATIONAL INFORMATION INC | - | - | - | - |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Spokesperson Marketing Director of New Business Development Division | Wu Po-Cheng | Male | Republic of China | January 1, 2025 | 0 | 0 | 0 | 0 | 0 | Master of Science and Technology Management, Fu Jen Catholic University EVGA Technology's BU Head concurrently serves as Senior Manager Senior Assistant and Chief Marketing Officer of Sysgration | - | - | - | - |
| Director of Smart Manufacturing Division | Lin, yu-shun | Male | Republic of China | January 1, 2023 August 1, 2023 | 0 | 0 | 0 | 0 | 0 | Department of Mechanical Engineering, Chienkuo Technology University R&D Manager, CUBTEK INC R&D Manager, CUB ELECPARTS INC Senior Section Head, MORETEK Biomechatronics CO., LTD | - | - | - | - |
| Assistant Manager, TPMS and Vehicle Electronics R&D Division | Wei Yu-Cheng | Male | Republic of China | January 1, 2025 | 422,013 | 0.31 | 0 | 0 | 0 | Master of Information Engineering from National Tsing Hua University Deputy R&D Manager, CUB ELECPARTS INC. Research Assistant, Institute of Information Science, Academia Sinica | - | - | - | - |
| Manager of EMS Manufacturing Division | Lin Yu-Chou | Male | Republic of China | March 01, 2024 | 0 | 0 | 0 | 0 | 0 | Bachelor of Industrial Engineering Management, Chien Kuo University of Science and Technology Engineering Manager, EMS Manufacturing Division Process Engineer, E-LEAD ELECTRONIC CO., LTD. | - | - | - | - |
| Manager, Information Technology Management Department | Su Chih-Yuan | Male | Republic of China | July 1, 2024 | 0 | 0 | 0 | 0 | 0 | Currently studying at the Institute of Optoelectronics Technology, National Changhua University of Education Engineer, Dezhi Computer Co., Ltd. | - | - | - | - |
| Accounting Department Manager concurrently serves as Head of Finance and Head of Corporate Governance | Liu Wan-Hua | Female | Republic of China | November 18, 2011 | 0 | 0 | 0 | 0 | 0 | Department of Business, National Open University Associate Manager of Finance of the Company Section Head of Finance of the Company | - | - | - | - |
| Head of Audit | Yang Ying-Miao | Female | Republic of China | November 9, 2021 | 0 | 0 | 0 | 0 | 0 | Master, Graduate Institute of Accounting and Public Finance, Feng Chia University Auditor, Deloitte Taiwan Auditor, Etron Technology, Inc Internal Control Manager, Pou Chen Group Assistant Manager, President's Office, Pou Chen Group | - | - | - | - |
| Director, TPMS Sales Department | Li-Li Chen | Female | Republic of China | November 16, 2022 | 6,053 | 0.00 | 0 | 0 | 0 | Bachelor's Degree, Department of International Trade, Ching Yi University Sales Specialist, Infar International Co, Ltd Special Assistant to CEO of Fortress Tools CO., LTD Sales Manager/Acting Spokesperson of CUB ELECPARTS INC | - | - | - | - |
Note 1: It shall include the profile of the President, Vice President, Assistant Vice President, and heads of respective departments and branches, that of anyone holding a position equivalent to President, Vice President, or Assistant Vice President, regardless of the title, shall be disclosed, too.
Note 2: Experience relevant to the current position. The title and the duties shall be specified for any position held during the said period in the CPA firm or any of its affiliates.
Note 3: When the President or someone charged with equivalent responsibilities (the highest-ranking manager) and the Chair of the Company are the same person, are each other's spouse, or are relatives of the first degree of kinship, the reason, legitimacy, necessity, and countermeasures (such as the increase in the number of independent directors and a majority of the directors who are not employees or managers, for example) shall be stated.
II. Remuneration paid to general directors, independent directors, president, and vice presidents in the latest year
- The remuneration distributed to the general directors and independent directors in 2025
(1) Remuneration to directors (including independent directors) (aggregate disclosure by name and range of remuneration)
Unit: In thousands of NTD
| Position | Name | Remuneration to directors | Sum of A, B, C, and D and its percentage of net income after tax (Note 10) | Related remuneration to those who are also employees | Sum of A, B, C, D, E, F and G and its percentage of net income after tax (Note 10) | Compensation Paid to Directors from the Parent Company or an Invested Company Other than the Company's Subsidiary (Note 11) | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Remuneration (A) (Note 2) | Retirement and pension (B) | Remuneration to directors (C) (Note 3) | Operational expenditure (D) (Note 4) | Salary, bonus, and special expenditure (E) (Note 5) | Retirement and pension (F) | Remuneration to employees (G) (Note 6) | |||||||||||||||
| The Company | All companies included in the financial statement (Note 7) | The Company | All companies included in the financial statement (Note 7) | The Company | All companies included in the financial statement (Note 7) | The Company | All companies included in the financial statement (Note 7) | The Company | All companies included in the financial statement (Note 7) | The Company | All companies included in the financial statement (Note 7) | The Company | All companies included in the financial statement (Note 7) | The Company | All companies included in the financial statement (Note 7) | The Company | All companies included in the financial statement (Note 7) | ||||
| Cash value | Amount in Stock | Cash value | Amount in Stock | ||||||||||||||||||
| Chairman | Jun Chang Investment Co, Ltd Representative: Yu San-Chuan | 0 | 0 | 0- | 0 | 3,522 | 3,522 | 55 | 55 | 3,577 0.69% | 3,577 0.69% | 2,281 | 2,281 | 0 | 0 | 0- | 0 | 0- | 0 | 5,858 1.13% | 5,858 1.13% |
| Director | Jun Rui Investment Co, Ltd Representative: Huang Shu-Yuan | ||||||||||||||||||||
| Director | Hsieh Hsia-Chi | ||||||||||||||||||||
| Director | Chang Tzu-Hsiang | ||||||||||||||||||||
| Independent director | Chang Chuan-Li | 0 | 0 | 0- | 0 | 2,450 | 2,450 | 60 | 60 | 2,510 0.48% | 2,510 0.48% | 0 | 0 | 0- | 0 | 0 | 0 | 0 | 2,510 0.48% | 2,510 0.48% | |
| Independent director | Chang Kung-Pi | ||||||||||||||||||||
| Independent director | Chen, Koang-Long | ||||||||||||||||||||
| Independent director | Zhan, Zheng-En |
- Please describe the payment policy, system, criteria, and structure of remuneration for independent directors and the association between factors such as responsibilities assigned, risks, and time spent, among others, and the value of the rewards paid: Article 5 of the Company's "Rules Governing the Scope of Responsibilities of Independent Directors" clearly stipulates the remuneration to the Company's independent directors, which shall be paid in accordance with Article 25 of the Company's Articles of Incorporation. It also takes into account the responsibilities, risks, and time commitment of independent directors. Article 28 of the Company's Articles of Incorporation, if any profit is made (the profit before tax is the profit before the distribution of employees' compensation and remuneration of directors/supervisors). No less than $1\%$ and no more than $5\%$ as remuneration to directors and supervisors. It is to be paid reflective of the involvement of independent directors in corporate operation and their contribution following evaluation and discussions by the Compensation and Remuneration Committee and then a decision made by the Board of Directors.
- Other than those disclosed in the above table, remunerations received by directors for providing services to all companies included in the financial statements (such as serving as a consultant who is not an employee) in the most recent year: None
Remuneration bracket table
| Bracket by which remuneration is paid to individual directors of the Company | Name of director | |||
|---|---|---|---|---|
| Sum of the first four types of remuneration (A+B+C+D) | Sum of the first seven types of remuneration (A+B+C+D+E+F+G) | |||
| The Company (Note 8) | All companies included in the financial statement (Note 9) H | The Company (Note 8) | All companies included in the financial statement (Note 9) I | |
| Below $1,000,000.00 | Chen, Kuang-Lung, Chang Chuan-Li, Chang Kung-Pi, Hsieh Hsiu-Chi, Chang Tzu-Hsiung, Zhan, Zheng-En, Huang Shu-Yuan Representative of Jun Rui Investment Co, Ltd | Chen, Kuang-Lung, Chang Chuan-Li, Chang Kung-Pi, Hsieh Hsiu-Chi, Chang Tzu-Hsiung, Zhan, Zheng-En, Huang Shu-Yuan Representative of Jun Rui Investment Co, Ltd | Chen, Kuang-Lung, Chang Chuan-Li, Chang Kung-Pi, Hsieh Hsiu-Chi, Chang Tzu-Hsiung, Zhan, Zheng-En, Huang Shu-Yuan Representative of Jun Rui Investment Co, Ltd | Chen, Kuang-Lung, Chang Chuan-Li, Chang Kung-Pi, Hsieh Hsiu-Chi, Chang Tzu-Hsiung, Zhan, Zheng-En, Huang Shu-Yuan Representative of Jun Rui Investment Co, Ltd |
| $1,000,000.00 (inclusive) ~ $2,000,000.00 (exclusive) | - | - | - | - |
| $2,000,000.00 (inclusive) ~ $3,500,000.00 (exclusive) | Representative Yu San-Chuan of Jun Chang Investment Co, Ltd | Representative Yu San-Chuan of Jun Chang Investment Co, Ltd | Representative Yu San-Chuan of Jun Chang Investment Co, Ltd | Representative Yu San-Chuan of Jun Chang Investment Co, Ltd |
| $3,500,000.00 (inclusive) ~ $5,000,000.00 (exclusive) | - | - | - | - |
| $5,000,000.00 (inclusive) ~ $10,000,000.00 (exclusive) | - | - | - | - |
| $10,000,000.00 (inclusive) ~ $15,000,000.00 (exclusive) | - | - | - | - |
| $15,000,000.00 (inclusive) ~ $30,000,000.00 (exclusive) | - | - | - | - |
| $30,000,000.00 (inclusive) ~ $50,000,000.00 (exclusive) | ||||
| $50,000,000.00 (inclusive) ~ $100,000,000.00 (exclusive) | ||||
| Over NTD 100,000,000 | - | - | - | - |
| Total | 8 | 8 | 8 | 8 |
Note 1: Names of directors shall be listed separately (both the name of the institution and its representative shall be listed for an institutional shareholder), and general and independent directors shall be listed separately, and individual payments made shall be summarized and disclosed accordingly. If a director is also the President or the Vice President, this table and Table (3-1) below or Tables (3-2-1) and (3-2-2) below shall be completed.
Note 2: Remuneration to directors for the past year (including salaries for directors, differential pays, severance pays, various types of bonuses, and rewards, etc).
Note 3: The remuneration to directors assigned as approved by the Board of Directors from the most recent year.
Note 4: Related operational expenditure incurred by directors in the most recent year (including transportation, special expenditure, various allowances, dormitory, and company cars, among other supplies in kind). When houses, automobiles, and other transportation tools or expenses that are specific to individuals are provided, the nature and cost of the assets provided, the actual or market-value-based rental, the cost of gasoline, and other payments shall be disclosed. If a driver is assigned, too, please also indicate in the note related compensation payable by the Company to the driver, which, however, is not included as part of the remuneration.
Note 5: The salaries for directors, differential pays, severance pays, various types of bonuses, rewards, transportation, special expenditure, various allowances, dormitory, and company cars, among other supplies in kind, among others to directors who are also employees in the most recent year (including the President, Vice President, other managers, and employees). When houses, automobiles, and other transportation tools or expenses that are specific to individuals are provided, the nature and cost of the assets provided, the actual or market-value-based rental, the cost of gasoline, and other payments shall be disclosed. If a driver is assigned, too, please also indicate in the note related compensation payable by the Company to the driver, which, however, is not included as part of the remuneration. In addition, the value of compensation recognized according to IFR2 "share-based
payment", including employee stock option certificate, restricted employee shares, and shares subscribed upon increased capital in cash, shall be included in the calculation of remuneration, too.
Note 6: For directors who are also employees in the most recent year (including the President, Vice President, other managers, and employees), to receive employee rewards (including stock and cash), the value of employee rewards assigned as approved by the Board of Directors from the most recent year shall be disclosed. If it is impossible to estimate the value, the value that intends to be assigned this year shall be calculated proportionally according to the actual value distributed last year and Table 1-3 shall be completed, too.
Note 7: The total value of various types of remuneration paid to the Company's directors by all companies (including the Company) in the consolidated statement shall be disclosed.
Note 8: For the total value of various remuneration paid to each director by the Company, disclose the name of the director in the respective bracket.
Note 9: The total value of various types of remuneration paid to each of the Company's directors by all companies (including the Company) in the consolidated statement shall be disclosed. The name of the director shall be disclosed in the bracket he/she belongs.
Note 10: Net profit after tax refers to that in the most recent year. When the International Financial Reporting Standard is already adopted, net profit after tax refers to that shown in the individual financial statement over the past year.
Note 11: a. This column shall specify the amount of remuneration that the Company's directors received from reinvested businesses other than subsidiaries or from the parent company (if there is none, please fill in "None").
b. If the Company's directors received related remuneration from re-invested businesses other than the subsidiaries or the parent company, such remunerations shall be consolidated in Field I of the bracket table and the field name shall be changed to "parent company and all re-invested businesses".
c. Remuneration is the compensation, rewards (including employees, directors, and supervisors), and payments from performing duties at work received by the Company's directors for serving as director, supervisor, or manager in a re-invested business other than the subsidiaries or the parent company.
*The remuneration disclosed herein differs from the idea of income as indicated in the Income Tax Act. Therefore, this table is meant for information disclosure only, not for taxation.
(2) Remuneration to supervisors (aggregate disclosure by name and range of remuneration)
Unit: In thousands of NTD
| Position | Name (Note 1) | Remuneration to supervisors | Ratio of the sum of A, B, and C to net profit after tax (Note 8) | Compensation Paid to Directors from the Parent Company or an Invested Company Other than the Company's Subsidiary (Note 9) | ||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Remuneration (A) (Note 2) | Remuneration (B) (Note 3) | Operational expenditure (C) (Note 4) | ||||||||
| The Company | All companies included in the financial statement (Note 5) | The Company | All companies included in the financial statement (Note 5) | The Company | All companies included in the financial statement (Note 5) | The Company | All companies included in the financial statement (Note 5) | |||
| The Company established its Audit Committee in 2019 and hence there is no remuneration to supervisors. | - | - | - | - | - | - | - | - | No |
Remuneration bracket table
| Bracket by which remuneration is paid to individual supervisors of the Company | Name of supervisor | |
|---|---|---|
| Sum of the first three types of remuneration (A+B+C) | ||
| The Company (Note 6) | All companies included in the financial statement (Note 7) D | |
| Below $1,000,000.00 | - | - |
| $1,000,000.00 (inclusive) ~ $2,000,000.00 (exclusive) | - | - |
| $2,000,000.00 (inclusive) ~ $3,500,000.00 (exclusive) | - | - |
| $3,500,000.00 (inclusive) ~ $5,000,000.00 (exclusive) | - | - |
| $5,000,000.00 (inclusive) ~ $10,000,000.00 (exclusive) | - | - |
| $10,000,000.00 (inclusive) ~ $15,000,000.00 (exclusive) | - | - |
| $15,000,000.00 (inclusive) ~ $30,000,000.00 (exclusive) | ||
|---|---|---|
| $30,000,000.00 (inclusive) ~ $50,000,000.00 (exclusive) | ||
| $50,000,000.00 (inclusive) ~ $100,000,000.00 (exclusive) | - | - |
| Over NTD 100,000,000 | - | - |
| Total | 0 | 0 |
Note 1: Names of supervisors shall be listed separately (both the name of the institution and its representative shall be listed for an institutional shareholder), and individual payments made shall be summarized and disclosed accordingly.
Note 2: Remuneration to supervisors over the past year (including salaries for directors, differential pays, severance pays, various types of bonuses, and rewards, etc).
Note 3: The remuneration to supervisors assigned as approved by the Board of Directors over the past year.
Note 4: Related operational expenditure paid to supervisors over the past year (including transportation, special expenditure, various allowances, dormitory, and company cars, among other supplies in kind). When houses, automobiles, and other transportation tools or expenses that are specific to individuals are provided, the nature and cost of the assets provided, the actual or market-value-based rental, the cost of gasoline, and other payments shall be disclosed. If a driver is assigned, too, please also indicate in the note related compensation payable by the Company to the driver, which, however, is not included as part of the remuneration.
Note 5: The total value of various types of remuneration paid to the Company's supervisors by all companies (including the Company) in the consolidated statement shall be disclosed.
Note 6: For the total value of various types of remuneration paid to each supervisor by the Company, disclose the name of the supervisor in the respective bracket.
Note 7: The total value of various types of remuneration paid to each of the Company's supervisors by all companies (including the Company) in the consolidated statement shall be disclosed. The name of the supervisor shall be disclosed in the bracket he/she belongs.
Note 8: Net profit after tax refers to that in the most recent year. When the International Financial Reporting Standard is already adopted, net profit after tax refers to that shown in the individual financial statement over the past year.
Note 9: a. For this field, the value of related remuneration from re-invested businesses other than the subsidiaries or the parent company that the Company's supervisor received shall be specified. (If none, indicate "None").
b. If the Company's supervisors received related remuneration from re-invested businesses other than the subsidiaries or the parent company, such remunerations shall be consolidated in Field D of the bracket table and the field name shall be changed to "parent company and all re-invested businesses".
c. Remuneration is the compensation, rewards (including employees, directors, and supervisors), and payments from performing duties at work received by the Company's supervisors for serving as director, supervisor, or manager in a re-invested business other than the subsidiaries or the parent company.
- The remuneration disclosed herein differs from the idea of income as indicated in the Income Tax Act. Therefore, this table is meant for information disclosure only, not for taxation.
- Remuneration paid to the general manager and deputy general manager in 2025:
(1) Remuneration to the general manager and deputy general manager (aggregate disclosure by name and range of remuneration)
Unit: In thousands of NTD
| Position | Name | Salary (A) (Note 2) | Retirement and pension (B) | Bonuses, special allowances, etc. (C) (Note 3) | Employee remuneration (D) (Note 4) | Sum of A, B, C, and D and its percentage of net income after tax (%) (Note 8) | Compensation Paid to Directors from the Parent Company or an Invested Company Other than the Company's Subsidiary (Note 9) | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| The Company | All companies included in the financial statement (Note 5) | The Company | All companies included in the financial statement (Note 5) | The Company | All companies included in the financial statement (Note 5) | The Company | All companies included in the financial statement (Note 5) | The Company | All companies included in the financial statement (Note 5) | |||||
| Cash Amount | Shares Amount | Cash Amount | Shares Amount | |||||||||||
| President | Yu San-Chuan | 21,473 | 47,197 | 0 | 568 | 0 | (3,573) | 0 | 0 | 0 | 0 | 21,473 4.52% | 44,192 9.30% | 0 |
| Executive Vice President | Hung Yuan-Tung | |||||||||||||
| Senior Vice President | Ching-Wen Hsu | |||||||||||||
| Vice President | Lin Kun-Sheng | |||||||||||||
| President of Subsidiary | Bing-Feng Liu | |||||||||||||
| President of Subsidiary | Lee Cai-Rong | |||||||||||||
| President of Subsidiary | Lee Cheng-Hung | |||||||||||||
| Vice President of Subsidiary | Cheng-fu Chen | |||||||||||||
| Vice President of Subsidiary | Huang Kuo-Shou | |||||||||||||
| Vice President of Subsidiary | Chen Hsin-Lun |
- Regardless of the title, any position equivalent to President, Vice President (such as President, Chief Executive Officer, Executive Director, etc) should be disclosed.
Remuneration bracket table
| Bracket by which remuneration is paid to individual President and Vice Presidents of the Company | Name of President and Vice President | |
|---|---|---|
| The Company (Note 6) | All companies included in the financial statement (Note 7) E. | |
| Below $1,000,000.00 | — | — |
| $1,000,000.00 (inclusive) ~ $2,000,000.00 (exclusive) | YU, SAN-CHUAN, Hsu Ching-Wen | YU, SAN-CHUAN, Hsu Ching-Wen |
| $2,000,000.00 (inclusive) ~ $3,500,000.00 (exclusive) | HUNG, YUAN-TUNG, LIN, KUN-SHENG | Hung Yuan-Tung, Lin Kun-Sheng, Chung Shih-Chung, Liu Ping-Feng, Huang Kuo-Shou, Chen Hsin-Lun, Li Tsai-Jung, Tsung Pei-Min, Chen Cheng-Fu |
| $3,500,000.00 (inclusive) ~ $5,000,000.00 (exclusive) | — | Lee Cheng-Hung |
| $5,000,000.00 (inclusive) ~ $10,000,000.00 (exclusive) | — | — |
| $10,000,000.00 (inclusive) ~ $15,000,000.00 (exclusive) | — | — |
| $15,000,000.00 (inclusive) ~ $30,000,000.00 (exclusive) | — | — |
| $30,000,000.00 (inclusive) ~ $50,000,000.00 (exclusive) | — | — |
| $50,000,000.00 (inclusive) ~ $100,000,000.00 (exclusive) | — | — |
| Over NTD 100,000,000 | — | — |
| Total | 4 | 12 |
Note 1: Names of the President and Vice President shall be listed separately, and individual payments made shall be summarized and disclosed accordingly. If a director is also the President or Vice President, this table and Tables (1-1) and (1-2-1) and (1-2-2) above should be completed.
Note 2: The salaries, differential pays, and severance pays of the President and the Vice President over the past year shall be provided.
Note 3: Various types of bonuses, rewards, transportation, special expenditure, various allowances, dormitory, and company cars, among other supplies in kind paid to the President and Vice President over the past year and other rewards shall be provided. When houses, automobiles, and other transportation tools or expenses that are specific to individuals are provided, the nature and cost of the assets provided, the actual or market-value-based rental, the cost of gasoline, and other payments shall be disclosed. If a driver is assigned, too, please also indicate in the note related compensation payable by the Company to the driver, which, however, is not included as part of the remuneration. In addition, the value of compensation recognized according to IFR2 "share-based payment", including employee stock option certificate, restricted employee shares, and shares subscribed upon increased capital in cash, shall be included in the calculation of remuneration, too.
Note 4: Employee remuneration (including stock and cash) distributed to the President and Vice President through the Board of Directors in recent years. If it is impossible to estimate the value planned to be distributed this year, follow the actual value distributed last year and calculate proportionally and Exhibit 1-3 shall be completed, too. After-tax net profit refers to that in the most recent year. When the International Financial Reporting Standard is already adopted, after-tax net profit refers to that shown in the individual financial statement of the most recent year.
Note 5: The total value of various types of remuneration paid to the Company's President and Vice President by all companies (including the Company) in the consolidated statement shall be disclosed.
Note 6: For the total value of various types of remuneration paid to each president and vice president by the Company, disclose the name of the president and vice president in the respective bracket.
Note 7: The total value of various types of remuneration paid to each of the Company's president and vice president by all companies (including the Company) in the consolidated statement shall be disclosed. The name of the president and vice president shall be disclosed in the bracket he/she belongs.
Note 8: Net profit after tax refers to that in the most recent year. When the International Financial Reporting Standard is already adopted, net profit after tax refers to that shown in the individual financial statement over the past year.
Note 9: a. For this field, the value of related remuneration from re-invested businesses other than the subsidiaries or the parent company that the Company's president and vice president received shall be specified. (If none,
indicate "None").
b. If the Company's president and vice president received related remuneration from re-invested businesses other than the subsidiaries or the parent company, such remuneration shall be consolidated in Field E of the bracket table and the field name shall be changed to "parent company and all re-invested businesses".
c. Remuneration is the compensation, rewards (including employees, directors, and supervisors), and payments from performing duties at work received by the Company's President and Vice President for serving as director, supervisor, or manager in a re-invested business other than the subsidiaries or the parent company.
- The remuneration disclosed herein differs from the idea of income as indicated in the Income Tax Act. Therefore, this table is meant for information disclosure only, not for taxation.
(2) The names of managers who distributed employee remuneration in 2025 and the distribution status:
Unit: NTD thousand; March 31,
2026
| | Position
(Note 1) | Name
(Note 1) | Amount in Stock
(Note 2) | Amount in Cash
(Note 2) | Total
(Note 2) | Ratio of sum to net profit after tax (%) |
| --- | --- | --- | --- | --- | --- | --- |
| Manager
(Note 3) | President | Yu San-Chuan | 0 | 434 | 434 | 0.09% |
| | Executive Vice President | Hung Yuan-Tung | | | | |
| | Senior Vice President | Ching-Wen Hsu | | | | |
| | Vice President, Manufacturing Division | Lin Kun-Sheng | | | | |
| | Manager of Accounting and Finance Department | Liu Wan-Hua | | | | |
Note 1: Individual names and titles shall be disclosed yet the profits were distributed may be summarized.
Note 2: Employee remuneration (in stock and in cash) distributed to managers as approved by the Board of Directors over the past year. If it is impossible to estimate the value, the value that intends to be assigned this year shall be calculated proportionally according to the actual value distributed last year. Net profit after tax refers to that in the most recent year. When the International Financial Reporting Standard is already adopted, net profit after tax refers to that shown in the individual financial statement over the past year.
Note 3: The scope of application for managers is based on the Taiwan Finance Certificate III No. 0920001301 letter dated March 27, 2003. It is as follows:
(1) President and equivalent
(2) Vice President and equivalent
(3) Assistant Vice President and equivalent
(4) Head of Finance Department
(5) Head of Accounting Department
(6) Other people entitled to manage affairs and sign on behalf of the Company
Note 4: If directors, the President, and the Vice President receive the remuneration to employees (in stock and in cash), besides Exhibit 1-2, this table shall be completed as well.
(II) Remuneration made in the last 2 years by the Company and all companies included in the consolidated financial statements to the Company's directors, supervisors, President, and Vice Presidents as a percentage of net income after tax and the remuneration package, the procedures for determining remuneration, and the correlation with business performance and future risks:
- Analysis of the total remuneration paid to the Company's directors, supervisors, general manager, and deputy general manager as a percentage of net income after tax stated in the parent company only financial statements or individual financial statements for the most recent two years:
Unit: In thousands of NTD, %
| Position | 2025 | 2024 | ||||||
|---|---|---|---|---|---|---|---|---|
| Total remuneration | Ratio of sum to net profit after-tax (%) | Total remuneration | Ratio of sum to net profit after-tax (%) | |||||
| The | All | The | All | The | All | The | All |
| Company | companies included in the consolidated statement | Company | companies included in the consolidated statement | Company | companies included in the consolidated statement | Company | companies included in the consolidated statement | |
|---|---|---|---|---|---|---|---|---|
| Director | 8,368 | 8,368 | 1.61 | 1.61 | 7,849 | 7,849 | 1.76 | 1.76 |
| Supervisor (Note 1) | - | - | - | - | ||||
| President and Vice President | 21,473 | 44,192 | 4.52 | 9.30 |
Note: The remuneration indicated above includes transportation, rewards, compensation from distribution of earnings, bonuses, and other payments.
Note 1: The Company established its Audit Committee in 2019 and hence there is no remuneration to supervisors.
- The policy, standard and combination of the remuneration:
(1) Directors:
The remuneration to directors includes transportation, operational expenditure, and compensation from distribution of earnings. The rewards available to the directors are based on the Articles of Incorporation and the Board of Directors is authorized to define them reflective of the involvement of directors in corporate operations and their contribution as well as the industrial criteria. The distribution criteria follow the Articles of Incorporation and are to be presented in the shareholders' meeting once they are brought forth to and approved by the Board of Directors.
(2) General manager and deputy general manager:
Show less The remuneration to the President and the Vice President includes salary and employee bonuses, among others. The salary criteria are based on their contribution to the Company and are determined with reference to industry standards. Recipients of employee remuneration distributed in stock (treasury stock or newly issued shares) or cash may include employees of affiliated companies who meet certain requirements relating to job grade and performance. Such criteria shall be submitted to the Board of Directors for approval and then reported at the shareholders' meeting.
- Procedures for determining remuneration:
The remuneration to directors and that to managers need to be set by the Compensation and Remuneration Committee and be approved by the Board of Directors before they are processed.
- Relevance to business performance:
(1) Directors:
The distribution ratio of directors' remuneration is stipulated in Article 28-1 of the Company's Articles of Incorporation. The Company's pre-tax profit of the year shall be used to offset the accumulated losses, and then set aside no less than 1% and no more than 5% of the profit as remuneration to directors. The performance evaluation results shall be based on the performance evaluation method of the Board of Directors, taking into full consideration the Company's operating objectives, financial position and directors' responsibilities.
(2) Manager:
The percentage of remuneration distributed to the Company's managers is based on Article 28-1 of the Company's Articles of Incorporation. The Company's pre-tax profit of the year shall be used to offset the accumulated losses, and then the Company shall allocate no less than 2% and no more than 8% of the profit as remuneration to employees. The remuneration for managers includes salary and bonuses, where the
salary is based on the manager's position, education (experience), professional skills, and responsibilities. The bonus, on the other hand, is provided after the performance of each manager is considered. The amount is calculated and reasonably assigned after financial indicators (such as the fulfillment of operating gross profit) and non-financial indicators (such as corporate strategic goals and departmental goals and other special contributions) are considered as a whole. Meanwhile, performance evaluation items and the remuneration system are to be reflected upon adequately according to the actual operational conditions and applicable laws and regulations from time to time.
- Relevance to future risks:
Important decisions are made by the management of the Company after respective risk factors are weighed. The efficacy of these important decisions is reflected in the Company's profitability and has to do with the compensation and remuneration of the management. In other words, the compensation and remuneration of the Company's directors, Chair, President, and Vice President have to do with the efficacy in the control of risks in the future.
III. Status of Corporate Governance
(1) Operation of the Board of Directors
The Board of Directors held 7 meetings (A) in the most recent year (2025). The attendance of directors was as follows:
The attendance record of directors is as follows: During the term of office of the 15th Board of Directors and Supervisors: From May 27, 2025 to May 26, 2028
December 31, 2025
| Position | Name (Note 1) | Actual attendance rate B | Number of proxy seats | Actual attendance (seated) rate (%) (B/A) (Note 2) | Remarks |
|---|---|---|---|---|---|
| Chairman | Huang Shu-Yuan | 6 | 1 | 85.71% | Term in office extended upon re-election on May 27, 2025 |
| Director | Jun Chang Investment Co, Ltd | 7 | 0 | 100% | Re-elected on May 27, 2025 |
| Representative: Hung Yuan-tung | |||||
| Director | Jun Rui Investment Co, Ltd | 5 | 0 | 71.42% | Re-elected on May 27, 2025 |
| Representative: Huang Chien-Hung | |||||
| Director | Chang Tzu-Hsiung | 7 | 0 | 100% | Re-elected on May 27, 2025 |
| Director | Hsieh Hsiu-Chi | 5 | 2 | 71.42% | Re-elected on May 27, 2025 |
| Independent director | Chang Chuan-Li | 7 | 0 | 100% | Re-elected on May 27, 2025 |
| Independent director | Chang Kung-Pi | 7 | 0 | 100% | Re-elected on May 27, 2025 |
| Independent director | Zhan, Zheng-En | 6 | 1 | 85.71% | Re-elected on May 27, 2025 |
| Independent director | Chou Ying-Hung | 6 | 0 | 85.71% | Re-elected on May 27, 2025 |
Other details to be documented:
I. For matters listed in Article 14-3 of the Securities Exchange Act and other resolutions reached in Board of Directors' meetings objected to or with reservations expressed by independent directors that are recorded or documented in written statements rectors in a written statement, the date, session No., details of proposals, opinions of all independent directors, and how the Company
addressed opinions of independent directors in the Board of Directors' meeting shall be stated:
(I) Matters specified in Article 14-3 of the Securities and Exchange Act:
| Board of Directors | Contents of the proposal and subsequent management | Matters specified in Article 14-3 of the Securities and Exchange Act | Objection or reservation of independent directors | Opinions from independent directors | How the Company addressed opinions from independent directors |
|---|---|---|---|---|---|
| 1st meeting in 2025 | |||||
| March 7, 2025 | Proposal Content: Change of CPAs | Yes | No | No | No |
| Decision made: The proposals were approved as is by all attending directors consulted by the Chair. | |||||
| 1st meeting in 2025 | |||||
| March 7, 2025 | Proposal Content: Explanation of the resignation of the Company’s Chief Financial Officer | ||||
| Decision made: The proposals were approved as is by all attending directors consulted by the Chair. | |||||
| 1st meeting in 2025 | |||||
| March 7, 2025 | Description of Proposal: Proposal to change the Company’s financial director | ||||
| Decision made: The proposals were approved as is by all attending directors consulted by the Chair. | |||||
| 1st meeting in 2025 | |||||
| March 7, 2025 | Description of Proposal: Proposal to increase the amount of new endorsement/guarantee limit for the subsidiary, 3S System Technology Inc., to NT$1,660,000 thousand and cancel the original endorsement/guarantee limit of NT$1,660,000 thousand. Please discuss. | Yes | No | No | No |
| Decision made: The proposals were approved as is by all attending directors consulted by the Chair. | |||||
| 1st meeting in 2025 | |||||
| March 7, 2025 | Description of Proposal: Proposal to increase the new endorsement/guarantee limit for the subsidiary, HARBINGER TECHNOLOGY CORPORATION, by NT$1,000,000 thousand and cancel the original endorsement/guarantee limit of NT$800,000 thousand. | Yes | No | No | No |
| Decision made: The proposals were approved as is by all attending directors consulted by the Chair. | |||||
| 2nd meeting in 2025 | |||||
| April 8, 2025 | Description of Proposal: Proposal to repurchase the Company’s shares in order to maintain the Company’s credit and shareholders’ equity interests | ||||
| Decision made: The proposals were approved as is by all attending directors consulted by the Chair. | |||||
| 3rd meeting in 2025 | |||||
| May 12, 2025 | Description of Proposal: Proposal for the replacement project of the air conditioning system main unit and cooling water tower for Building A | Yes | No | No | No |
| Decision made: The proposals were approved as is by all attending directors consulted by the Chair. | |||||
| Description of Proposal: Proposal to | Yes | No | No | No |
| 3rd meeting in 2025 May 12, 2025 | approve an additional endorsement and guarantee limit of NT$150,000 thousand for the subsidiary CUBTEK INC., submitted for discussion. | ||||
|---|---|---|---|---|---|
| Decision made: The proposals were approved as is by all attending directors consulted by the Chair. | |||||
| 5th meeting in 2025 August 11, 2025 | Description of Proposal: Proposal to approve an additional endorsement and guarantee limit of NT$100,000 thousand for the subsidiary HARBINGER TECHNOLOGY CORPORATION, submitted for discussion. | Yes | No | No | No |
| Decision made: The proposals were approved as is by all attending directors consulted by the Chair. | |||||
| 5th meeting in 2025 August 11, 2025 | Description of Proposal: Proposal to acquire the “Counter-Drone System” technology and participate in the Ministry of National Defense tender project, submitted for discussion. | Yes | No | No | No |
| Decision made: The proposals were approved as is by all attending directors consulted by the Chair. | |||||
| 5th meeting in 2025 August 11, 2025 | Description of Proposal: Proposal for the Company’s capital reduction through share cancellation, submitted for discussion. | Yes | No | No | No |
| Decision made: The proposals were approved as is by all attending directors consulted by the Chair. | |||||
| 6th meeting in 2025 September 5, 2025 | Description of Proposal: Intended issuance of employee share subscription warrants for 1,500,000 shares and preparation of the “Regulations for Issuance and Subscription of Employee Share Subscription Warrants”, brought forth for discussion. | Yes | No | No | No |
| Decision made: The proposals were approved as is by all attending directors consulted by the Chair. | |||||
| 9th meeting in 2025 November 11, 2025 | Description of Proposal: Proposal to increase the amount of new endorsement/guarantee limit for subsidiary ITM Engine Components, Inc. by US$1,500 thousand and cancel the original endorsement/guarantee limit of US$1,500 thousand. Please discuss. | Yes | No | No | No |
| Decision made: The proposals were approved as is by all attending directors consulted by the Chair. | |||||
| 9th meeting in 2025 November 11, 2025 | Description of Proposal: Proposal for the construction project of the clean room in Building K, submitted for discussion. | Yes | No | No | No |
| Decision made: The proposals were approved as is by all attending directors consulted by the Chair. | |||||
| 10th meeting in 2025 December | Description of Proposal: The Company newly purchased the fourth generation automatic line of tire pressure monitor | Yes | No | No | No |
| 30, 2025 | Decision made: The proposals were approved as is by all attending directors consulted by the Chair. | ||||
|---|---|---|---|---|---|
| 10th meeting in 2025 December 30, 2025 | Description of Proposal: Amendments to the Company's "Internal Control System" and "Procedures for Internal Audit" | Yes | No | No | No |
| Decision made: The proposals were approved as is by all attending directors consulted by the Chair. | |||||
| 10th meeting in 2025 December 30, 2025 | Description of Proposal: Building K clean room construction project. | Yes | No | No | No |
| Decision made: The proposals were approved as is by all attending directors consulted by the Chair. | |||||
| 10th meeting in 2025 December 30, 2025 | Description of Proposal: Proposal to acquire a physical testing unit of the "Counter-Drone System" and participate in tender projects for the Ministry of National Defense and various government agencies, including requirements for testing, verification, bidding, and POC, submitted for discussion. | Yes | No | No | No |
| Decision made: The proposals were approved as is by all attending directors consulted by the Chair. |
(II) Any other documented objections or qualified opinions raised by Independent Directors against Board of Directors' resolutions other than those referred to above: None.
II. For the avoidance of conflicts of interest by a director, the name of the director, the content of the proposal, the reason for the avoidance of the conflict of interest, and the participation in the voting process shall be described: None.
III. TWSE/TPEx listed companies shall disclose the evaluation cycle and duration, and scope, approach, and content of the evaluation, among other information, of the reviews performed independently by the Board of Directors or peer reviews and complete the implementation status of Board of Directors reviews in Exhibit 2(1):
(I) Assessment of the Board of Directors on the Implementation
| Evaluation Cycle (Note 1) | Evaluated Period (Note 2) | Scope of Evaluation (Note 3) | Evaluation Method (Note 4) | Highlights of Evaluation (Note 5) |
|---|---|---|---|---|
| Once a year | The evaluation of the performance of the Board of Directors from January 1, 2025 to December 31, 2025. | Including the performance evaluation of the Board of Directors, the evaluation of board members (self or peers), and the performance evaluation of the functional committees - the Remuneration Committee and the Audit Committee. | The evaluation was done independently. | (I) All members of the Board of Directors independently completed the “Self-evaluation Questionnaire for the Performance of Board of Directors” that covered five major domains, namely: 1. Involvement in corporate operations. 2. Improved decision-making quality of the Board of Directors. 3. Composition and structure of Board of Directors. 4. Election of its directors and continuing education for them. 5. Internal control; 45 items in total. (II) All members of the Board of Directors independently completed the “Self-evaluation Questionnaire for Members of the Board of Directors (Self-evaluation or Peer-evaluation)” that covered six major domains, namely: 1. Keeping track of corporate goals and missions. 2. Awareness of the duties as a director. 3. Involvement in corporate operations. |
| | | | | 4. Management of internal relations and communication.
5. Director's professionalism and continuing education.
6. Internal control; 23 items in total.
(III) The convener of each functional committee assessed the "Self-Evaluation Questionnaire on the Performance of the Remuneration Committee and Audit Committee" and assessed the following five aspects: 1. Involvement in corporate operations. 2. Awareness of the duties of functional committees. 3. Decision-making quality of functional committees. 4. Composition and election of members of functional committees. 5. Internal control; 26 items in total.
The company completed the filing of the Board of Directors' performance evaluation results within the deadline of March 30, 2026, and reported to the Board of Directors on March 10, 2026.
Individual assessment results:
Board of Directors: Grade Excellent: The operation of the Board of Directors is good, and can make suggestions for improvement of corporate governance, and also attaches great importance to the results of corporate governance evaluation.
Individual board member: Excellent: Fulfillment of director duties.
Functional committees: Acceptable: The meetings and resolutions of functional committees comply with relevant laws and regulations related to corporate governance and are duly implemented. |
| --- | --- | --- | --- | --- |
Note 1: The cycle by which the Board of Directors evaluation is performed, such as once a year, is to be provided.
Note 2: Indicates the period of BOD evaluation. For example, the performance of the Board of Directors from January 1, 2019 to December 31, 2019 was evaluated.
Note 3: The scope of evaluation includes the performance evaluations of the Board of Directors, individual directors, and the functional committees.
Note 4: Evaluation methods include internal self-evaluation of the Board of Directors, self-evaluation of board members, peer evaluation, appointment of external professional institutions or experts, or other appropriate methods to conduct performance evaluation.
Note 5: The highlights of evaluation include at least the following according to the scope of evaluation.
(1) Board of Directors performance evaluation shall at least cover the involvement in corporate operations, decision-making quality of the Board of Directors, the composition and structure of the Board of Directors, the election and continuing education of directors, internal control, etc.
(2) Individual Board member performance evaluation deals with involvement in the Company's operation, internal relations management and communication, professional and continuing education for directors, internal control, etc.
(3) Functional committee performance evaluation includes the involvement in the Company's operation, awareness of the duties of the functional committee, decision-making quality of the functional committee, composition of the functional committee and the election of its members, internal control, etc.
IV. Functional enhancements of the Board of Directors in the current and the most recent year (eg, establishment of an Audit Committee, enhancement of information transparency, etc) and implementation evaluation: To enhance the functionality of the Board of Directors, the main objectives include continuing to revise an effective and appropriate internal control to enhance the functions of the Board of Directors. The Company has independent directors in place. They all perform duties in compliance with applicable regulatory requirements and the requirements indicated in the Articles of Incorporation. Meanwhile, there is a sound information disclosure system to ensure that shareholders will receive the latest news of the Company for improved information transparency.
Note 1: When a director is a corporation, the name of the corporate shareholder and its representative shall be disclosed.
Note 2: (1) In the event that directors or supervisors resign before the end of a fiscal year, the date of resignation shall be indicated in the remarks field. The ratio of attendance (seated) in person (%) is calculated by the number of Board of Directors meetings held during service and the actual attendance in person.
(2) In the event that directors or supervisors are re-elected before the end of a fiscal year, both the new and old directors and supervisors shall be listed and whether one is new or old or is serving a second term and the date of the re-election shall be indicated in the remarks field. The ratio of attendance (seated) in person $(\%)$ is calculated by the number of Board of Directors meetings held during service and the attendance in person.
(I) Operation of the Audit Committee:
The Audit Committee met 9 times (A) in total over the past year and attendance of the members is provided below:
December 31, 2025
| Position | Name | Actual attendance (seated) | Attendance by proxy | Actual attendance (seated) rate (%) (B/A) (Note 2) | Remarks |
|---|---|---|---|---|---|
| frequency B | frequency | ||||
| Independent director | Chang Chuan-Li | 9 | 0 | 100% | Re-elected on May 27, 2025 |
| Independent director | Zhan, Zheng-En | 9 | 0 | 100% | Re-elected on May 27, 2025 |
| Independent director | Chang Kung-Pi | 9 | 0 | 100% | Re-elected on May 27, 2025 |
| Independent director | Chou Ying-Hung | 8 | 0 | 88.88% | Re-elected on May 27, 2025 |
Other details to be documented:
I. If any of the following occurs in the operation of the Audit Committee, state the date and session of the Audit Committee meeting, details of the agenda, dissenting opinions, qualified opinions, or major recommendations of the independent directors, the Audit Committee's resolutions, and the company's response to the Audit Committee's opinions.
(I) Matters specified in Article 14-5 of the Securities and Exchange Act:
| Meeting of the audit committee: | Contents of the proposal and subsequent management | Matters specified in Article 14-3 of the Securities and Exchange Act | Objection or reservation of independent directors | Opinions from independent directors | How the Company addressed opinions from independent directors |
|---|---|---|---|---|---|
| 1st meeting in 2025 March 7, 2025 | Description of Proposal: Change of CPA case, brought forth for discussion. | Yes | No | No | No |
| Resolution: The proposal was approved by all the members present after consultation with the Chairman and submitted to the Board of Directors for resolution. | |||||
| 1st meeting in 2025 March 7, 2025 | Description of Proposal: Proposal to change the Company's financial director. Please discuss. | Yes | No | No | No |
| Resolution: The proposal was approved by all the members present after consultation with the Chairman and submitted to the Board of Directors for resolution. | |||||
| 1st meeting in 2025 March 7, 2025 | Description of Proposal: Proposal to increase the amount of new endorsement/guarantee limit for the subsidiary, 3S System Technology Inc., to NT$1,660,000 thousand and cancel the original endorsement/guarantee limit of NT$1,660,000 thousand. Please discuss. | Yes | No | No | No |
| Resolution: The proposal was approved by all the members present after consultation with the Chairman and submitted to the Board of Directors for resolution. | |||||
|---|---|---|---|---|---|
| 1st meeting in 2025 | |||||
| March 7, 2025 | Description of Proposal: Proposal to increase the amount of new endorsement/guarantee limit for the subsidiary, HARBINGER TECHNOLOGY CORPORATION, to NT$1,000,000 thousand and cancel the endorsement/guarantee limit of NT$800,000 thousand. Please discuss. | Yes | No | No | No |
| Resolution: The proposal was approved by all the members present after consultation with the Chairman and submitted to the Board of Directors for resolution. | |||||
| 2nd meeting in 2025 | |||||
| April 8, 2025 | Description of Proposal: Proposal to repurchase the Company’s shares in order to maintain the Company’s credit and shareholders’ equity interests, submitted for discussion. | Yes | No | No | No |
| Resolution: The proposal was approved by all the members present after consultation with the Chairman and submitted to the Board of Directors for resolution. | |||||
| 3rd meeting in 2025 | |||||
| May 12, 2025 | Description of Proposal: Proposal for the replacement project of the air conditioning system main unit and cooling water tower for Building A, submitted for discussion. | Yes | No | No | No |
| Resolution: The proposal was approved by all the members present after consultation with the Chairman and submitted to the Board of Directors for resolution. | |||||
| 3rd meeting in 2025 | |||||
| May 12, 2025 | Description of Proposal: Proposal to approve an additional endorsement and guarantee limit of NT$150,000 thousand for the subsidiary CUBTEK INC., submitted for discussion. | Yes | No | No | No |
| Resolution: The proposal was approved by all the members present after consultation with the Chairman and submitted to the Board of Directors for resolution. | |||||
| 4th meeting in 2025 | |||||
| August 11, 2025 | Description of Proposal: Proposal to approve an additional endorsement and guarantee limit of NT$100,000 thousand for the subsidiary HARBINGER TECHNOLOGY CORPORATION, submitted for discussion. | Yes | No | No | No |
| Resolution: The proposal was approved by all the members present after consultation with the Chairman and submitted to the Board of Directors for resolution. | |||||
| 4th meeting in 2025 | |||||
| August 11, 2025 | Description of Proposal: Proposal to acquire the “Counter-Drone System” technology and participate in the Ministry of National Defense tender project, submitted for discussion. | Yes | No | No | No |
| Resolution: The proposal was approved by all the members present after consultation with the Chairman and submitted to the Board of Directors for resolution. |
| 4th meeting in 2025 August 11, 2025 | Description of Proposal: Proposal for the Company's capital reduction through share cancellation, submitted for discussion. | Yes | No | No | No |
|---|---|---|---|---|---|
| Resolution: The proposal was approved by all the members present after consultation with the Chairman and submitted to the Board of Directors for resolution. | |||||
| 5th meeting in 2025 September 5, 2025 | Description of Proposal: Intended issuance of employee share subscription warrants for 1,500,000 shares and preparation of the “Regulations for Issuance and Subscription of Employee Share Subscription Warrants”, brought forth for discussion. | Yes | No | No | No |
| Resolution: The proposal was approved by all the members present after consultation with the Chairman and submitted to the Board of Directors for resolution. | |||||
| 8th meeting in 2025 November 11, 2025 | Proposal content: Proposal to increase the amount of new endorsement/guarantee limit for subsidiary ITM Engine Components, Inc. by US$1,500 thousand and cancel the original endorsement/guarantee limit of US$1,500 thousand. Please discuss. | Yes | No | No | No |
| Resolution: The proposal was approved by all the members present after consultation with the Chairman and submitted to the Board of Directors for resolution. | |||||
| 8th meeting in 2025 November 11, 2025 | Description of Proposal: Proposal for the construction project of the clean room in Building K, submitted for discussion. | Yes | No | No | No |
| Resolution: The proposal was approved by all the members present after consultation with the Chairman and submitted to the Board of Directors for resolution. | |||||
| 9th meeting in 2025 December 30, 2025 | Description of Proposal: Proposal for the purchase of production equipment for relocating European tire pressure monitoring system manufacturing back to Taiwan, submitted for discussion. | Yes | No | No | No |
| Resolution: The proposal was approved by all the members present after consultation with the Chairman and submitted to the Board of Directors for resolution. | |||||
| 9th meeting in 2025 December 30, 2025 | Description of Proposal: Proposal for the construction project of the clean room in Building K, submitted for discussion. | Yes | No | No | No |
| Resolution: The proposal was approved by all the members present after consultation with the Chairman and submitted to the Board of Directors for resolution. | Yes | No | No | No | |
| 9th meeting in 2025 December 30, 2025 | Proposal content: Proposal to acquire a physical testing unit of the “Counter-Drone System” and participate in tender projects for the Ministry of National Defense and various government agencies, including requirements for testing, verification, bidding, and POC, submitted for discussion. | Yes | No | No | No |
Resolution: The proposal was approved by all the members present after consultation with the Chairman and submitted to the Board of Directors for resolution.
1
(II) Besides those mentioned in the foregoing, other resolutions with approval by two-thirds and more of all directors despite the failure to be approved by the Audit Committee: None
II. For the recusal of an independent director from a proposal due to a conflict of interest, the name of the independent director, the content of the proposal, the reason for recusal, and participation in voting shall be stated: None
III. Communication between independent directors and the internal audit head and accountants (including material matters, methods, and results of communication on the company's financial and business status).
Assistance periodically provided by the Company in assisting and arranging independent directors to communicate with the internal audit officer and the CPAs:
- In addition to reporting audit activities to the Audit Committee on a regular basis, the Head of Audit shall also attend the Company's Board of Directors' meeting to make audit reports and strengthen the audit procedures as recommended by the Audit Committee.
- The internal audit report and follow-up report were submitted to the Audit Committee for review by the end of the next month after the completion of the audit. Committee members posed no objections.
- The CPAs regularly attend the Board of Directors to supplement the results of the audit or review of the quarterly financial statements, and communicate with the independent directors on a face-to-face basis every year on the key audit matters of the Company and the annual audit focus planning, and the Company's corporate governance briefing communication report. The Company has been informed of and complies with the plans proposed by the independent directors and audit review.
Communication between independent directors and the chief internal auditor:
| Date | Communication method | Material Communication | Communication content | Status of Communication and Execution Result |
|---|---|---|---|---|
| March 7, 2025 | Meeting of the audit committee : | 2024 Internal Control Statement | Items for evaluating the internal control system, assessing the effectiveness of the design and implementation of the internal control system. | The independent directors have no objections. |
| 2024 Q4 audit report | The internal audit officer communicated and explained the audit results of the audit items. | The independent directors have no objections. | ||
| May 12, 2025 | Meeting of the audit committee : | 2025 Q1 audit report | The internal audit officer shall communicate and explain the audit results of the audit items. | The independent directors have no objections. |
| August 11, 2025 | Meeting of the audit committee : | 2025 Q2 audit report | The internal audit officer shall communicate and explain the audit results of the audit items. | The independent directors have no objections. |
| November 11, 2025 | Meeting of the audit committee : | 2024 Q3 audit report | The internal audit officer shall communicate and explain the audit results of the audit items. | The independent directors have no objections. |
| November 11, 2025 | Meeting between independe | Audit deficiency report and other matters report for | 1. Explanation of audit deficiencies for January to October 2025 | The independent directors have no objections. |
Communication between independent directors and the CPA:
| nt directors and the audit supervisor | January to October 2025 | 2. Report on special audit implementation status for 20253. Explanation of accounts receivable collection status tracking | ||
|---|---|---|---|---|
| Audit plan review planning for 2026 | Focus of audit planning for 2026 | No other suggestions from independent directors. | ||
| Amendments to the internal control system and internal audit procedures | Description of the amendments to the laws and regulations and the impact on the relevant scope of operations | No other suggestions from independent directors. | ||
| Reminders and suggestions from independent directors | 1. Continue to provide recommendations on internal controls and optimization of operational procedures for identified deficiencies, and submit them to the relevant business management units for evaluation and implementation in order to achieve fraud prevention effectiveness.2. For common deficiencies or recurring deficiencies, please consolidate and analyze the causes and provide the relevant business units with effective improvement measures for evaluation in order to reduce the recurrence rate. | The Audit Office has accepted the recommendations and implemented the following:1. During the audit process, the appropriateness of operational procedures will also be evaluated, and relevant units will be proactively reminded and provided with improvement recommendations.2. Sampling inspections will be strengthened for frequently occurring deficiency items to ensure that all operations are conducted in accordance with the internal control system. | ||
| December 30, 2025 | Meeting of the audit committee: | 2026 audit plan | 2026 audit plan | The independent directors have no objections. |
| Amendments to the internal control system and internal audit procedures | Revision of relevant provisions of “Operations Management – CAD-111 Procedures for Professional Accounting Judgment and Changes in Accounting Policies and Estimates.” | The independent directors have no objections. |
Note" For the amendments to the declaration of internal control, audit plan and operating procedures, the proposal was submitted to the Board of Directors after being approved by all attending committee members unanimously.
| Date | Communication method | Material Communication | Communication content | Status of Communication and Execution Result |
|---|---|---|---|---|
| March 7, 2025 | Meeting of the audit committee: | 2024 financial statements and consolidated financial statements | The attesting CPA attended the meeting to explain the audit of the 2024 annual financial statements. | The independent directors have no objections. |
| Communication briefing between CPAs and corporate governance units | 1. CPA independence2. Auditors' responsibilities for auditing the financial statements3. Scope of audit4. Audit findings and significant financial ratios5. 2022 Audit Quality Indicators (AQIs)6. Important accounting standards or interpretations, updates of securities and taxation laws and regulations | No other suggestions from independent directors. |
| May 12, 2025 | Meeting of the audit committee: | 2025 Q1 Consolidated Financial Statements | The certified public accountant was present to explain the audit status of the financial report for the first quarter of 2025. | The independent directors have no objections. |
|---|---|---|---|---|
| August 11, 2025 | Meeting of the audit committee: | 2025 Q2 consolidated financial statements | The certified public accountant was present to explain the audit status of the financial report for the second quarter of 2025. | The independent directors have no objections. |
| November 11, 2025 | Meeting of the audit committee: | 2025 Q3 consolidated financial statements | The certified public accountant was present to explain the audit status of the financial report for the third quarter of 2025. | The independent directors have no objections. |
| November 11, 2025 | Meetings between independent directors and the CPA: | Explanation of 2025 audit results | Certified Public Accountant's Report on 2025 Interim Internal Control Implementation and Independent Directors' Reminder on Ending Audit | The independent directors have no objections. |
"Note" The aforementioned financial statement-related proposals, after being unanimously approved by all attending members upon inquiry by the chair, were reported to the Board of Directors.
(III)Corporate Governance Implementation Status and Deviations from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and Reasons:
| Evaluation item | Operational status (Note 1) | Deviation from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons | ||
|---|---|---|---|---|
| Y es | No | Brief Description | ||
| I. Does the Company establish and disclose its corporate governance principles in accordance with the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies? | 1. The Company has the “Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies” in place that are precisely followed. | |||
| 2. The Company has set up its website (http://www.cubelec.com.tw) where related financial operations and information about corporate governance are sufficiently disclosed. Meanwhile, the information is available on the Market Observation Post System as required by the competent authority for the general public investors’ reference. | Requirements of the Corporate Governance Best Practice Principles for TWSE/TPEx-Listed Companies are fulfilled. | |||
| II. Shareholding Structure and Shareholder Equity | ||||
| (I) (I) Does the Company establish internal operating procedures for handling shareholder suggestions, questions, disputes, or lawsuits and implement the procedures? | ||||
| (II) Does the Company have a list of major shareholders that have actual control over the Company and a list of ultimate owners of those major shareholders? | ||||
| (III) Has the Company established and implemented risk management and firewall mechanisms with its affiliates? | (I) The Company has spokespersons and acting spokespersons in place to handle shareholder suggestions and disputes, among other issues, and their contact information is provided in the Annual Report and on the Company's website to facilitate shareholders providing their suggestions. | |||
| (II) The Company has a professional stock affairs agency to take charge and also specialists internally to handle related matters. A list of major shareholders with actual control over the Company can be kept track of effectively. | ||||
| (III) There are the “Regulations for Monitoring Subsidiaries” and the “Regulations for Transactions with Related Parties, Enterprises within the Group, and Specific Companies” for the transactions | Requirements of the Corporate Governance Best Practice Principles for TWSE/TPEx-Listed Companies are fulfilled. |
| Evaluation item | Operational status (Note 1) | Deviation from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons |
|---|---|---|
| Yes | No | Brief Description |
| (IV)Has the Company established internal rules against insiders trading with undisclosed information? | ||
| III. Composition and Responsibilities of the Board of Directors(I) Has the Board of Directors developed diversification policies, substantial management goals and enforced them? | ||
| Core items of diversification | Nationality | Gender |
| Name of director | ||
| Huang Shu-Yuan | Republic of China | Female |
| Representative of Corporate Director, Jun Chang | Republic of China | Male |
| Evaluation item | Operational status (Note 1) | Deviation from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Yes | No | Brief Description | |||||||||
| Investment Co., Ltd.: HUNG, YUAN-TUNG | / Engineering | ||||||||||
| Representative of Corporate Director of Jun Rui Investment Co, Ltd: Edward Huang | Republic of China | Female | V | V | V | International business / Cybersecurity management | V | ||||
| Chang Tzu-Hsiung | Republic of China | Male | V | V | V | V | Electronic components industry / Automotive connector manufacturing | V | |||
| Hsieh Hsiu-Chi | Republic of China | Female | V | V | V | V | Automotive parts manufacturing industry / Automotive lighting systems | V | |||
| Chou Ying-Hung | Republic of China | Male | V | V | Judge / Financial holding | V | |||||
| Chang Chuan-Li | Republic of China | Male | V | V | Banking / International business | V | |||||
| Chang Kung-Pi | Republic of China | Male | V | V | V | Financial holding / International finance | V | ||||
| Zhan, Zheng-En | Republic of China | Male | V | V | V | V | Legal affairs | V | |||
| The Company has 0% of directors who are also employees, 44.44% of independent directors, and 22.22% of female directors. Two independent directors have a term of office of about 3 years, and two independent directors have a term of office of less than 1 year. Four directors are between 58 and 60 years old, and four directors are between 65 and 76 years old. The Company pays attention to gender equality in the composition of the Board of Directors and the professionalism of accounting and finance. The goal is to maintain the ratio of female directors at over 20% and independent directors to over 40%. | |||||||||||
| (II) Has the Company voluntarily established other functional committees in addition to the |
| Evaluation item | Operational status (Note 1) | Deviation from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons | ||
|---|---|---|---|---|
| Y es | No | Brief Description | ||
| Compensation and Remuneration Committee and the Audit Committee that are established as required by laws? | reinforcement of the function of the Board of Directors can be fulfilled. | Compensation and Remuneration Committee and the Audit Committee, the Company does not have other functional committees in place. Primary members of the Board of Directors are capable for respective functional evaluations and functions and precisely enforce them. | ||
| (III)Has the Company established standards and methods for evaluating the performance of the Board of Directors, and does the Company implement the performance evaluation periodically and submit results of the performance evaluation to the Board of Directors, and use them for reference while deciding compensation and rewards for individual | (III)The Company already has the Board of Directors Performance Evaluation Guidelines in place, which are followed and enforced. |
| Evaluation item | Operational status (Note 1) | Deviation from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons | ||
|---|---|---|---|---|
| Y es | No | Brief Description | ||
| directors and nominating them for a second term in office? (IV)Does the Company regularly evaluate the independence of CPAs? | (IV)The Company's CPAs are not related parties. Before signing a contract with the CPAs, the CPAs shall issue a statement of independence. The Company's most recent evaluation was approved by the Audit Committee on March 10, 2026, and reported to the Board of Directors on March 10, 2026. The statement of independence issued by the CPAs was obtained and filed. The evaluation covered the following: | |||
| 1. Does the CPA have a direct or significant indirect financial interest in the company? | ||||
| 2. Does the CPA engage in financing or guarantee activities with the company or its directors and supervisors? | ||||
| 3. Does the CPA consider the possibility of losing clients? | ||||
| 4. Does the CPA have close business relationships with the company? | ||||
| 5. Does the CPA have a potential employment relationship with the company? | ||||
| 6. Does the CPA receive fees related to the audit case or public fees? | ||||
| 7. Are the members of the audit service team currently or in the past two years have served as directors, supervisors, managers, or positions that have a significant impact on the audit of the Company | ||||
| 8. Does the CPA provide non-audit services to the company that could directly affect the audit work? | ||||
| 9. Does the CPA promote or broker the company's issued stocks or other securities? | ||||
| 10. Does the CPA act as a legal defender for the company, or represent the company in coordinating conflicts with other third parties? | ||||
| 11. Does the CPA have a familial relationship with any of the |
| Evaluation item | Operational status (Note 1) | Deviation from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons | ||
|---|---|---|---|---|
| Y es | No | Brief Description | ||
| company's directors, supervisors, managers, or persons holding positions that significantly influence the audit case? | ||||
| 12. Whether the former CPAs who have resigned within one year assumed positions as directors, supervisors, managers of the Company, or positions that have significant impact on the audit | ||||
| 13. Whether the CPAs receive gifts or presents of great value from the Company, or directors, supervisors, and managers | ||||
| 14. Is the CPA asked to accept inappropriate choices in accounting policies or improper disclosures in financial statements by management? | ||||
| 15. Is pressure applied to the CPA to inappropriately reduce the audit work performed in order to lower public fees? | ||||
| IV. Do listed companies appoint suitable and appropriate numbers of corporate governance personnel and designate a corporate governance officer responsible for corporate governance-related matters (including but not limited to providing directors and supervisors with the information needed for conducting their duties, assisting directors and supervisors in complying with laws, legally conducting board and shareholders' meeting-related matters, handling | The Company may set up a full-time (part-time) corporate governance unit or specialist to take charge of corporate governance-related affairs and assign a high-ranking officer responsible for the supervision. They shall be qualified attorneys or CPAs or have handled legal affairs, finance, or stock affairs in public offering companies for at least three years. | |||
| The corporate governance-related affairs mentioned in the preceding paragraph shall cover, at a minimum, the following: | ||||
| I. Company registration and change registration | ||||
| II. Organizing Board of Directors meetings and shareholders’ meetings and assisting the Company in following applicable laws and regulations on Board of Directors meetings and shareholders’ meetings. | ||||
| III. Preparing minutes of the Board of Directors meetings and shareholders’ meetings. | ||||
| IV. Providing directors and supervisors with the materials for them to fulfill their duties at work and the latest regulatory developments | Requirements of the Corporate Governance Best Practice Principles for TWSE/TPEx-Listed Companies are fulfilled. |
| Evaluation item | Operational status (Note 1) | Deviation from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons | ||
|---|---|---|---|---|
| Y es | No | Brief Description | ||
| company registration and changes, and preparing minutes of board and shareholders' meetings)? | concerning corporation operations to help directors/supervisors follow regulatory requirements. | |||
| V. Affairs concerning investor relations. | ||||
| VI. Other matters described or established in the Articles of Incorporation or contracts. | ||||
| VII. Has the company established communication channels with stakeholders (including but not limited to shareholders, employees, customers, and suppliers) and set up a dedicated section for stakeholders on the company's website, as well as appropriately responded to the significant corporate social responsibility issues of concern to stakeholders? | The Company has spokespersons and acting spokespersons in place and their contact information is provided in the Annual Report and on the Company's website. Shareholders and stakeholders may keep proper communications with the Company by phone or email. | Requirements of the Corporate Governance Best Practice Principles for TWSE/TPEx-Listed Companies are fulfilled. | ||
| VIII. Does the Company designate a professional stock affairs agency to deal with affairs relating to shareholders meetings? | The Company authorizes the Registrar of First Securities Inc to handle matters concerning shareholders' meetings. | Requirements of the Corporate Governance Best Practice Principles for TWSE/TPEx-Listed Companies are fulfilled. | ||
| IX. Disclosure of Information | ||||
| (I) Has the company established a corporate website to disclose information regarding its financial, business and corporate governance status? | (I) The Company has set up its website (http://www.cubelec.com.tw) where related financial operations and information about corporate governance are sufficiently disclosed. Meanwhile, the information is available on the Market Observation Post System as required by the competent authority for the general public investors’ reference. | Some of the requirements of the Corporate Governance Best Practice Principles for TWSE/TPEx-Listed |
| Evaluation item | Operational status (Note 1) | Deviation from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons | ||
|---|---|---|---|---|
| Y es | No | Brief Description | ||
| (II) Does the Company adopt other ways of disclosing information (eg, maintaining an English website, appointing responsible people to handle information collection and disclosure, creating a spokesperson system, webcasting investor conference on company website)? | (II) The Company currently discloses information that should be disclosed on the “Market Observation Post System” and has assigned spokespersons and acting spokespersons familiar with the overall operation, finance, and business of the Company to speak to the public to ensure real-time and adequate disclosures as required. | Companies are note fulfilled. | ||
| (III)Does the Company announce and declare its Annual Financial Statement within two months after a fiscal year ends and announce and declare the financial statements for the first, second, and third quarters and operational status of each month earlier than the required deadline? | (III)The Company announces and files annual financial statements within two months after the end of the fiscal year reflective of the workforce forecast and planned for coming years. Financial statements for the first, second, and third quarters and operational status of each month are announced and filed by the deadline as required. | (III)Status of deviations and reasons: The Company failed to announce and file annual financial statements within 2 months after the end of the fiscal year. Human resources will be integrated in the future to help fulfill the said goal. | ||
| X. Is there any other important information available to facilitate a better understanding of the | The operational status is detailed in the table below: | Requirements of the Corporate Governance Best Practice Principles |
| Evaluation item | Operational status (Note 1) | Deviation from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons |
|---|---|---|
| Yes | No | Brief Description |
| Company's corporate governance operational status (including without limitation employee rights, employee wellness, investor relations, supplier relations, rights of stakeholders, continuing education of directors and supervisors, the implementation of risk management policies and risk evaluation standards, the implementation of customer relations policies, and purchasing insurance for directors and supervisors)? | ||
| (I) Clarification on the rights of employees, employee care, investor relations, supplier relations, and rights of stakeholders: | ||
| Social responsibility item | Implementation status | Detailed information on enforcement or planning |
| Not enforced | Enforced | Being planned |
| 1. Rights of employees | ||
| (1) Sufficient educational training | ✓ |
| Evaluation item | Operational status (Note 1) | Deviation from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons | ||||
|---|---|---|---|---|---|---|
| Yes | No | Brief Description | ||||
| or quarterly basis so that employees are entitled to sufficient educational training. | ||||||
| (2) Sufficient right to express opinions | ☑ | The Company holds meetings from time to time, such as labor-management meetings, employee workshops, Welfare Committee meetings, Occupational Safety and Health Committee meetings, and have the employee poll box in place so that staff at respective departments regardless of their level of duty can express their opinions fully. | ||||
| (3) Others | ☑ | The Company follows the requirements of the Labor Standards Act and other laws and regulations. Besides allocating related welfare funds, there is the Welfare Committee and employees are offered the opportunity to purchase welfare items. In addition, bonuses and festival gift monies are available with the Company’s earnings. | ||||
| 2. Employee care | ||||||
| (1) Safe workplace | ☑ | The Company has the “Safety and Health Regulations” in place to allow proper planning of facilities and equipment and ensure a safe environment for its people. In addition, for the safety of people at work, there is the Occupational Safety and Health Management Unit to carry out tasks concerning safety and health at work. | ||||
| (2) Written policies on labor health and safety | ☑ | The Company has the “Emergency Handling Regulations”, “Operating Standards for Labor Safety and Health Education and Emergency Response Training Plans”, and “Labor Safety and Health Education and Emergency Response Training Materials” in place to ensure the health and safety of its people and they are available on the bulletin boards for the review of all employees. | ||||
| (3) Others (such as the emphasis over physical and mental developments of workers and their family life) | ☑ | The Company has the “Employee Welfare Committee” and the “Education Committee” in place to organize employee travel and provide subsidies to club events or meal-based gatherings, which will help employees get relaxed physically and mentally to boost coherence towards the Company. | ||||
| 3. Investor Relations |
| Evaluation item | Operational status (Note 1) | Deviation from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons | ||||
|---|---|---|---|---|---|---|
| Yes | No | Brief Description | ||||
| (1) Enhanced operational transparency | ✓ | The Company releases its financial and operation information on the “Market Observation Post System” as required by applicable laws and regulations in order to protect the basic rights of investors. | ||||
| (2) Emphasis over corporate governance | ✓ | For a normalized corporate system, the Company enhances the efficacy of its directors and supervisors according to the “Corporate Governance Best Practice Principles for TWSE/TPEx-Listed Companies”. It helps reinforce the operational transparency of the Company and protect shareholder equity. | ||||
| (3) Others | ✓ | The Company has its own website, spokespersons, and acting spokespersons, and releases important decisions from time to time so that investors can keep track of how the Company is doing in real time. | ||||
| 4. Supplier Relations | ||||||
| (1) Emphasis over reasonable purchase prices | ✓ | The Company has the “Purchase Regulations” in place and enters into purchase contracts to ensure that materials and supplies purchased meet the requirements. Smooth communication channels are maintained with suppliers to protect the rights of both parties on the basis of mutual trust and reciprocity. | ||||
| (2) Others | ✓ | Staff in charge of purchasing makes price inquiries and compares/negotiates prices from time to time for materials and parts whose prices are relatively volatile in order to fulfill reasonable purchase prices and control the costs of materials and parts. There is also the “Supplier Environmental Management Operating Procedures” to evaluate green suppliers and jointly enhance corporate social responsibilities. | ||||
| 5. Rights with the stakeholders | ||||||
| (1) Respect for intellectual property rights | ✓ | The Company respects intellectual property rights and encourages colleagues to seek innovations and apply for patent rights. So far, the Company and its people have applied for and obtained multiple patents. | ||||
| (2) Emphasis over customer relations (such as protection of consumer rights, emphasis over the quality, safety, and innovation of products, emphasis and | ✓ | The Company has defined its “Customer Complaint Management Regulations”, the “Customer Satisfaction Survey Regulations”, and the “Customer Supplies Regulations”, among other written regulations. The | ||||
| regulations and regulations. | ||||||
| 6. Responsibility for the use of the data | ||||||
| (1) Ease of use of data | ✓ | The Company is responsible for the use of data in the public domain and provides information on the data and the data to be used in the public domain. |
| Evaluation item | Operational status (Note 1) | Deviation from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Yes | No | Brief Description | ||||||||
| immediate processing of complaints, provision complete product information, etc.) | operation department is devoted to addressing issues raised by customers as quickly as possible. | |||||||||
| (3) Compliance with regulatory requirements | ☑ | The Company has regulatory law firm attorneys and legal affairs specialists to keep track of regulatory changes at all times and to protect the rights of the Company. | ||||||||
| (4) Others (such as the fulfillment status of social responsibility policies disclosed on the corporate website) | ☑ | The Company discloses fulfillment status of social responsibilities in the Prospectus and the Annual Report.All the computer software used by the Company is lawfully licensed and does not involve tort. | ||||||||
| (II) Continuing education of directors and supervisors: | ||||||||||
| Position | Name | Date inaugurated | Date elected | Date of continuing education | Organizer | Course title | Hours involved | Total hours acquired for the specific year | Remarks | |
| Start | End | |||||||||
| Director | Chang Tzu-Hsiung | May 27, 2025 | October 2, 2007 | June 18, 2025 | June 18, 2025 | Taiwan Corporate Governance Association | A New Height in Corporate Governance – Establishing an Ethical Management Enterprise | 3.0 | 6 | The 6 hours of continuing education required each year for directors/supervisors are fulfilled. |
| August 7, 2025 | August 7, 2025 | Independent Directors Association of Taiwan | Introduction to Carbon Pricing Mechanisms and the Latest IFRS International Sustainability Standards (S1 & S2) | 3 | ||||||
| Chairman | May 27, 2025 | September 1, 2000 | March 19, 2025 | March 19, 2025 | Taiwan Academy of Banking and Finance | Corporate Governance Lecture Hall | 3 | 6 | The 6 hours of continuing |
| Evaluation item | Operational status (Note 1) | Deviation from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Yes | No | Brief Description | |||||||||
| Huang Shu-Yuan | May 9, 2025 | May 9, 2025 | Securities and Futures Institute | 2025 Insider Trading Prevention Conference | 3 | education required each year for directors/supervisors are fulfilled. | |||||
| Independent director | Chou Ying-Hung | May 27, 2025 | May 21, 2024 | March 25, 2025 | March 26, 2025 | Securities and Futures Institute | 12-hour practical training course for newly appointed directors and supervisors (including independent ones) and corporate governance supervisors | 12 | 15 | Has satisfied the required training hours for newly appointed directors and annual continuing education hours. 12 hours | |
| June 20, 2025 | June 20, 2025 | Taiwan Academy of Banking and Finance | Corporate Governance Forum | 3 | |||||||
| Independent director | Chang Kung-Pi | May 27, 2025 | April 17, 2019 | July 10, 2025 | July 10, 2025 | Securities and Futures Institute | Legal Duties and Responsibilities of Directors and Supervisors and Workplace Prevention Measures | 3 | 6 | The 6 hours of continuing education required each year for directors/supervisors are fulfilled. | |
| July 10, 2025 | July 10, 2025 | Securities and Futures Institute | Series Courses for Directors, Supervisors, and Corporate Governance Officers - Challenges and Opportunities in Sustainable Development Pathways and Introduction to Greenhouse Gas Inventory Management | 3 | |||||||
| Independent director | Chang Chuan-Li | May 27, 2025 | April 17, 2019 | September 18, 2025 | September 18, 2025 | Taiwan Securities Association | Show moreShow lessFinancial Consumer Protection Act, Fair Customer Treatment, Financial Accessibility, | 3 | 9 | The 6 hours of continuing education required each year for | |
| financial access to the TWSE/TPEx system | directors/supervisors | ||||||||||
| Huang Shu-Yuan | May 9, 2025 | May 9, 2025 | Securities and Futures Institute | 2025 Insider Trading Prevention Conference | 3 | education required each year for directors/supervisors are fulfilled. |
| Evaluation item | Operational status (Note 1) | Deviation from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Yes | No | Brief Description | |||||||||
| and the Convention on the Rights of Persons with Disabilities (CRPD) | directors/supervisors are fulfilled. | ||||||||||
| June 20, 2025 | June 20, 2025 | Taiwan Academy of Banking and Finance | Corporate Governance Forum | 3 | |||||||
| July 10, 2025 | July 10, 2025 | Taiwan Securities Association | International Development Trends in Sustainable Governance and Green Risk Response Strategies (Including Sustainability Information) | 3 | |||||||
| Representative of Corporate Director | Edward Huang | May 27, 2025 | November 10, 1993 | November 14, 2025 | November 14, 2025 | Taiwan Project Management Association | Continuing Education Course for TWSE/TPEx Listed Company Directors – The Business Value of Generative AI and Insights into Digital Risks | 3 | 6 | The 6 hours of continuing education required each year for directors/supervisors are fulfilled. | |
| July 29, 2025 | July 29, 2025 | Taipei Exchange | 2025 Seminar on Insider Equity Ownership Advocacy for Emerging Stock Market Companies | 3 | |||||||
| Director | Hsieh Hsiu-Chi | May 27, 2025 | 06/17//2013 | May 9, 2025 | May 9, 2025 | Securities and Futures Institute | 2025 Insider Trading Prevention Conference | 3 | 6 | The 6 hours of continuing education required each year for directors/supervisors are fulfilled. | |
| June 15, 2025 | June 15, 2025 | Taiwan Corporate Governance Association | Mastering the Keys to Industrial Holding Structures and Group Operations | 3 | |||||||
| Representative of | Hung Yuan-Tung | May 27, 2025 | May 27, 2025 | August 8, 2025 | August 8, 2025 | Securities and Futures Institute | 2025 Promotional Workshop on Compliance with Law and Regulations | 3 | 6 | The 6 hours of continuing education |
| Evaluation item | Operational status (Note 1) | Deviation from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Yes | No | Brief Description | |||||||||
| Corporate Director | Governing Equity Trading of Insiders | required each year for directors/supervisors are fulfilled. | |||||||||
| November 20, 2025 | November 20, 2025 | Securities and Futures Institute | Series Courses for Directors, Supervisors, and Corporate Governance Officers - Outlook on Global and Taiwan Economic Trends in 2026 | 3 | |||||||
| Independent director | Zhan, Zheng-En | May 27, 2025 | October 26, 2023 | September 2, 2025 | September 2, 2025 | Taiwan Securities Association | In-service Training for Securities Business Personnel - Senior Executive Program | 7.5 | 7.5 | The 6 hours of continuing education required each year for directors/supervisors are fulfilled. | |
| (III)Recusal of directors upon conflicts of interest in proposals being discussed: The Company's directors are highly self-disciplined and will not take part in the voting session for proposals concerning their own interest. | |||||||||||
| (IV)Seating of directors in the Board of Directors meeting: Unless they are out of the country or for major matters, directors and supervisors take part in the Board of Directors meetings in person. | |||||||||||
| (V) Purchase of liability insurance for directors: The Company has included purchase of liability insurance for directors/supervisors in its Articles of Incorporation and has purchased liability insurance for its directors/supervisors. | |||||||||||
| XI. Please explain the improvements already made by the Company according to the governance evaluation results released in the past year by the corporate governance center of Taiwan Stock | The company has completed its corporate governance self-assessment report. For the assessment items, improvements have been made according to the information that should be disclosed. In cases where there are differences from the Corporate Governance Practice Guidelines for listed companies, the company has updated its website and supplemented the annual report with explanations for the | Requirements of the Corporate Governance Best Practice Principles for TWSE/TPEx-Listed Companies are fulfilled. |
| Evaluation item | Operational status (Note 1) | Deviation from Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies and reasons | ||
|---|---|---|---|---|
| Yes | No | Brief Description | ||
| Exchange and matters and measures to be prioritized. (Not required if not included in the evaluation) | unreported parts of the execution items, planned improvement measures, and no significant deficiencies have been found. |
Note 1: "Yes" or "No", clarifications shall be provided in the field for "brief description" of operations.
(IV) If the Company has a Remuneration Committee, disclose its composition, responsibilities, and operations:
- Profile of Compensation and Remuneration Committee Members
| Qualification Name Status | Professionalism and experience | Situation of independence (Note 1) | Number of other public offering companies serving as independent directors | |
|---|---|---|---|---|
| Independent Director (Convener) | Chang Kung-Pi | Master of Administration, National Chiayi University | ||
| Sales Vice President (Assistant Vice President), Corporation Department of Entrust Securities | ||||
| General Manager of Yangxin Securities | ||||
| General Manager and Director of Taichung Bank Securities | ||||
| General Manager and Director of UKE International Co, Ltd (Stock Code 6631) | ||||
| Deputy General Manager (Senior Assistant Manager position) of the Business Division at Mega Securities | Fulfilled | 0 | ||
| Independent director | Chou Ying-Hung | Master of Law, University of Washington, Seattle | ||
| Visiting Scholar, Harvard University | ||||
| Secretary of the Director-General's College for Judges, Ministry of Justice; Prosecutor of National Taiwan High Prosecutors Office; Prosecutor of Taichung High Commission of Prosecution; Prosecutors of Taichung and Kaohsiung District Courts; Chief of Administrative Enforcement Department of Taichung, Tainan, Chiayi, and Yilan; Executive Yuan Elite Leadership Class, Model Civil Servant of Ministry of Justice, Adjunct Lecturer of National Chung Hsing University and National Chung Cheng University | Fulfilled | 0 | ||
| Independent director | Chang Chuan-Li | Department of Justice, College of Law, National Taiwan University | ||
| Completed training at the Academy for the Judiciary | ||||
| Prosecutor at the Prosecutors Office of Taiwan Taichung District Court | ||||
| Judge at District Courts in Taichung, Hsinchu, Taoyuan, Banqiao, and Taipei Judge/Presiding Judge at the Criminal Court, Taiwan High Court | Fulfilled | 1 | ||
| Independent director | Zhan, Zheng-En | Chair, Kuanz Ho Securities | Fulfilled | 0 |
Note 1: Please specify the relevant work experience, professional qualifications and experience, and independence of each member of the Remuneration Committee in the table. If the member is an independent director, please refer to Attachment 1 "Information on Directors and Supervisors (I)" on page OO for details. Provide "independent director" or "other" for "Status" (add a note for the convener).
Note 2: Professional qualification and experience: Describe the professional qualification and experience of each member of the Remuneration Committee.
Note 3: Independence: Describe whether the members of the Remuneration Committee meet the independence requirements, including but not limited to whether the member, his/her spouse, or relatives within the second degree of kinship serve as directors, supervisors, or employees of the Company or its affiliated companies; the number and proportion of the Company's shares held by the member, his/her spouse, or relatives within the second degree of kinship (or using the names of others); whether the member serves as a director, supervisor, or employee of a company with a specific relationship with the Company (refer to Article 6, Paragraph 1, Subparagraphs 5 to 8 of the Regulations Governing the Appointment and Exercise of Powers by the
Remuneration Committee of a Company Whose Stock is Listed on the Taiwan Stock Exchange or the Taipei Exchange); and the amount of remuneration received for providing business, legal, financial, accounting, and other services to the Company or its affiliated companies in the past two years.
Note 4: For the disclosure method, refer to the best practice reference example available on the website of the corporate governance center of Taiwan Stock Exchange.
- Information on the operational status of the Compensation and Remuneration Committee
(1) The Company's Compensation and Remuneration Committee consists of 3 members in total.
(2) Term of this committee: From May 27, 2025, to the expiration of this term of the Board of Directors on May 26, 2028, during this term of the Board of Directors from May 25, 2025, to the end of the term, the most recent annual Remuneration Committee met 4 times (A), with the qualifications and attendance of the members as follows:
| Position | Name | Actual attendance (B) | Attendance through proxy | Actual attendance rate (%) (B/A) (Note) | Remarks |
|---|---|---|---|---|---|
| Convener | Chang Kung-Pi | 4 | 0 | 100.00 | - |
| Member | Chou Ying-Hung | 4 | 0 | 100.00 | - |
| Member | Chang Chuan-Li | 4 | 0 | 100.00 | - |
| Member | Zhan, Zheng-En | 4 | 0 | 100.00 | |
| Other details to be documented: | |||||
| I. In the event that the Board of Directors does not adopt or revises advice from the Compensation and Remuneration Committee, the date, session number, details of proposals, decisions made by the Board of Directors, and how the Company addressed opinions from the Compensation and Remuneration Committee shall be stated (in the event that the compensation and remuneration approved by the Board of Directors are better than as advised by the Compensation and Remuneration Committee, the difference and the reason shall be specified): None | |||||
| II. For decisions made by the Compensation and Remuneration Committee, as long as there are members objecting or having their reservations that are recorded or stated in writing, the date of the Compensation and Remuneration Committee meeting, the session number, contents of the proposal, and how opinions from all members and from opposing members are handled should be described: None | |||||
| III. Proposals discussed and decisions made over the past year during Compensation and Remuneration Committee meetings and how the Company address opinions from the members: | |||||
| Compensation and Remuneration Committee | Proposal and decision made | ||||
| 1st meeting of the 6th term August 11, 2025 | Proposal: | ||||
| 1. The former convener and chairperson of the 5th Remuneration Committee completed their term on May 25, 2025. It is proposed that Committee Member Chang Kung-Pi be elected to serve in the position, submitted for discussion. | |||||
| Opinions from the members: No objection or qualified opinion. Resolution: The proposal was approved as-is unanimously by all attending members consulted by the Chair. |
| | 2nd meeting of the 6th term
October 1, 2025 | Proposal:
1. Submission for review of the proposed list of managerial personnel to receive the Company’s employee stock options and their allocated quantities. |
| --- | --- | --- |
| | | Opinions from the members: No objection or qualified opinion.
Resolution: The proposal was approved as-is unanimously by all attending members consulted by the Chair.
How the Company addressed opinions from the Compensation and Remuneration Committee: It was brought forth to the Board of Directors and was approved by all attending directors. |
| | 3rd meeting of the 6th term
November 11, 2025 | Proposal:
1. The proposal for the remuneration to directors and managers for 2026. Please resolve.
2. Proposal for the 2026 work plan of the Company’s Remuneration Committee, submitted for resolution. |
| | | Opinions from the members: No objection or qualified opinion.
Resolution: The proposal was approved as-is unanimously by all attending members consulted by the Chair.
How the Company addressed opinions from the Compensation and Remuneration Committee: It was brought forth to the Board of Directors and was approved by all attending directors. |
| | 4th meeting of the 6th term
March 10, 2026 | Proposal:
1. Review of the Company’s 2025 directors’ and supervisors’ remuneration and employee remuneration appropriation plan, submitted for resolution.
2. Review of the linkage between managerial performance evaluations and remuneration of the Company, submitted for resolution.
3. Proposal to amend the Company’s Organizational Regulations of the Remuneration Committee, submitted for resolution.
4. Proposal to define the scope of the Company’s “entry-level employees,” submitted for resolution.
5. Proposal for salary adjustment relating to the appointment of the Company’s managerial personnel concurrently serving as chairpersons of subsidiaries, submitted for resolution. |
| | | Opinions from the members: No objection or qualified opinion.
Resolution: The proposal was approved as-is unanimously by all attending members consulted by the Chair.
How the Company addressed opinions from the Compensation and Remuneration Committee: It was brought forth to the Board of Directors and was approved by all attending directors. |
Note: (1) In the event that members of the Compensation and Remuneration Committee resign before the end of a fiscal year, the date of resignation shall be indicated in the remarks field. The actual attendance rate (%) is calculated by the number of Compensation and Remuneration Committee meetings held during service and the actual attendance frequency in the meetings.
(2) If the re-election of the Remuneration Committee members was made before the end of the year, the new and old members of the Remuneration Committee shall be listed, and the member should be indicated in the remarks column as being the old, new, or re-elected member and the date of re-election. The actual attendance rate (%) is calculated based on the number of Remuneration Committee meetings held during active duty and the number of actual attendance.
(V) The status of implementation of sustainable development and the deviation from the Sustainable Development Best-Practice Principles for TWSE/GTSM Listed Companies and the reasons therefor:
| Evaluation item | Operational status (Note 1) | Deviation from the Corporate Social Responsibility Best Practice Principles for TWSE/TPEx Listed Companies and reasons | ||
|---|---|---|---|---|
| Yes | No | Brief Description (Note 2) | ||
| I. Does the Company establish a governance structure to promote sustainable development, and set up a dedicated (or part-time) unit to promote sustainable development, with senior management authorized by the Board of Directors to handle, and how is the supervision of the Board of Directors? | ✓ | In accordance with the vision and mission of the Company's ESG policy, the "Sustainable Development Committee" was established in August 2022 as the highest sustainable development decision-making center within the Company. Chaired by President YU, SAN-CHUAN, the Committee works with many senior executives in different fields. Supervisors jointly examine the company's core operating capabilities and formulate medium- and long-term sustainable development plans. The "Sustainable Development Committee" acts as a cross-departmental communication platform for vertical integration and horizontal connection. Each year, task forces are established based on these issues to identify sustainability issues that are critical to company operations and stakeholders' concerns, formulate corresponding strategies and work guidelines, prepare budgets for each organization and sustainable development, plan and execute annual plans, and track the implementation results to ensure that the sustainable development strategy is fully implemented in the Company's daily operations. The Chair of the "Sustainable Development Committee" reports to the Board of Directors on the implementation results of sustainable development and future work plans every quarter. One meeting was held in 2024. The agenda included | No major deviations | |
| the development of the company's strategic plan and the development of the strategic plan for the TWSE and the TPEX. | ||||
| II. Does the Company have a strategic plan and the development of the company's strategic plan? | ✓ | In accordance with the vision and mission of the Company's ESG policy, the "Sustainable Development Committee" was established in August 2022 as the highest sustainable development decision-making center within the Company. Chaired by President YU, SAN-CHUAN, the Committee works with many senior executives in different fields. Supervisors jointly examine the company's core operating capabilities and formulate medium- and long-term sustainable development plans. The "Sustainable Development Committee" acts as a cross-departmental communication platform for vertical integration and horizontal connection. Each year, task forces are established based on these issues to identify sustainability issues that are critical to company operations and stakeholders' concerns, formulate corresponding strategies and work guidelines, prepare budgets for each organization and sustainable development, plan and execute annual plans, and track the implementation results to ensure that the sustainable development strategy is fully implemented in the Company's daily operations. The Chair of the "Sustainable Development Committee" reports to the Board of Directors on the implementation results of sustainable development and future work plans every quarter. One meeting was held in 2024. The agenda included | No major deviations | |
| III. Does the Company have a strategic plan and the development of the company's strategic plan? | ✓ | In accordance with the vision and mission of the Company's ESG policy, the "Sustainable Development Committee" was established in August 2022 as the highest sustainable development decision-making center within the Company. Chaired by President YU, SAN-CHUAN, the Committee works with many senior executives in different fields. Supervisors jointly examine the company's core operating capabilities and formulate medium- and long-term sustainable development plans. The "Sustainable Development Committee" acts as a cross-departmental communication platform for vertical integration and horizontal connection. Each year, task forces are established based on these issues to identify sustainability issues that are critical to company operations and stakeholders' concerns, formulate corresponding strategies and work guidelines, prepare budgets for each organization and sustainable development, plan and execute annual plans, and track the implementation results to ensure that the sustainable development strategy is fully implemented in the Company's daily operations. The Chair of the "Sustainable Development Committee" reports to the Board of Directors on the implementation results of sustainable development and future work plans every quarter. One meeting was held in 2024. The agenda included | No major deviations |
| Evaluation item | Operational status (Note 1) | Deviation from the Corporate Social Responsibility Best Practice Principles for TWSE/TPEx Listed Companies and reasons | ||
|---|---|---|---|---|
| Yes | No | Brief Description (Note 2) | ||
| (1) promotion of insider trading prevention, and implementation of education and training on ethical corporate management; (2) the Company's future sustainable development plan; (3) supervision of the implementation of sustainable operations, and evaluation of the implementation status. | ||||
| The Board of Directors listens to the reports (including the ESG report) of the management team on a regular basis every year. The management must propose the Company's strategies to the Board of Directors, and the Board of Directors must evaluate the likelihood of success of these strategies, and must also review the progress of the strategies frequently, and when necessary, make adjustments. | ||||
| II. Does the Company perform risk assessments when dealing with environmental, social, and corporate governance-related issues that concern the Company’s operations according to the materiality principle and define related risk management policies or strategies? | ☑ | The Company already had its “Corporate Social Responsibility Best Practice Principles” approved by the Board of Directors on March 23, 2020 and the implementation efficacy is reflected upon from time to time taking into consideration the developmental trends for corporate social responsibilities domestically and internationally and their correlation with the core corporate operation and improvements are constantly made in order to ensure that corporate social responsibility policies are fulfilled. Relevant departments will conduct risk assessments and formulate corresponding measures according to their duties, and review the risks on a regular basis. It is expected that the appointment of a corporate governance officer will be completed in the future, and related risk assessments will be reported to the Board of Directors. | No major deviations |
| Evaluation item | Operational status (Note 1) | Deviation from the Corporate Social Responsibility Best Practice Principles for TWSE/TPEx Listed Companies and reasons | ||
|---|---|---|---|---|
| Yes | No | Brief Description (Note 2) | ||
| III. Environmental Issues | ||||
| (I) Has the Company developed an appropriate environmental management system reflective of the industrial characteristics? |
(II) Is the Company committed to improving the efficiency of resource utilization and using recycled materials with low impact on the environment?
(III) Does the Company evaluate potential risks and opportunities now and in the future brought about by climate change for the corporation and adopts responsive measures to climate-related issues? | | | (I) At present, the Company has established an appropriate environmental management system in accordance with government regulations and the characteristics of the industry, and implemented and monitored environmental management in accordance with ISO 14001.
The Company’s environmental safety and health policies are as follows:
I. Comply with environmental safety regulations to achieve continuous improvement.
II. Implement environmental protection to prevent accidents.
III. Conserve energy resources and promote waste reduction activities.
IV. Engage in counseling and communication with all employees to create a healthy workplace.
(II) Effectively recycle resources and follow ISO 14001 requirements and audit and screen green suppliers to choose raw materials and supplies with minimal impacts on the environment.
(III) The Company designates the Board of Directors as the highest decision-making body for climate-related issues and has established the Sustainability Committee, chaired by the highest-level executive of the Operations Management Center. Each year, the Committee reviews the Company’s climate change strategies and targets, manages actions relating to climate change risks and | No major deviations |
| Evaluation item | Operational status (Note 1) | Deviation from the Corporate Social Responsibility Best Practice Principles for TWSE/TPEx Listed Companies and reasons | ||
|---|---|---|---|---|
| Yes | No | Brief Description (Note 2) | ||
| opportunities, reviews implementation status, discusses future plans, and reports to the Board of Directors. | ||||
| The consolidated Company assesses climate change risks and opportunities affecting the Company in accordance with the TCFD framework published by the Financial Stability Board. A comprehensive assessment is reinitiated every three years and reviewed and updated annually. At the end of 2024, the consolidated Company completed its latest climate risk assessment and identified the following three major risks from among 22 climate risk items: environmental regulations, increased raw material costs, and rising average temperatures. | ||||
| To reduce the above risk factors, the following measures are required to respond to climate change: | ||||
| Climate risk assessment: Identify and assess the potential impacts of climate change on the enterprise, such as conducting assessments using the TCFD framework. | ||||
| Emission reduction target setting: Establish clear greenhouse gas emission reduction targets, such as achieving carbon neutrality or net-zero emissions. | ||||
| Supply chain management: Work with suppliers to reduce carbon emissions and environmental risks within the supply chain. | ||||
| Climate adaptation: Adopt measures to adapt to the impacts of climate change, such as enhancing infrastructure resilience and adjusting production processes. |
| Evaluation item | Operational status (Note 1) | Deviation from the Corporate Social Responsibility Best Practice Principles for TWSE/TPEx Listed Companies and reasons |
|---|---|---|
| Yes | No | Brief Description (Note 2) |
| (IV)Does the Company tally the total greenhouse gas emissions, water usage, and waste generated over the past two years and have energy conservation and carbon reduction, greenhouse gas reduction, water reduction, or other waste management policies in place? | ||
| (IV)In line with the government's energy conservation and carbon policy, and the Ministry of Economic Affairs' "Regulations on Setting Energy Conservation Targets and Implementation Plans by Energy Users", the Company has established related medium-long term, long-term, and ongoing sustainable measures for electricity consumption. From 2015 to 2024, the average annual electricity saving rate reached 1.12%, reducing the impact on the natural environment as well as achieving energy-saving performance. In 2023 and 2024, electricity saving reduced CO2 emissions by 45.7076 CO2e and 4.5557 CO2e, respectively. Compared to 2023, CO2 emissions were slightly reduced by 45.1519 CO2e, but it still achieved the Ministry of Economic Affairs' standard of 0.29% electricity saving by 2024. | ||
| Greenhouse gas emissions in the last 2 years: | ||
| Water consumption | Greenhouse gas emissions | |
| 2023 | 19,296 tons | 36.7651 Co2e (Scope 1) |
| 3,266.0773 Co2e (Scope 2) | 18,537 kg, total weight of hazardous waste: 5,736 kg | |
| Weight: 5,736 kg | ||
| 2024 | 21,481 tons | 36.1056 Co2e |
| Evaluation item | Operational status (Note 1) | Deviation from the Corporate Social Responsibility Best Practice Principles for TWSE/TPEx Listed Companies and reasons | ||||
|---|---|---|---|---|---|---|
| Yes | No | Brief Description (Note 2) | ||||
| (Scope 1) | ||||||
| 4,434.2962 Co2e | ||||||
| (Scope 2) | weight of hazardous waste 2720.5 kg | |||||
| IV. Social Issues | ||||||
| (I) Has the Company developed related management policies and procedures in accordance with applicable laws and regulations and the International Bill of Human Rights? | ☑ | (I) Human Rights Policy | ||||
| We believe that human rights are the basic rights that all human beings should enjoy. Respecting human rights and creating a dignified working environment are critical to the sustainable development of the company. We strictly abide by the laws and regulations of all locations where we operate Human rights of all employees, including contract and temporary employees and interns. In addition to complying with the laws and regulations of the place of business operations, the Company also seeks to comply with the "United Nations Universal Declaration of Human Rights (UDHR)", "International Labor Organization - Declaration on Fundamental Principles and Rights at Work", "UN Guiding Principles The "Organization for Economic Co-operation and Development Guidelines for Multinational Enterprises" and the "Global Compact" and other international labor and human rights standards, and take actions consistent with the "RBA Code of Conduct", to treat with dignity and respect All personnel of Shengsheng. The Company implements the human rights policy in accordance with the following specific management plans and includes relevant content in the "Weisheng Code of Conduct" signed with all employees and the "Materials Procurement Contract" signed with | No major deviations |
| Evaluation item | Operational status (Note 1) | Deviation from the Corporate Social Responsibility Best Practice Principles for TWSE/TPEx Listed Companies and reasons | ||
|---|---|---|---|---|
| Yes | No | Brief Description (Note 2) | ||
| (II) Does the Company establish and implement reasonable employee welfare measures (including remuneration, leave and other benefits, etc.), and appropriately reflect the operating performance or results in the employee remuneration? | ☑ | suppliers. Employees and suppliers are subject to the same standards. |
Specific management plan
The Company has formulated relevant measures, such as: Sexual harassment prevention, complaint and disciplinary management measures, gender equality management procedures, and other related human rights risk mitigation measures.
(II)
1. The Company has reasonable compensation, promotion, and performance review management systems in place, and they are announced on the internal information platform and are reflected upon and optimized from time to time and are adjusted to meet operational demand.
2. The variable compensation provided by the Company is linked with the overall operational performance of the Company, internal organizational performance, and personal performance. The compensation strategy of “high performance high incentive” is being developed on the basis of “same pay for same work”.
3. The Company offered employee share subscription warrants in 2020, 2021 and 2025. They were planned and distributed according to each colleague’s contribution, performance, and significance in order to inspire and retain talent. A Shares Ownership Committee has been established to give employees the right to receive additional bonuses from the Company's incentives. | |
| Evaluation item | Operational status (Note 1) | Deviation from the Corporate Social Responsibility Best Practice Principles for TWSE/TPEx Listed Companies and reasons |
|---|---|---|
| Yes | No | Brief Description (Note 2) |
| (III)Does the Company provide employees with a safe and healthy work environment, and provide employees with safety and health education on a regular basis? | ✓ | |
| The Company also cooperates with the human resources department to implement safety and health education and training for new employees in accordance with internal management regulations. | ||
| Monitoring of the labor's working environment: | ||
| To grasp the actual conditions of the workplace environment and assess workers' exposure in their work environment, planning, sampling, monitoring, and analysis are conducted. To protect workers from exposure to hazardous substances in the workplace, and provide them with a healthy and comfortable working environment, the Company conducts 2 monitoring of the operating environment in March and September every year to gradually understand the actual exposure status of workers. | ||
| Industrial safety accomplishments over the past three years - statistics of employee disabling injuries | ||
| Year | Death | Disability |
| 2023 | ||
| 2024 | ||
| 2025 | Male:0 Female:0 | |
| Male:0 Female:0 | ||
| Male:0 Female:0 | Male:1 Female:1 | |
| Male:1 Female:1 | ||
| Male:1 Female:1 |
| Evaluation item | Operational status (Note 1) | Deviation from the Corporate Social Responsibility Best Practice Principles for TWSE/TPEx Listed Companies and reasons | ||
|---|---|---|---|---|
| Yes | No | Brief Description (Note 2) | ||
| (IV)Has the Company established an effective training program that helps employees develop skills over the course of their career? | ☑ | (IV)The Company has internal and external training, and cooperates with the government to implement the career development training under the talent development program. | ||
| (V) Does the Company comply with laws and international standards concerning customer health and safety, customer privacy, marketing, labeling of products and services, and define related policies and complaint-filing procedures to protect the rights of consumers? | (V) The Company's marketing and labeling of products and services are in compliance with relevant laws and international standards, and have obtained national certification and patent and trademark application certification in various countries. | |||
| (VI)Does the Company define supplier management policies and require that suppliers follow applicable regulations in issues such as environmental protection, occupational safety and health, or human rights of workers and how are they implemented? | ☑ | (VI)The Company has established the "Procedures for Management of Suppliers" to establish the screening conditions for the protection of the environment, human rights, safety, health and sustainable development of suppliers, and the requirements and expectations of suppliers in terms of environmental safety and health risks, prohibition of child labor, labor management, protection of basic rights and interests of workers, ethical standards and ethical corporate management. Enforces TS-16949 supplier management requirements and performs evaluations and audits and screens green suppliers as required by ISO 14001. The Company may terminate any agreements in accordance with the Supplier Management Regulations, which clearly stipulates the relevant violations. | ||
| V. Does the Company prepare the Corporate | ☑ | No major deviations |
| Evaluation item | Operational status (Note 1) | Deviation from the Corporate Social Responsibility Best Practice Principles for TWSE/TPEx Listed Companies and reasons | |||
|---|---|---|---|---|---|
| Yes | No | Brief Description (Note 2) | |||
| Social Responsibility Report or other reports disclosing non-financial information of the Company by referring to international general principles or guidelines in the preparation of reports? Are there opinions from a third-party qualification unit to validate or guarantee the said reports? | (I) The Company releases information concerning the Company and other significant information on the Market Observation Post System as required by applicable laws and regulations and provides links to its website: http://www.cubelec.com.tw. | ||||
| VI. If the Company has established its own CSR principles according to the Corporate Social Responsibility Best Practice Principles for TWSE/TPEx Listed Companies, please describe the differences between its implementation and the established principles: The Company already had its “Corporate Social Responsibility Best Practice Principles” approved by the Board of Directors on March 23, 2020 and has been promoting various types of corporate social activities after having taken into consideration the developmental trends for corporate social responsibilities domestically and internationally and their correlation with the overall operational activities of the Company itself and other businesses within the Group. The Company periodically makes improvements after having examined the operational status according to the Principles and no major deviations have occurred so far. | |||||
| VII. Other Important Information to Help Understand Utilization of Corporate Social Responsibilities: | |||||
| Social responsibility item | Implementation status | Detailed information on enforcement or planning | |||
| Not enforced | Enforced | Being planned | |||
| 1. Environmental protection | |||||
| (1) Preparation of written environmental protection policies | ☑ | The Company has the “Environmental Policy Preparation Procedure” in place to help enforce environmental protection policies. | |||
| (2) Compliance with applicable environmental protection laws and regulations | ☑ | The Company is ISO 14001 certified and continues to reinforce environmental protection. | |||
| (3) Others (such as development of technologies, equipment, and | ☑ | The Company has the “Waste Treatment and Control Operational Guide” in place and energy |
| Evaluation item | Operational status (Note 1) | Deviation from the Corporate Social Responsibility Best Practice Principles for TWSE/TPEx Listed Companies and reasons | |||||
|---|---|---|---|---|---|---|---|
| Yes | No | Brief Description (Note 2) | |||||
| activities to help conserve energy, reduce pollution, and prevent pollution, reutilization of resources, recycling and reduction of waste, and banned use of hazardous substances, etc). | conservation continues to be promoted, such as waste classification and recycling and reusable dining ware to fulfill the goal of reducing waste and recycling resources. | ||||||
| 2. Community involvement | |||||||
| (1) Community involvement and charity event | ✓ | The Company answers to charity events to help minorities from time to time and proactively takes part in other relevant events to be a friendly neighbor. | |||||
| (2) Others (such as community support and investment, in terms of workforce, resources, knowledge, and skills, etc, to ensure health and safety in the community, etc). | ✓ | Same as above. | |||||
| 3. Community contributions | |||||||
| (1) Donations to charities and educational, medical, and artistic events | ✓ | The Company answers to charity events to help minorities from time to time and proactively takes part in other relevant events to be a friendly neighbor. | |||||
| (2) Others (such as helping underdeveloped countries and providing job opportunities for minorities, etc) | ✓ | Same as above. | |||||
| 4. Community service |
| Evaluation item | Operational status (Note 1) | Deviation from the Corporate Social Responsibility Best Practice Principles for TWSE/TPEx Listed Companies and reasons | |||||
|---|---|---|---|---|---|---|---|
| Yes | No | Brief Description (Note 2) | |||||
| (1) Promotion of social welfare | ✓ | The Company answers to charity events to help minorities from time to time and proactively takes part in other relevant events to be a friendly neighbor. | |||||
| (2) Others | ✓ | Same as above. | |||||
| 5. Human right | |||||||
| (1) Fulfillment of applicable regulatory requirements for workers under the Labor Standards Act | ✓ | Requirements of applicable personnel laws and regulations (such as the “Personnel Regulations”) meet the requirements of the Labor Standards Act and there are specialized people to take care of related matters for the sake of protecting the fundamental rights of employees. | |||||
| (2) Others (such as protecting equal opportunities of employees and job seekers and protecting employees against harassment and discrimination, etc) | ✓ | Regulations governing the protection of applicable rights of employees and job seekers are available in the Company’s “Employee Code of Conduct” and a gender equity-based work environment laid out in the said Code is based on the “Sexual Harassment Prevention Act”. | |||||
| VIII. If the corporate social responsibility report contains qualifications by related qualifying bodies, they shall be specified: The Company has not prepared its Corporate Social Responsibility Report, but the Company is IATF-16949 and ISO 14000, ISO 26262, and ISO 45001-certified. |
Note 1: If "Yes" is checked for the operational status, please explain the important policy, strategy, measures, and implementation status adopted. If "No" is checked, please explain why and explain the plan to adopt related policies, strategies, and measures in the future.
Note 2: If the Company has the Corporate Social Responsibility Report in place, the brief description may be replaced by noting "Refer to the Corporate Social Responsibility Report" and indexing the page number.
Note 3: Materiality principle refers to the fact that applicable environmental, social, and corporate governance issues have material impacts on the Company's investors and other stakeholders.
(VI)Implementation of ethical management practices, and the differences and reasons compared to the ethical management guidelines of listed companies:
| Evaluation item | Operational status (Note 1) | Deviation from Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies and Reasons | ||
|---|---|---|---|---|
| Yes | No | Brief Description | ||
| I. Establishment of ethical corporate management policy and proposal(I) Has the company established an ethical management policy approved by the Board of Directors, and clearly stated this policy and its practices in regulations and external documents, along with the commitment of the Board and senior management to actively implement these policies? | ✓ | (I) The Company has established the ethical corporate management policy, and upholds the principle of ethical corporate management, and abides by the Company Act, Securities and Exchange Act, Business Entity Accounting Act, TWSE/TPEx-listed company regulations or other commercial activities related laws and regulations. Through the corporate governance, risk control mechanism and comprehensive internal management measures, the Company prevents unethical conducts from occurring, in order to create a good sustainable business environment.(II) The Company has established the "Procedures for Ethical Management and Guidelines for Conduct" and the "Code of Ethical Conduct" to provide new recruits with introduction training and promotion to improve the behavioral and ethical standards of employees. For the sake of promoting and communicating ethical behavior, the Company holds reading and | The company has established the "Management Measures for Ethical Management", "Operational Procedures and Behavior Guidelines for Ethical Management", and "Code of Ethical Conduct", and has implemented these regulations. |
| Evaluation item | Operational status (Note 1) | Deviation from Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies and Reasons | ||
|---|---|---|---|---|
| Yes | No | Brief Description | ||
| (III) Does the company clearly define operational procedures, behavior guidelines, disciplinary actions for violations, and a grievance system within its unethical behavior prevention plan, ensure its implementation, and regularly review and revise the plan? | ☑ | sharing sessions periodically for the core competencies specified in the Career Development Handbook and examples of related acts. They help reinforce ideas about integrity and self-discipline. Applicable rewards and penalties and complaints are available in the “Operating Procedure for and Behavioral Guide to Ethical Corporate Management Best Practice” and the “Ethical Code of Conduct”, too. |
(III) The Company's contract signing department has a legal affairs unit to review the contracts to prevent any illegal content. | |
| II. Implementation of ethical corporate management
(I) Does the Company evaluate the integrity of its trading counterparties and expressly provide the ethical management clauses in the contracts it signs with its trading counterparties? | ☑ | | (I) The Company's business activities are reviewed and evaluated by the sales department, while the suppliers are evaluated by the purchasing department and the quality assurance department. The legal department reviews the terms of the signed contracts to avoid transactions with suppliers that have a history of unethical behavior. In addition, the Company specifies in its Code of Conduct and applicable employee disciplinary personnel regulations that it is prohibited | Requirements of the Ethical Corporate Management Best Practice Principles for TWSE/TPEx-Listed Companies are fulfilled. |
| Evaluation item | Operational status (Note 1) | Deviation from Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies and Reasons | ||
|---|---|---|---|---|
| Yes | No | Brief Description | ||
| (II) Does the Company have a dedicated (or part-time) unit under the Board of Directors to promote ethical corporate management, and does it regularly (at least once a year) report to the Board of Directors on its ethical corporate management policy and plan to prevent unethical behavior and the status of supervision of its implementation? | ☑ | for employees to provide, accept, or demand gifts of value while performing duties at work and that suppliers may not spontaneously provide gifts or briberies. Any violation is subject to immediate discontinuation of business to ensure the most reasonable quotations and best quality and soundest services. |
(II) The Company has always operated in good faith, established a good governance system for the Board of Directors, strengthened the supervisory function and strengthened the management function. The Company has formulated the Regulations Governing Procedure for Board of Directors Meetings in accordance with the regulations for compliance. The Company has not set up an exclusive unit to take charge of promoting ethical corporate management now. Related departments are to take their responsibilities by enforcing and promoting ethical corporate management policies during operation.
(III) The Company's relevant internal management measures are published on the Company's internal platform, and | |
| (III) Does the Company have a policy to prevent conflicts of interest, provide appropriate communication channels, and implement such policies? | ☑ | | | |
| Evaluation item | Operational status (Note 1) | Deviation from Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies and Reasons | ||
|---|---|---|---|---|
| Yes | No | Brief Description | ||
| employees are notified of the amendments. | ||||
| In addition, the recusal system in case of conflicting interests for directors is defined in the Company’s Rules of Procedure for the Board of Directors’ Meetings. In cases of conflicting interests for the director or the corporation represented by the director in any matters discussed in the Board of Directors’ meeting that is likely to harm the interests of the Company, the proposer may state opinions and answer questions but may not take part in the discussions or cast a vote and shall be excused during discussion and voting and the director may not exercise voting rights on behalf of any other director. | ||||
| The Company has prepared the “Anti-Insider Trading Regulations” and the “Important Message Announcement Regulations” where it is specified that directors, supervisors, managers, and employees may not disclose significant internal information that they became aware of to someone else, may not inquire about or collect significant internal information yet to be released by the Company from someone who is familiar |
| Evaluation item | Operational status (Note 1) | Deviation from Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies and Reasons | ||
|---|---|---|---|---|
| Yes | No | Brief Description | ||
| (IV)In order to implement ethical management, has the Company established an effective accounting system and internal control system, and has the internal audit unit formulate relevant audit plans based on the assessment results of the risk of unethical conduct, and conduct audits on the compliance with the prevention of unethical conduct plans, or entrust a CPA to perform audits? | ☑ | with such information, or disclose significant internal information yet to be released by the Company. | ||
| (IV)The Company has established an effective accounting system and internal control system, and formulated relevant operating guidelines, and reviews and revises it at any time in accordance with legal regulations or actual operating needs. | ||||
| The Company’s managers, respective internal units, and subsidiaries and audit unit shall at least check the internal control system on their own once a year and prepare a report. Self-inspections of the internal control systems are precisely performed. | ||||
| The audit unit strictly follows the Annual Audit Plan approved by the Board of Directors while performing inspections. The Audit Officer submits the report in the next month following completion of the audit (or follow-up) for review by the supervisors and is seated in the Board of Directors meeting to give a presentation on the audit performed. | ||||
| (V) The Company organizes regular internal and external education and training on ethical management every year. On November 27, 2025, the Company | ||||
| (V) Does the Company organize internal and external education and training on ethical management on a regular basis? | ☑ |
| Evaluation item | Operational status (Note 1) | Deviation from Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies and Reasons | ||
|---|---|---|---|---|
| Yes | No | Brief Description | ||
| organized a course to promote legal awareness among managers regarding "Prevention of Insider Trading" and "Ethical Corporate Management". The course covered the contents of ethical principles, confidentiality of material information, the cause of insider trading, the scope of material information, and the illegal effects. There were 17 participants in total for a total of 17 hours. | ||||
| III. Operation of the Company's whistleblower system | ||||
| (I) Does the Company have a specific whistleblowing and reward system stipulated, a convenient whistleblowing channel established, and a dedicated staff assigned to deal with the whistleblowing? |
(II) Does the Company have standard operating procedures in place to investigate reports, follow-up measures to be taken after the investigation is completed, and related confidentiality mechanisms?
(III)Does the Company take measures to protect the whistleblowers from improper treatment due to their whistleblowing? | ☑ | | (I) The Company has established a specific whistleblowing and reward system, and established a convenient whistleblowing channel, and set up a mailbox on the Company's website, which is handled by dedicated personnel: http://www.cubelec.com.tw
(II) The Company has multiple whistleblowing and complaint-filing channels available, such as email, employee poll box, labor-management meetings, and applicable requirements and standard operating procedures and related confidentiality mechanisms are available.
(III) The Company specifically defines applicable regulations and penalties for | Requirements of the Ethical Corporate Management Best Practice Principles for TWSE/TPEx-Listed Companies are fulfilled. |
| Evaluation item | Operational status (Note 1) | Deviation from Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies and Reasons | ||
|---|---|---|---|---|
| Yes | No | Brief Description | ||
| violators and had adopted related protective measures. | ||||
| IV. Enhance information disclosure | ||||
| (I) Does the Company disclose its ethical corporate management best practice principles and the effectiveness of its promotion on its website and the MOPS? | ☑ | (I) The Company releases information concerning the Company and other significant information on the Market Observation Post System as required by applicable laws and regulations and related information is disclosed on the corporate website, too: http://www.cubelec.com.tw. | ||
| (II) The Company will proactively prepare and discuss the disclosure of information on ethical corporate management. | The Company has the “Ethical Corporate Management Best Practice Principles” in place and the regulatory requirements are being fulfilled. | |||
| V. If the Company has established its own ethical corporate management best practice principles in accordance with the "Ethical Corporate Management Best Practice Principles for TWSE/TPEx Listed Companies", please describe the current practices and any deviations from the best practice principles: There are no deviations between the Company’s operations and the established principles and regulations. | ||||
| VI. Other important information that helps to understand the Company's ethical corporate management practices: The Company reflects upon and amends the Principles timely according to current laws and regulations. |
Note 1: "Yes" or "No", clarifications shall be provided in the field for "brief description" of operations.
(VII) Other important information that can enhance understanding of the company's governance operations may also be disclosed:
- Whether the Company has established the employee code of conduct or ethics: The Company has established the "Work Rules - Personnel Management Regulations" to regulate the behavior of employees during their service with the Company.
- Whether the Company has established internal procedures for handling material information: The Company has established the "Regulations Governing the Announcement of Material Information and Prevention of Insider Trading" to ensure the consistency and accuracy of the information announced to the public and to strengthen the prevention of insider trading.
- Other relevant information is disclosed on the MOPS: http://mops.twse.com.tw.
.
(VIII)Implementation of Internal Control System
- Internal Control System Declaration
CUB ELECPARTS INC
Internal Control System Declaration
Date: March 10, 2026
The Company states the following for its 2025 internal control system based on the results of self-evaluation:
I. The Company is aware that the establishment, implementation and maintenance of the internal control system are the responsibility of the Board of Directors and managers. The Company has established such a system. It is meant to reasonably ensure fulfillment of the operational efficacy and efficiency (including profits, performance, and protection of asset security), reporting reliability, timeliness, transparency, and compliance with applicable regulations, laws, and regulatory requirements, among other goals.
II. The internal control system has inherent limitations. No matter how robust the design is, an effective internal control system can only provide reasonable assurance for the three goals mentioned above. In addition, changes in the environment and circumstances may alter the effectiveness of the internal control system. However, the Company has a self-monitoring mechanism under its internal control system. Once deficiencies are identified, the Company will take corrective actions.
III. The Company determines the effectiveness of its internal control system design and execution based on the internal control system effectiveness judgment items stipulated in the "Regulations Governing Establishment of Internal Control Systems by Public Companies" (hereinafter referred to as the "Regulations"). The items adopted in the Governing Regulations for determining the internal control system are the five constitutional elements of the internal control system divided according to the management and control process: 1. control environment, 2. risk assessment, 3. control process, 4. information and communication, and 5. supervision. Each element further encompasses several items. For the above-mentioned items, refer to the requirements in the "Governing Regulations".
IV. The Company has adopted the above internal control system judgment items to evaluate the effectiveness of design and execution of the internal control system.
V. Based on the evaluation results in the preceding paragraph, the Company believes that its internal control system (including supervision and management of subsidiaries) as of December 31, 2025, including the understanding of the effectiveness of operations and the degree to which efficiency targets are achieved, reliable, timely, and transparent reporting, and compliance with relevant standards and laws and regulations, is effective in its design and implementation, and can reasonably ensure the achievement of the above-mentioned objectives.
VI. This statement will become an integral part of the annual report and prospectus, and will be disclosed to the public. In case of falsification or concealment, among other illegal conditions, with the above-mentioned released contents, liabilities under Articles 20, 32, 171, and 174 of the Securities and Exchange Act will be sought.
VII. This statement was approved by the Board of Directors on March 10, 2026. Of the 8 directors present, 0 had objections, and the rest agreed with the contents of this statement and hereby declare.
CUB ELECPARTS INC
Chairman: Huang, Shu-Yuan
President: Yu, Shan-Chuan
- If the Company has commissioned a CPA to audit the internal control system, the CPA's audit report shall be disclosed: None
(IX) Important decisions reached in shareholders' meetings and made by the Board of Directors over the past year up to the date when the Annual Report was printed
- Important resolutions reached in the shareholders' meeting
April 30, 2026
| Date | Important matters for a decision | Implementation status |
|---|---|---|
| May 27, 2025 2025 Annual Shareholders' Meeting | Proposals and Discussion | |
| (1) The 2024 business report and financial statements are hereby submitted for your adoption. | Related statements and reports have been filed for reference and announced and declared with the competent authority as required by applicable laws and regulations such as the Company Act. | |
| (2) The 2024 earnings distribution proposal is hereby submitted for your adoption. | Cash dividends of NT$281,835,216 (NT$2.07357 per share) were distributed on July 24, 2025. |
- Important decisions of the Board of Directors
| Date | Important matters for a decision | Implementation status |
|---|---|---|
| March 7, 2025 | Proposals and Discussion 1. 2024 financial statements and consolidated financial statements. Please review. 2. 2024 Business Report. Please discuss 3. Please kindly discuss the proposal for the distribution of earnings in 2024. 4. Change of CPA case, brought forth for discussion. 5. Review of the Company's 2024 remuneration plan for directors, supervisors and employees. Please resolve. 6. Proposal to issue the 2024 Statement of Internal Control. Please discuss. 7. Amendments to the "Articles of Incorporation". Please discuss. 8. Description of the resignation of the CFO of the Company. Please report. 9. Proposal to change the Company's financial director. Please discuss. 10. The Company's newly appointed Chief Marketing Officer. Please discuss. 11. Full re-election of directors and independent directors, brought forth for discussion. 12. Related procedures for nominating director and independent director candidates, brought forth for discussion. 13. Nomination of director, independent director and review of qualifications of independent director candidates. Please discuss. 14. Lifting of business strife limitations for new directors, brought forth for discussion. 15. Please kindly discuss the proposal for the 2025 shareholders' meeting. 16. Proposal of the 2025 shareholders' meeting to accept proposals from shareholders holding more than 1% of the shares. Please discuss. 17. Proposal to increase the amount of new endorsement/guarantee limit for the subsidiary, 3S System Technology Inc., to NT$1,660,000 thousand and cancel the original endorsement/guarantee limit of NT$1,660,000 thousand. Please discuss. 18. Proposal to increase the amount of new endorsement/guarantee limit for the subsidiary, HARBINGER TECHNOLOGY CORPORATION, to NT$1,000,000 thousand and cancel the endorsement/guarantee limit of NT$800,000 thousand. Please discuss. 19. Intended additions for the line of credit from banks, brought forth for discussion. 20. Intended extensions of contracts on lines of credit with banks, brought forth for discussion. | The decisions made during the current Board of Directors meeting did not differ from what were actually enforced. |
| April 8, 2025 | Proposals and Discussion 1. Proposal to repurchase the Company's shares in order to maintain the Company's credit and shareholders' equity interests, submitted for | The decisions made during the current |
| discussion. | Board of Directors meeting did not differ from what were actually enforced. | |
|---|---|---|
| May 12, 2025 | • Proposals and Discussion | |
| 1. Propose to review the Company's consolidated financial statements for the first quarter of 2025. Please review. | ||
| 2. Proposal for the replacement project of the air conditioning system main unit and cooling water tower for Building A, submitted for discussion. | ||
| 3. Proposal for defining the scope of the Company’s entry-level employees, submitted for approval. | ||
| 4. Proposal to approve an additional endorsement and guarantee limit of NT$150,000 thousand for the subsidiary CUBTEK INC., submitted for discussion. | ||
| 5. Proposal for the Company to establish a subsidiary in Indonesia, submitted for discussion. | ||
| 6. Intended additions for the line of credit from banks, brought forth for discussion. | ||
| 7. Intended extensions of contracts on lines of credit with banks, brought forth for discussion. | The decisions made during the current Board of Directors meeting did not differ from what were actually enforced. | |
| May 27, 2025 (Special Board Meeting) | • Proposals and Discussion | |
| 1. Proposal for the election of the Chairman of the Board. | The decisions made during the current Board of Directors meeting did not differ from what were actually enforced. | |
| August 11, 2025 | • Proposals and Discussion | |
| 1. Propose to review the Company's consolidated financial statements for the second quarter of 2025. Please review. | ||
| 2. Proposal to approve an additional endorsement and guarantee limit of NT$100,000 thousand for the subsidiary HARBINGER TECHNOLOGY CORPORATION, submitted for discussion. | ||
| 3. Proposal regarding the disclosure matters of the Company’s 2024 sustainability report, submitted for discussion. | ||
| 4. Proposal to establish a joint venture manufacturing facility in Indonesia with PT ARTA ALAM PRIMA, submitted for discussion. | ||
| 5. Proposal to acquire the “Counter-Drone System” technology and participate in the Ministry of National Defense tender project, submitted for discussion. | ||
| 6. Proposal regarding the change of the Company’s spokesperson, submitted for resolution. | ||
| 7. Proposal for the election of the chairperson of the Company’s 6th Remuneration Committee, submitted for resolution. | ||
| 8. Proposal for the Company’s capital reduction through share cancellation, submitted for discussion. | ||
| 9. Director Jyun Ruei Investment Co., Ltd. proposes to reassign its representative. | The decisions made during the current Board of Directors meeting did not differ from what were actually enforced. | |
| September 5, 2025 | • Proposals and Discussion | |
| 1. Intended issuance of employee share subscription warrants for 1,500,000 shares and preparation of the “Regulations for Issuance and Subscription of Employee Share Subscription Warrants”, brought forth for discussion. | ||
| 2. Proposal for conversion of the 3rd domestic unsecured convertible corporate bonds to common stock for change of share capital, brought forth for discussion. | The decisions made during the current Board of Directors meeting did not differ from what were |
| actually enforced. | ||
|---|---|---|
| September 10, 2025 | • Proposals and Discussion | |
| 1. Proposal for the amendment to the Company’s 2024 earnings distribution table, submitted for discussion. | The decisions made during the current Board of Directors meeting did not differ from what were actually enforced. | |
| October 1, 2025 | • Proposals and Discussion | |
| 1. List of managers entitled to the employee share subscription warrants issued and the number of warrants involved, brought forth for discussion. | ||
| 2. List of Non managers entitled to the employee share subscription warrants issued and the number of warrants involved, brought forth for discussion. | The decisions made during the current Board of Directors meeting did not differ from what were actually enforced. | |
| November 11, 2025 | • Proposals and Discussion | |
| 1. Propose to review the Company's consolidated financial statements for the third quarter of 2025. Please review. | ||
| 2. Proposal to increase the amount of new endorsement/guarantee limit for subsidiary ITM Engine Components, Inc. by US$1,500 thousand and cancel the original endorsement/guarantee limit of US$1,500 thousand. Please discuss. | ||
| 3. Proposal for the construction project of the clean room in Building K, submitted for discussion. | ||
| 4. The proposal for the remuneration to directors and managers for 2026. Please resolve. | ||
| 5. Proposal for the 2026 work plan of the Company’s Remuneration Committee, submitted for resolution. | ||
| 6. Intended extensions of contracts on lines of credit with banks, brought forth for discussion. | The decisions made during the current Board of Directors meeting did not differ from what were actually enforced. | |
| December 30, 2025 | • Proposals and Discussion | |
| 1. Proposal to submit the Company’s 2026 financial budget plan. | ||
| 2. Proposal regarding the definition of salary levels for entry-level employees who are not managerial personnel. | ||
| 3. Proposal for the purchase of production equipment for relocating European tire pressure monitoring system manufacturing back to Taiwan. | ||
| 4. Amendments to the Company's "Internal Control System" and "Procedures for Internal Audit" | ||
| 5. 2026 audit plan. | ||
| 6. Proposal to amend the Company’s “Sustainable Development Best Practice Principles,” submitted for discussion. | ||
| 7. Intended extensions of contracts on lines of credit with banks, brought forth for discussion. | ||
| 8. Intended additions for the line of credit from banks, brought forth for discussion. | ||
| 9. Building K clean room construction project. | ||
| 10. Proposal to acquire a physical testing unit of the “Counter-Drone System” and participate in tender projects for the Ministry of National Defense and various government agencies, including requirements for testing, verification, bidding, and POC, submitted for discussion. | The decisions made during the current Board of Directors meeting did not differ from what were actually enforced. |
(X) Recent years and up to the date of publication of the annual report, directors or supervisors who disagreed with important resolutions passed by the Board of Directors and whose dissent was recorded or stated in writing: None.
IV. Information on CPA professional fees
| Name of Accounting Firm | Name of CPA | Duration of audit | Remarks | |
|---|---|---|---|---|
| KPMG | Yan-Hui Chen | Shih-Hua Kuo | January 1, 2025 - December 31, 2025 |
Currency: NTD thousand
| Public expenditure Value bracket | Audit public expenditure | Non-audit public expenditure | Total | |
|---|---|---|---|---|
| 1 | Below $2,000,000.00 | - | - | |
| 2 | $2,000,000.00 (inclusive) ~ $4,000,000.00 | - | - | |
| 3 | $4,000,000.00 (inclusive) ~ $6,000,000.00 | |||
| 4 | $6,000,000.00 (inclusive) ~ $8,000,000.00 | |||
| 5 | $2,000,000.00 (inclusive) ~ $4,000,000.00 | |||
| 6 | Above $10,000,000.00 (inclusive) |
V. Information on Public Expenditure on CPAs
| Name of Accounting Firm | Name of CPA | Audit public expenditure | Non-audit public expenditure | Duration of audit | Remarks | ||||
|---|---|---|---|---|---|---|---|---|---|
| System design | Business registration | Human resources | Others (Note 1) | Subtotal | |||||
| KPMG | Yan-Hui Chen | 2,960 | 0 | 110 | 0 | 1,789 | 1,899 | January 1, 2025 – December 31, 2025 | Note 1 |
| Shih-Hua Kuo |
The public expenditure on CPAs shall be disclosed under one of the following circumstances:
(I) If the non-audit fees paid to the CPA, the CPA firm and its affiliates amount to more than one-fourth of the audit fees, the amount of audit and non-audit fees and the contents of non-audit services shall be disclosed: Content of non-audit services and amount of expenses: (Note 1)
- Transfer pricing report fees for 2023 and 2024: NT$481 thousand
- Consulting service fees and third-party assurance service fees for the 2024 sustainability report: NT$1,038 thousand
- Review service fees for the 2025 application for issuance of restricted stock awards for employees and related attachments: NT$270 thousand
(II) When the accounting firm is changed and the audit fee in the year of replacement is reduced compared to that in the preceding year, the amount, ratio, and cause of the reduction in audit fee shall be disclosed: None.
(III) If the audit fee is reduced by more than 15% compared to the previous year, the amount of reduction, percentage and reason of the reduction in audit fee shall be disclosed: None.
The Company reported to the Board of Directors on March 10, 2026 and regularly evaluates the independence of the CPAs every year. KPMG Taiwan issued an independence statement. The independence standards include: the personal independence of all members (financial interests, financing guarantees, employment relationships, etc.), business relationships with clients, the
CPA rotation system, and non-audit service policies and procedures. The evaluation results are all in line with independence.
VI. Disclosure of the name, position, and duration of service at the firms or their affiliates that the Company's Chair, President, or managers in charge of financial or accounting affairs over the past year, if any: None.
VII. Changes in the transfer and pledge of equity among directors, supervisors, managers, and shareholders with a holding ratio exceeding $10\%$ in the past year and up to the date the Annual Report was printed:
(I) Changes in equity of directors, supervisors, managers, and major shareholders
Unit: Share
| Position | Name | 2024 | 2025 | As of March 28, 2026 | |||
|---|---|---|---|---|---|---|---|
| Increase/Decrease in the number of shares held | Increase/Decrease in the number of shares pledged | Increase/Decrease in the number of shares held | Increase/Decrease in the number of shares pledged | Increase e/Decrease in the number of shares held | Increase e/Decrease in the number of shares pledged | ||
| Major Shareholders | Jun Chang Investment Co, Ltd | (134,000) | (5,050,000) | (225,000) | 2,100,000 | - | - |
| Director and Major Shareholder | Jun Rui Investment Co, Ltd | (161,000) | 5,000,000 | (310,000) | - | - | - |
| Chairman | Huang Shu-Yuan | - | - | - | - | - | - |
| Director | Hsieh Hsiu-Chi | - | - | - | - | - | - |
| Director | Chang Tzu-Hsiung | - | - | - | - | - | - |
| Independent director | Chou Ying-Hung | - | - | - | - | - | - |
| Independent director | Chang Kung-Pi | - | - | - | - | - | - |
| Independent director | Chang Chuan-Li | - | - | - | - | - | - |
| Independent director | Zhan, Zheng-En | - | - | - | - | - | - |
| President | Yu San-Chuan | (131,000) | (5,750,000) | (167,000) | (4,450,000) | - | - |
| Vice President | Hung Yuan-Tung | 164 | - | - | - | - | - |
| Vice President | Lin Kun-Sheng | - | - | - | - | - | - |
| Senior Vice President | Ching-Wen Hsu | - | - | - | - | - | - |
| Chief Technology Officer | Chou De-Xin | - | - | - | - | - | - |
| Chief Marketing Officer | Wu Po-Cheng | - | - | - | - | - | - |
| Head of Accounting | Liu Wan-Hua | - | - | - | - | - | - |
| Spokesperson | Wu Po-Cheng | - | - | - | - | - | - |
(II) Information on transfer of equity: The counterparties of equity transfer are not related persons, so it is not applicable.
(III)Information on pledge of equity: None.
VIII. Information of relationship among Top 10 shareholders who are related, spouses, or relatives within the second degree of kinship:
Unit: Shares; March 28, 2026
| NAME | SHARES HELD BY THE SHAREHOLDER | SHARES CURRENTLY HELD BY THE SPOUSE AND MINOR CHILD(REN) | TOTAL SHARES HELD IN SOMEONE ELSE'S NAME | THE TITLE OR NAME AND RELATIONSHIP AMONG SHAREHOLDERS IN THE TOP SHAREHOLDING LIST WHO ARE RELATED, SPOUSE TO EACH OTHER, OR RELATIVES WITHIN THE SECOND DEGREE OF KINSHIP | REMARKS | ||||
|---|---|---|---|---|---|---|---|---|---|
| Share(s) | SHARE HOLDING PERCENTAGE | SHARE(S) | SHARE HOLDING PERCENTAGE | SHARE(S) | SHAREHOLDING PERCENTAGE | NAME (OR NAME) | AFFILIATION | ||
| Jun Chang Investmen Co, Ltd Representative: Yu San Chuan | 15,497,089 | 11.40 | Not applicable. | Not applicable. | - | - | Yu San-Chuan Huang Shu-Yuan Yu Ya-Chin Yu Yu-Shih Yu Yu-Tao | Chair of the company Director of the Company Relative of the Chair within the first degree of kinship Relative of the Chair within the first degree of kinship Relative of the Chair within the first degree of kinship | - |
| 9,014,575 | 6.63% | 7,587,862 | 5.58% | - | - | Huang Shu-Yuan Yu Ya-Chin Yu Yu-Shih Yu Yu-Tao | Spouse Relative within the first degree of kinship Relative within the first degree of kinship Relative within the first degree of kinship | - | |
| Jun Rui Investment Co Ltd Representative: Huang Shu-Yuan | 14,489,668 | 10.66% | Not applicable. | Not applicable. | - | - | Huang Shu-Yuan Yu San-Chuan Yu Yu-Shih Yu Yu-Tao Yu Ya-Chin | Chair of the company Chair of the Company Relative of the Chair within the first degree of kinship Relative of the Chair within the first degree of kinship Relative of the Chair within the first degree of kinship | - |
| 7,587,862 | 5.58% | 9,014,575 | 6.63% | - | - | Yu San-Chuan Yu Yu-Shih | Spouse Relative within the first degree of | - |
| NAME | SHARES HELD BY THE SHAREHOLDER | SHARES CURRENTLY HELD BY THE SPOUSE AND MINOR CHILD(REN) | TOTAL SHARES HELD IN SOMEONE ELSE'S NAME | THE TITLE OR NAME AND RELATIONSHIP AMONG SHAREHOLDERS IN THE TOP SHAREHOLDING LIST WHO ARE RELATED, SPOUSE TO EACH OTHER, OR RELATIVES WITHIN THE SECOND DEGREE OF KINSHIP | REMARKS | ||||
|---|---|---|---|---|---|---|---|---|---|
| Share(s) | SHARE HOLDING PERCENTAGE | SHARE(S) | SHARE HOLDING PERCENTAGE | SHARE(S) | SHAREHOLDING PERCENTAGE | NAME (OR NAME) | AFFILIATION | ||
| Yu Yu-Tao Yu Ya-Chin | kinship Relative within the first degree of kinship Relative within the first degree of kinship | ||||||||
| Yu Yu-Shih | 10,341,653 | 7.61% | - | - | - | - | Yu San-Chuan Huang Shu-Yuan Yu Ya-Chin Yu Yu-Tao | Relative within the first degree of kinship Relative within the first degree of kinship Relative within the second degree of kinship Relative within the second degree of kinship | - |
| Yu Yu-Tao | 9,159,883 | 6.74% | - | - | - | - | Yu San-Chuan Huang Shu-Yuan Yu Ya-Chin Yu Yu-Shih | Relative within the first degree of kinship Relative within the first degree of kinship Relative within the second degree of kinship Relative within the second degree of kinship | - |
| Yu San-Chuan | 9,014,575 | 6.63% | 7,587,862 | 5.58% | - | - | Huang Shu-Yuan Yu Ya-Chin Yu Yu-Shih Yu Yu-Tao | Spouse Relative within the first degree of kinship Relative within the first degree of kinship Relative within the first degree of kinship | - |
| Huang Shu-Yuan | 7,587,862 | 5.58% | 9,014,575 | 6.63% | - | - | Yu San-Chuan Yu Yu-Shih Yu Yu-Tao Yu Ya-Chin | Spouse Relative within the first degree of kinship Relative within | - |
| NAME | SHARES HELD BY THE SHAREHOLDER | SHARES CURRENTLY HELD BY THE SPOUSE AND MINOR CHILD(REN) | TOTAL SHARES HELD IN SOMEONE ELSE'S NAME | THE TITLE OR NAME AND RELATIONSHIP AMONG SHAREHOLDERS IN THE TOP SHAREHOLDING LIST WHO ARE RELATED, SPOUSE TO EACH OTHER, OR RELATIVES WITHIN THE SECOND DEGREE OF KINSHIP | REMARKS | ||||
|---|---|---|---|---|---|---|---|---|---|
| Share(s) | SHARE HOLDING PERCENTAGE | SHARE(S) | SHARE HOLDING PERCENTAGE | SHARE(S) | SHAREHOLDING PERCENTAGE | NAME (OR NAME) | AFFILIATION | ||
| the first degree of kinship Relative within the first degree of kinship | |||||||||
| Yu Ya-Chin | 2,686,065 | 1.98% | - | - | - | - | Yu San-Chuan Huang Shu-Yuan Yu Yu-Shih Yu Yu-Tao | Relative within the first degree of kinship Relative within the first degree of kinship Relative within the second degree of kinship Relative within the second degree of kinship | - |
| JPMorgan Emerging Technology Fun Account | 2,398,000 | 1.76% | - | - | - | - | No | No | |
| Yu Chin-Shu | 2,166,606 | 1.59% | - | - | - | - | Yu San-Chuan Huang Shu-Yuan | Relative within the second degree of kinship | |
| Citibank Custody Investment Account for Norges Bank Centra Bank of Norway | 2,133,000 | 1.57% | - | - | - | - | No | No | - |
Note 1: All Top 10 shareholders shall be listed. When a director is a corporation, the name of the corporate shareholder and its representative shall be listed, separately.
Note 2: The shareholding ratio calculated includes the shares held in one's own name, by the spouse or underage child, or in someone else's name.
Note 3: Shareholders listed in the foregoing include corporations and natural persons. Their relations with one another shall be disclosed as required by the Regulations Governing the Preparation of Financial Reports by Securities Issuers.
IX. Number of shares held by the Company, the Company's directors, supervisors, managers, and directly or indirectly controlled businesses and the consolidated general holding ratio
(I) Combined shareholding ratio
Unit: Thousand shares
| Re-invested business (Note) | Investment made by the Company | Investment by the directors, supervisor, manager, and directly or indirectly controlled business | Comprehensive investment |
|---|---|---|---|
| Share(s) | Shareholding ratio | Share(s) | Shareholding ratio | Share(s) | Shareholding ratio | |
|---|---|---|---|---|---|---|
| Silver Cub Inc. | 7,110 | 100% | - | - | 7,110 | 100% |
| Royal Cub Inc. | 1,919 | 70% | - | - | 1,919 | 70% |
| ITM AUTOPARTS INTERNATIONAL INC | 1,050 | 70% | - | - | 1,050 | 70% |
| Harbinger Technology Corporation | 44,534 | 76.88% | - | - | 44,534 | 76.88% |
| CUBTEK INC | 54,593 | 51.20% | - | - | 54,593 | 51.27% |
| 3S System Technology Inc | 36,767 | 60.46% | - | - | 36,767 | 60.46% |
Note: It is the long-term investment of the Company using the equity method
Three. Fund-raising
I. Capital and Shares
(I) Source of Capital Stock
1. The formation of share capital
Unit: thousand shares; NTD: in thousands
| MM/Y YYY | Issue price | Approved capital stock | Paid-in capital stock | Remarks | ||||
|---|---|---|---|---|---|---|---|---|
| Share(s) | Amount | Share(s) | Amount | Source of capital stock | Using properties other than cash to write off stock value | Others | ||
| 1989.01 | 10,000 | 3 | 30,000 | 3 | 30,000 | Capital stock created | No | Note 1 |
| 1992.01 | 10,000 | 1.2 | 12,000 | 1.2 | 12,000 | Capital decrease by NTD18,000,000 | No | Note 2 |
| 1993.12 | 10,000 | 1.5 | 15,000 | 1.5 | 15,000 | Capital increase by NTD 3,000,000 | No | Note 3 |
| 2004.10 | 10,000 | 2.175 | 21,750 | 2.175 | 21,750 | Capital increase in cash by NTD6,750,000 | No | Note 4 |
| 2004.12 | 10,000 | 3.1 | 31,000 | 3.1 | 31,000 | Capital increase in cash by NTD9,250,000 | No | Note 5 |
| 2005.07 | 10 | 20,000 | 200,000 | 20,000 | 200,000 | Capital reserve converted to capital increase of NTD 144,000,000. Earnings transferred capital increase by NTD 25,000,000 | No | Note 6 |
| 2006.09 | 10 | 50,000 | 500,000 | 30,136 | 301,360 | Earnings transferred capital increase by NTD 100,000,000 Employee bonus transferred capital increase by NTD 1,360,000 | No | Note 7 |
| 2007.06 | 10 | 50,000 | 500,000 | 42,860 | 428,599 | Earnings transferred capital increase by NTD 120,544,000 Employee bonus transferred capital increase by NTD 6,695,000 | No | Note 8 |
| 2007.10 | 10 | 70,000 | 700,000 | 42,860 | 428,599 | Increased rated capital stock to NTD700,000,000 | No | Note 9 |
| 2008.10 | 10 | 70,000 | 700,000 | 45,145 | 451,447 | Earnings transferred capital increase by NTD 12,858,000 Employee bonus transferred capital increase by NTD 9,990,000 | No | Note 10 |
| 2009.04 | 10 | 70,000 | 700,000 | 49,045 | 490,447 | Capital increase in cash by NTD 39,000,000 | No | Note 11 |
| 2010.08 | 10 | 120,000 | 1,200,000 | 60,000 | 600,000 | Increased rated capital stock to $1,200,000,000 Earnings transferred capital increase NTD 63,803,000 Capital reserve transferred capital increase by $45,750,000 | No | Note 12 |
| 2012.05 | 10 | 120,000 | 1,200,000 | 60,347.5 | 603,475 | Employee share subscription warrants-converted common stock shares worth NTD 3,475,000 | No | Note 13 |
| 2012.10 | 10 | 120,000 | 1,200,000 | 60,374 | 603,740 | Employee share subscription warrants-converted common stock shares worth $265,000 | No | Note 14 |
| 2012.12 | 10 | 120,000 | 1,200,000 | 60,534.75 | 605,347.5 | Employee share subscription warrants-converted common stock shares worth $1,607,500 | No | Note 15 |
| 2013.03 | 10 | 120,000 | 1,200,000 | 60,589 | 605,890 | Employee share subscription warrants-converted common stock shares worth $542,500 | No | Note 16 |
| MM/Y YYY | Issue price | Approved capital stock | Paid-in capital stock | Remarks | ||||
|---|---|---|---|---|---|---|---|---|
| Share(s) | Amount | Share(s) | Amount | Source of capital stock | Using properties other than cash to write off stock value | Others | ||
| 2013.12 | 10 | 120,000 | 1,200,000 | 60,964 | 609,640 | Employee share subscription warrant-transferred capital increase by $3,750,000 | No | Note 17 |
| 2014.03 | 10 | 120,000 | 1,200,000 | 61,356 | 613,558 | Convertible corporate bond-transferred capital increase by $3,918,000 | No | Note 18 |
| 2014.08 | 10 | 120,000 | 1,200,000 | 71,604.481 | 716,044.81 | Earnings transferred capital increase by $92,034,000Convertible corporate bond-transferred capital increase by $10,453,000 | No | Note 19 |
| 2014.12 | 10 | 120,000 | 1,200,000 | 71,753.779 | 717,537.79 | Employee share subscription warrants-converted common stock shares worth $157,500Convertible corporate bond-transferred capital increase by $1,335,480 | No | Note 20 |
| 2015.03 | 10 | 120,000 | 1,200,000 | 72,404.278 | 724,042.78 | Convertible corporate bond-transferred capital increase by $6,504,990 | No | Note 21 |
| 2015.08 | 10 | 120,000 | 1,200,000 | 72,470.439 | 724,704.39 | Convertible corporate bond-transferred capital increase by $662,000 | No | Note 22 |
| 2015.10 | 10 | 120,000 | 1,200,000 | 83,331.08 | 833,310.80 | Employee bonus transferred capital increase by $108,606,000 | No | Note 23 |
| 2015.11 | 10 | 120,000 | 1,200,000 | 83,346.78 | 833,467.80 | Convertible corporate bond-transferred capital increase by $157,000 | No | Note 24 |
| 2016.03 | 10 | 120,000 | 1,200,000 | 83,424.48 | 834,244.80 | Convertible corporate bond-transferred capital increase by $777,000 | No | Note 25 |
| 2016.05 | 10 | 120,000 | 1,200,000 | 83,643.10 | 836,431.05 | Convertible corporate bond-transferred capital increase by $2,186,000 | No | Note 26 |
| 2016.10 | 10 | 120,000 | 1,200,000 | 91,985.55 | 919,855.53 | Earnings transferred capital increase by $83,424,000 | No | Note 27 |
| 2017.10 | 10 | 120,000 | 1,200,000 | 101,184.11 | 1,011,841.08 | Earnings transferred capital increase by $91,985,000 | No | Note 28 |
| 2018.05 | 10 | 120,000 | 1,200,000 | 101,539.38 | 1,015,393.80 | Convertible corporate bond-transferred capital increase by $3,553,000 | No | Note 29 |
| 2018.07 | 10 | 120,000 | 1,200,000 | 114,738.92 | 1,147,389.19 | Earnings transferred capital increase by $131,539,000 | No | Note 30 |
| 2018.08 | 10 | 120,000 | 1,200,000 | 101,584.99 | 1,015,849.85 | Convertible corporate bond-transferred capital increase by $456,000 | No | Note 31 |
| 2018.11 | 10 | 120,000 | 1,200,000 | 114,940.66 | 1,149,406.62 | Convertible corporate bond-transferred capital increase by $2,018,000 | No | Note 32 |
| 2019.05 | 10 | 200,000 | 2,000,000 | 115,169.47 | 1,151,695 | Convertible corporate bond-transferred capital increase by $2,289,000 | No | Note 33 |
| 2019.07 | 10 | 200,000 | 2,000,000 | 117,062,77 | 1,170,628 | Convertible corporate bond-transferred capital increase by $18,933,000 | No | Note 34 |
| 2019.07 | 10 | 200,000 | 2,000,000 | 122,821.24 | 1,228,212 | Earnings transferred capital increase by $57,585,000 | No | Note 35 |
| 2020.08 | 10 | 200,000 | 2,000,000 | 121,916.66 | 1,219,166 | Earnings transferred capital increase by $24,564,000 and cancellation of treasury stock worth $33,610,000 | No | Note 36 |
| 2022.11 | 10 | 200,000 | 2,000,000 | 134,108.33 | 1,341,083 | Earnings transferred capital increase by NTD 121,916,000 | No | Note 37 |
| 2023.04 | 10 | 200,000 | 2,000,000 | 134,123.44 | 1,341,234 | Swap of convertible bonds and employee stock options to common stock NTD 151,000 | No | Note 38 |
| 2023.09 | 10 | 200,000 | 2,000,000 | 134,211.44 | 1,342,114 | Handling the conversion of employee stock warrants into ordinary shares amounting to NTD 880,000. | No | Note 39 |
| 2023.10 | 10 | 200,000 | 2,000,000 | 140,917.61 | 1,409,176 | Earnings transferred capital increase by NTD 67,061,000 | No | Note 40 |
| 2025.09 | 10 | 200,000 | 2,000,000 | 135,917,61 | 1,359,176 | Cancellation of treasury shares amounting to NT$50,000 thousand | No | Note 41 |
| MM/Y YYY | Issue price | Approved capital stock | Paid-in capital stock | Remarks | ||||
|---|---|---|---|---|---|---|---|---|
| Share(s) | Amount | Share(s) | Amount | Source of capital stock | Using properties other than cash to write off stock value | Others | ||
| 2025.10 | 10 | 200,000 | 2,000,000 | 135,931.87 | 1,359,318 | Capital increase through conversion of convertible corporate bonds amounting to NT$142 thousand | No | Note 42 |
Note: 1. Approved through the Jing-(1989)-Shang No. 1155 letter dated January 9, 1989 from the Ministry of Economic Affairs.
2. Approved through the Jing-San-Geng No. 147551 letter dated January 23, 1992 from the Ministry of Economic Affairs.
3. Approved through the Jing-San No. 494281 letter dated December 17, 1993 from the Ministry of Economic Affairs.
4. Approved through the Jing-Shou-Zhong No. 09332792600 letter dated October 5, 2004, from the Ministry of Economic Affairs.
5. Approved through the Jing-Shou-Zhong No. 09333159690 letter dated December 7, 2004, from the Ministry of Economic Affairs.
6. Approved through the Jing-Shou-Zhong No. 09432445100 letter dated July 8, 2005, from the Ministry of Economic Affairs.
7. Approved through the Jing-Shou-Zhong No. 09532905630 letter dated September 28, 2006, from the Ministry of Economic Affairs.
8. Approved through the Jing-Shou-Zhong No. 09632304710 letter dated June 22, 2007, from the Ministry of Economic Affairs.
9. Approved through the Jing-Shou-Zhong No. 09632995380 letter dated October 31, 2007, from the Ministry of Economic Affairs.
10. Approved through the Jing-Shou-Zhong No. 09733268940 letter dated October 16, 2008, from the Ministry of Economic Affairs.
11. Approved through the Jing-Shou-Zhong No. 9832071100 letter dated April 13, 2009, from the Ministry of Economic Affairs.
12. Approved through the Jing-Shou-Shang No. 9901188500 letter dated August 18, 2010 from the Ministry of Economic Affairs.
13. Approved through the Jing-Shou-Shang No. 10101094390 letter dated May 25, 2012 from the Ministry of Economic Affairs.
14. Approved through the Jing-Shou-Shang No. 10101215810 letter dated October 17, 2012 from the Ministry of Economic Affairs.
15. Approved through the Jing-Shou-Shang No. 10101265700 letter dated January 2, 2013 from the Ministry of Economic Affairs.
16. Approved through the Jing-Shou-Shang No. 10201054080 letter dated March 27, 2013 from the Ministry of Economic Affairs.
17. Approved through the Jing-Shou-Shang No. 10201245210 letter dated December 3, 2013 from the Ministry of Economic Affairs.
18. Approved through the Jing-Shou-Shang No. 10301043620 letter dated March 13, 2014 from the Ministry of Economic Affairs.
19. Approved through the Jing-Shou-Shang No. 10301171050 letter dated August 11, 2014 from the Ministry of Economic Affairs.
20. Approved through the Jing-Shou-Shang No. 10301249080 letter dated December 11, 2014 from the Ministry of Economic Affairs.
21. Approved through the Jing-Shou-Shang No. 10401045500 letter dated March 18, 2015 from the Ministry of Economic Affairs.
22. Approved through the Jing-Shou-Shang No. 10401180940 letter dated August 25, 2015
from the Ministry of Economic Affairs.
- Approved through the Jing-Shou-Shang No. 10401225360 letter dated October 27, 2015 from the Ministry of Economic Affairs.
- Approved through the Jing-Shou-Shang No. 10401244900 letter dated November 20, 2015 from the Ministry of Economic Affairs.
- Approved through the Jing-Shou-Shang No. 10501036830 letter dated March 2, 2016 from the Ministry of Economic Affairs.
- Approved through the Jing-Shou-Shang No. 10501112490 letter dated May 27, 2016 from the Ministry of Economic Affairs.
- Approved through the Jing-Shou-Shang No. 10501252440 letter dated October 27, 2016 from the Ministry of Economic Affairs.
- Approved through the Jing-Shou-Shang No. 10601153430 letter dated November 8, 2017 from the Ministry of Economic Affairs.
- Approved through the Jing-Shou-Shang No. 10701054300 letter dated May 24, 2018 from the Ministry of Economic Affairs.
- Approved through the Jing-Shou-Shang No. 10701101870 letter dated August 22, 2018 from the Ministry of Economic Affairs.
- Approved through the Jing-Shou-Shang No. 10701113810 letter dated October 4, 2018 from the Ministry of Economic Affairs.
- Approved through the Jing-Shou-Shang No. 10701152990 letter dated December 6, 2018 from the Ministry of Economic Affairs.
- Approved through the Jing-Shou-Shang No. 10801061560 letter dated May 27, 2019 from the Ministry of Economic Affairs.
- Approved through the Jing-Shou-Shang No. 10801074000 letter dated July 2, 2019 from the Ministry of Economic Affairs.
- Approved through the Jing-Shou-Shang No. 10801085820 letter dated July 18, 2019 from the Ministry of Economic Affairs.
- Approved through the Jing-Shou-Shang No. 10901145240 letter dated August 21, 2020 from the Ministry of Economic Affairs.
- Approved through the Jing-Shou-Shang No. 11101208860 letter dated November 17, 2022 from the Ministry of Economic Affairs.
- Approved through the Jing-Shou-Shang No. 11230052720 letter dated April 6, 2023 from the Ministry of Economic Affairs.
- Approved through the Jing-Shou-Shang No. 11230171150 letter dated September 13, 2023 from the Ministry of Economic Affairs.
- Approved through the Jing-Shou-Shang No. 11230186680 letter dated October 2, 2023 from the Ministry of Economic Affairs.
- Approved through the Jing-Shou-Shang No. 11430143790 letter dated September 9, 2025 from the Ministry of Economic Affairs.
-
Approved through the Jing-Shou-Shang No. 11430166460 letter dated October 24, 2025 from the Ministry of Economic Affairs.
-
Types of issued shares
Unit: Shares; March 28, 2026
| Type of share | Approved capital stock | Remarks | ||
|---|---|---|---|---|
| Outstanding shares (Note) | Shares yet to be issued | Total | ||
| Registered common stock | 135,931,870 | 64,068,130 | 200,000,000 | - |
- Information on shelf registration: N/A.
(II) List of major shareholders
Unit: Shares; March 28, 2026
| Share Name of Major Shareholder | Number of Shares Held | Holding ratio (%) |
|---|---|---|
| Jyun Chang Investment Co, Ltd | 15,497,089 | 11.40% |
| Jyun Ruei Investment Co, Ltd | 14,489,668 | 10.66% |
| Yu Yu-Shih | 10,341,653 | 7.61% |
| Yu Yu-Tao | 9,159,883 | 6.74% |
| Yu San-Chuan | 9,014,575 | 6.63% |
| Huang Shu-Yuan | 7,587,862 | 5.58% |
| Yu Ya-Chin | 2,686,065 | 1.98% |
| JPMorgan Emerging Technology Fund Account | 2,398,000 | 1.76% |
| Yu Chin-Shu | 2,166,606 | 1.59% |
| Citibank Custody Investment Account for Norges Bank Central Bank of Norway | 2,133,000 | 1.57% |
(III) Company's Dividend Policy and Implementation
- Dividend policy defined in the Company's Articles of Incorporation
The net profits of the Company as concluded by the annual accounting book close, shall be distributed in the following order:
I. Pay income tax in accordance with the law.
II. Make up for prior years' losses.
III. Set aside $10\%$ to be the legal reserve.
IV. Appropriate or reverse the special reserve as required by law or as necessary for its operations.
The Board of Directors shall, after deducting the preceding items, prepare a bonus distribution proposal to shareholders based on the remaining balance together with the accumulated undistributed earnings of prior years and submit it to the shareholders' meeting for resolution. Bonuses to shareholders and employees may be paid in the form of stock dividends or cash dividends.
Not less than $2\%$ and not more than $8\%$ of the Company's profits before tax for the year, after making up for the accumulated losses, shall be appropriated as profit sharing remuneration to employees and not less than $1\%$ and not more than $5\%$ as profit sharing remuneration to directors/supervisors. Of the amount of employee remuneration referred to in the preceding paragraph, no less than $50\%$ shall be allocated as remuneration distributed to grassroots employees. The Company is required to distribute employees' profit-sharing remuneration when the Company makes profits, whether or not dividends are distributed to shareholders.
The aforementioned employee profit sharing remuneration may be paid in shares (treasury stock, new shares) or cash to employees of an affiliate who meet certain criteria such as job rank and performance, and may be approved by the Board of Directors (by special resolution) and reported to the shareholders' meeting.
The Company is at a growing stage and based on capital expenditure, business expansion needs and sound financial planning for sustainable development, the Company's dividend policy is to distribute earnings available for distribution to shareholders in the form of stock dividends and cash dividends based on the Company's future capital expenditure budget and capital requirements and set aside at least $50\%$ to be the bonus for shareholders, with the cash dividend percentage not less than $50\%$ of the total shareholders' bonus.
- Proposed dividend distribution at this shareholders' meeting
The Company's 2025 earnings distribution proposal was approved by the Board of Directors on March 10, 2026, and was proposed to be ratified by the shareholders' meeting on May 26, 2026.
Unit: NTD $
| Item | Amount |
|---|---|
| Undistributed retained earnings at the beginning of the period | $ 1,172,597,021 |
| Less: Remeasurement of defined benefit plan | 3,664,250 |
| Less: Net loss after tax for the current year | 223,770,981 |
| Less: Equity net value difference arising from not subscribing new shares in proportion to shareholding | 153,826 |
| Less: Other equity deductions allocated to special surplus reserves | 1,441,987 |
| Earnings available for distribution | $ 943,565,977 |
| Distributable items: | 0 |
| Shareholder dividends - cash dividends (NT$ per share) | 0 |
| Shareholder dividends - stock dividends (NT$ per share) | 0 |
| Undistributed earnings at end of term | |
| Note: Distributed up to NT$1, with an amount less than NT$! rounded off. |
- If the dividend policy is expected to change significantly, the reasons for such change shall be stated: The dividend policy of the Company has no significant change.
(IV) Impacts of free share assignment intended through the current shareholders' meeting on the Company's operational performance and earnings per share
The Company's 2025 earnings distribution proposal was approved by the Board of Directors on March 10, 2026. As no dividends were distributed due to losses incurred in 2025, there was no impact on the Company's earnings per share.
(V) Remuneration to employees and directors:
- The percentage or range of remuneration to employees and directors as stated in the Articles of Incorporation:
Not less than 2% and not more than 8% of the Company's profits before tax for the year, after making up for the accumulated losses, shall be appropriated as profit sharing remuneration to employees and not less than 1% and not more than 5% as profit sharing remuneration to directors. Of the amount of employee remuneration referred to in the preceding paragraph, no less than 50% shall be allocated as remuneration distributed to grassroots employees. The Company is required to distribute employees' profit-sharing remuneration when the Company makes profits, whether or not dividends are distributed to shareholders.
- The basis for estimating the amount of employee and director remuneration, for calculating the number of shares to be distributed in the form of stock as employee remuneration, and for accounting treatment of any discrepancy between the actual distributed amount and the estimated amount:
The Company estimates the remuneration to employees and that to directors according to prior experience and possible amounts to be distributed in the future. In cases of changes in the actual distributed amounts and estimated amounts, on the other hand, adjustments will be made in the year of distribution for accounting purpose.
- The Board of Directors' approved the distribution of remuneration:
(1) Amount of remuneration to employees, directors and supervisors distributed in cash or in shares. In cases of differences from the estimated amounts for the year when the fees are recognized, the differences, causes, and how they are addressed shall be disclosed.
The Board of Directors approved on March 10, 2026 that the Company proposed to appropriate NT$0 thousand for employee remuneration and NT$0 thousand for directors' remuneration for 2025. No appropriation or distribution was made due to the absence of profit in 2025. Differences between the amounts decided to be distributed as the remuneration to employees and that to directors and those book-kept shall be adjusted under gains and losses for the year of distribution.
(2) The amount of employee remuneration distributed in stock as a percentage of the sum of the net income after tax and total employee remuneration in the parent company only or individual financial statements for the current period: Not applicable.
- The actual distribution of employees, directors and supervisors remuneration in the previous year (including the number of shares allocated, the amount of shares and the price of shares), and any differences from the recognized remuneration to employees, directors, and supervisors, the amount, reason, and actions taken:
The Company's 2024 earnings distribution employee remuneration was NT$11,945 thousand, and director remuneration was NT$5,972 thousand. There is no difference from the recognized employee, director and supervisor remuneration in 2024.
(VI) Repurchase of the Company's shares by the Company:
(1) Repurchase of the Company's shares (completed)
| No. | First of 2020 |
|---|---|
| Date approved by the Board of Directors | March 24, 2020 |
| Purpose of the buyback | Assignment of shares to employees |
| Buyback period | March 25, 2020~May 24, 2020 |
| Buyback price range | (Per share in New Taiwan Dollar) $90-$140 |
| Type and quantity of shares already bought back | Common share 3,361,000 share |
| Value of shares already bought back | NTD 431,160,000 |
| Number of shares bought back/Number of shares expected to be bought back (%) | NTD 128.28 |
| Quantity of canceled and transferred shares | 3,361,000 shares - |
| Accumulated quantity of the Company's shares held | 0 share |
| The ratio of the number of the Company's shares held to the total number of issued shares (%) | 0% |
(2) Repurchase of the Company's shares (completed):
| No. | 2nd meeting in 2025 |
|---|---|
| Date approved by the Board of Directors | April 8, 2025 |
| Purpose of the buyback | Maintain the Company's credit and shareholders' rights |
| Buyback period | April 9, 2025 to June 6, 2025 |
| Buyback price range | (Per share in New Taiwan Dollar) $80–$120 |
|---|---|
| Type and quantity of shares already bought back | Common share 5,000,000 share |
| Value of shares already bought back | NTD 50,000,000 |
| Number of shares bought back/Number of shares expected to be bought back (%) | 100% |
| Quantity of canceled and transferred shares | 5,000,000 share |
| Accumulated quantity of the Company's shares held | 0 |
| The ratio of the number of the Company's shares held to the total number of issued shares (%) | 0% |
II. Status of corporate bonds:
Status of corporate bonds
| Type of corporate bonds
(Note 2) | | Third unsecured convertible corporate bonds
(Note 5) |
| --- | --- | --- |
| Issuance (process) date | | 08/29//2022 |
| Face value | | 100,000 |
| Place of issuance and trading (Note 3) | | - |
| Issue price | | 100 (Issued in full denomination) |
| Total amount | | NTD 1,300,000,000 |
| Interest rate | | The coupon rate is 0% |
| Duration | | 3-year maturity date: August 29, 2025 |
| Guarantee Institution | | No |
| Trustee | | Taipei Fubon Bank |
| Underwriter | | Fubon Securities Co, Ltd |
| Attorney-at-Law | | Far Eastern United Law Offices |
| Certified Public Accountant | | KPMG |
| Repayment method | | Except for bondholders converting to the company's common stock in accordance with Article 10 of these regulations, exercising the put option under Article 19, or the company redeeming early in accordance with Article 18, or the company repurchasing and cancelling through securities brokerages, the company will repay the bonds in cash at their face value upon maturity. |
| Outstanding principal | | 0 |
| Terms of redemption or early settlement | | Pursuant to Articles 18 and 19 |
| Restrictions (Note 4) | | Pursuant to Article 18 |
| Name of credit rating agency, date of rating, and result of corporate bond rating | | No |
| Additional rights | Amount that has been converted (exchanged or subscribed) into common shares, global depository receipts or other marketable securities as of the date of publication of the annual report | A total of 14.967 shares have been converted into common stock, amounting to NT$149,670. |
| Issuance and Conversion (Exchange or Subscription) Regulations | According to the domestic third unsecured convertible corporate bond issuance and conversion regulations. | |
|---|---|---|
| Regulations on issuance, conversion, exchange or subscription, and possible dilution to existing shareholders' equity by issuance conditions | The issuance of convertible corporate bonds has no impact on equity dilution before the conversion. After the conversion, the timing of creditor's conversion is different, and the equity dilution effect is deferred, and it will not have a significant impact on the Company's shareholders' equity. | |
| Name of custodian for exchange objects | No |
Note 1: The issuance of corporate bonds includes public offering and private placement of corporate bonds. Publicly offered corporate bonds in process refer to those that have been approved and made effective by the association. Privately placed corporate bonds in process refer to those that have been resolved and passed by the Board of Directors.
Note 2: The number of fields will be adjusted based on the actual number of transactions.
Note 3: Fill in for overseas corporate bonds.
Note 4: Such as restrictions on distributing cash dividends, foreign investments, or requirements to maintain a certain asset ratio, etc.
Note 5: If privately placed, it should be prominently indicated.
Note 6: For convertible corporate bonds, exchangeable corporate bonds, comprehensive report issuance of corporate bonds, or corporate bonds with warrants, the information should be disclosed again according to the nature in the prescribed format, including details of convertible corporate bonds, exchangeable corporate bonds, comprehensive report issuance of corporate bonds, and corporate bonds with warrants.
Information of convertible corporate bonds
| Type of corporate bonds (Note 1) | Third unsecured convertible corporate bonds | ||
|---|---|---|---|
| Year Item | 114 years | The current year up to March 31, 2026 (Note 4) | |
| Market price of convertible corporate bonds (Note 2) | Maximum | 102.65 | - |
| Minimum | 98.60 | - | |
| Average | 100.32 | - | |
| Conversion price | 126.20 | - | |
| Issuance (process) date and conversion price at the time of issuance | August 29, 2022 NT$156 | ||
| Method of fulfilling the conversion obligation (Note 3) | Issuance of new shares |
Note 1: The number of fields will be adjusted based on the actual number of transactions.
Note 2: Offshore corporate bonds that are traded at multiple locations are listed separately for each trade location.
Note 3: Delivery of issued shares or issuance of new shares.
Note 4: The information of the current year up to the publication date of this annual report shall be provided.
III. Organization of preferred stock shares: None.
IV. Organization of global depository receipts: None.
V. Organization of employee share subscription warrants:
(I) Organizational status of employee share subscription warrants before the deadline up to the date when the Annual Report was printed and its impacts of shareholder equity:
April 30, 2026
| Type of employee share subscription warrants (Note 2) | First (term) of 2021 Employee share subscription warrant | First (term) of 2025 Employee share subscription warrant |
|---|---|---|
| Effective date | December 2, 2021 | September 22, 2025 |
| Issue (organization) date (Note 4) | December 6, 2021 | October 1, 2025 |
| Quantity issued | 800,000 | 1,500,000 |
| Ratio of the number of shares available for subscription to the total number of shares already issued | 0.6562% | 1.10349% |
| Duration of subscription | 4 years | 4 years |
| Performance method (Note 3) | By issuing new shares | By issuing new shares |
| Duration of restricted subscription and ratio (%) | 2 years after expiration 40% 3 years after expiration 100% | 2 years after expiration 40% 3 years after expiration 100% |
| Number of shares already acquired | 0 | 0 |
| The amount for the subscription paid | 0 | 0 |
| Number of shares yet to be acquired | 800,000 | 1,500,000 |
| Subscription price per share for those having not acquired shares | 149.10 | 121 |
|---|---|---|
| Ratio of the number of shares yet to be acquired total number of shares already issued (%) | 0.5677% | 1.2884% |
| Impacts on shareholder equity | The number of stock options exercised during the restricted subscription period is diluted each year on shareholder equity and hence the dilution effect remains limited. | The number of stock options exercised during the restricted subscription period is diluted each year on shareholder equity and hence the dilution effect remains limited. |
Note 1: Employee share subscription warrants include public placement and private placement ones that are ongoing. The public offering of employee stock options in process refers to those that have been approved by the Board of Directors; the private placement of employee stock options in process refers to those that have been resolved by the shareholders' meeting.
Note 2: The number of fields may be adjusted reflective of the actual number of occurrences.
Note 3: The shares already issued or new shares issued that are delivered shall be noted.
Note 4: Those with different issue (organization) dates shall be listed separately.
Note 5: If privately placed, it should be prominently indicated.
(II) Names of managers having acquired the employee share subscription warrants and Top 10 employees having acquired the number of shares available for them to subscribe and the acquisition and subscription status cumulatively as of the date when the Annual Report was printed: None.
The names of managers who have acquired employee stock options and the top ten employees with the largest number of employee stock options, and the number of shares that can be subscribed, as well as their acquisition and subscription circumstances:
| Job Title (Note 1) | Name | Acquisition of the number of shares available for subscriptionn | Percentage of subscriptionn quantity acquired to total issued shares (Note 4) | Enforced (Note 2) | Not enforced (Note 2) | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Number of shares available for subscriptionn | Subscription price (Note 5) | Subscription value | Ratio of the number of shares available for subscriptionn to the total number of outstanding shares (Note 4) | Number of shares available for subscriptionn | Subscription price (Note 6) | Subscription value | Percentage of subscriptionn quantity to total issued shares (Note 4) | |||||
| Managers and top ten employees | Executive Vice President | Yu Yu-Tao | 1,693,000 | 1.2014% | 90,000 | 147.80 | 900,000 | 0.0639% | 1,603,000 | 147.8 | 16,030,000 | 1.1376% |
| President of Subsidiary | Lee Cai-Rong | |||||||||||
| Vice President-equivalent Special Assistant | Lai Tung-Po | |||||||||||
| Vice President | Lin Tung-Feng | |||||||||||
| Director of Subsidiary | Cui Zhong-Qiang | |||||||||||
| Chief Technology Officer of Subsidiary | Chung Shih-Chung | |||||||||||
| Vice Director | Wei Chuan-Chi | |||||||||||
| Senior Director | Pump, Kuo |
| Special Assistant | Chi, Ya-Ling | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Director | Ho Meng-Yu | ||||||||||
| Vice President of Subsidiary | Huang Kuo-Shou | ||||||||||
| Chief Technology Officer of Subsidiary | Chou De-Xin | ||||||||||
| Director | Lin, yu-shun | ||||||||||
| Vice President of Subsidiary | Chen Hsin-Lun | ||||||||||
| Assistant Vice President of Subsidiary | Chen Xiu-Ying | ||||||||||
| Vice Director | Lee, Kuei-Tsung | ||||||||||
| Assistant Vice President of Subsidiary | Chiang Shi-Jie | ||||||||||
| Assistant Vice President of | Chang Xu-De |
| Subsidiary | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Assistant Vice President of Subsidiary | Peng Si-Yu | ||||||||||||
| Assistant Vice President of Subsidiary | Lu Ming-Yuan | ||||||||||||
| President of Subsidiary | Lee Cheng-Hung | ||||||||||||
| Vice Director of Subsidiary | Huang Qiong-Yi | ||||||||||||
| Director of Subsidiary | Sun Huey-Chang | ||||||||||||
| Director of Subsidiary | Ge Lun-Kai | ||||||||||||
| Director of Subsidiary | Wu Yong-Liang | ||||||||||||
| Director of Subsidiary | Hsiao Chia-Ru | ||||||||||||
| Chief Financial Officer | Lee, Kuei-Tsung | ||||||||||||
| Manager | Liu Wan-Hua | ||||||||||||
| Director | Ko Zi- |
| Wen | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Vice Director | Wei Chuan-Chi | |||||||||||
| Director | Wu Hsiao-Wei |
Note 1: Including managers and employees (those already resigned or deceased shall be noted). Individual names and titles shall be disclosed yet the acquisition and subscription status may be summarized and disclosed accordingly.
Note 2: The number of fields may be adjusted reflective of the actual number of occurrences.
Note 3: Top 10 employees having acquired the number of shares available for them to subscribe are employees other than managers.
Note 4: Total number of outstanding shares refers to that registered with the Ministry of Economic Affairs.
Note 5: For the subscription price of employee stock options already exercised, that at the time of execution shall be disclosed.
Note 6: For the subscription price of employee stock options yet to be exercised, the post-adjusted one obtained according to the Issuance Regulations shall be disclosed.
VI. Organization of restricted stock awards: None.
VII. Organization of new shares issued upon M&A or acceptance of assignment of shares of other companies: None.
VIII. Implementation of the funds utilization plan: None
Four. Operational Overview
I. Scope of Operation
(I) Scope of business
- The main contents of the Company's business:
(1) The business items of the Company are as follows:
- CD01030 Motor Vehicles and Parts Manufacturing
- F114030 Wholesale of Motor Vehicle Parts and Motorcycle Parts, Accessories
- F214030 Retail Sale of Motor Vehicle Parts and Motorcycle Parts, Accessories
- F401010 International Trade
- I501010 Product Designing
- CC01080 Electronics Components Manufacturing
- CC01101 Controlled Telecommunications Radio-Frequency Devices and Materials Manufacturing
- CC01990 Other Electrical Engineering and Electronic Machinery Equipment Manufacturing
- CD01040 Motorcycles and Parts Manufacturing
- CD01990 Other Transport Equipment and Parts Manufacturing
- CC01070 Wireless Communication Mechanical Equipment Manufacturing
- CD01010 Ships and Parts Manufacturing
- ZZ99999 All business items that are not prohibited or restricted by law, except those that are subject to special approval.
(2) The business items of the subsidiary, Shanghai Cub Automotive, are as follows:
A. Research, develop, produce, manufacture and sell the following products:
a. Design, production, and assembly of automotive electronic device systems and their parts and accessories
b. Automotive blanking dies, injection dies, circuit boards, distribution of self-made products
B. Provide design and technical consulting services for the above products
C. Wholesale, import and export of the above-mentioned products
D. The Company does not engage in state-managed trade management products in mainland China, and the application for quota and permit management products is filed in accordance with the relevant regulations of the local government.
(3) The business items of the subsidiary, ITM Engine, are as follows:
Mainly engaged in the wholesale and retail business of automobile parts and accessories.
(4) The business items of the subsidiary, ITM Autoparts International, are as follows:
Mainly engaged in international trade of auto parts and accessories.
(5) The business items of the subsidiary, Harbinger Technology Corporation, are as follows:
Primarily integration of wireless communication systems; specializing in the research of wireless communication technologies, product development, system integration, and project planning.
(6) The business items of the subsidiary, CUBTEK INC, are as follows:
Mainly engaged in the sale and manufacture of wired communication machinery and equipment, automobiles and their components.
(7) The main products are described as follows:
| Item | Main product | Description |
|---|---|---|
| 1 | Automotive electronic switches | Including the turn signal switch (including the multi-purpose switch), engine start-up switch (including the vehicle lock set), wiper switch, oil pressure switch, fan switch, gear switch, power window switch, headlight switch, push-pull switch, light adjustment switch, door switch, seat switch, and stop light switch, etc. |
| 2 | Automotive electronic sensors | Including the radiator sensor, speed sensor, camshaft position sensor, crankshaft position sensor (CPS), tire pressure monitoring system (TPMS), quantitative air flow sensor, fuel pressure sensor, detonation sensor, intake manifold sensor, oil sensor |
| 3 | TPMS series | Currently including the universal 433 MHz, 315 MHz sensor, TPMS wireless program encoder |
| 4 | Other automotive electronic products | Such as the R&D, assembly, processing, and distribution of electrical and electronic products such as the front wheel driving facilitator, speed setter, ignition module, junction box, fan motor resistance, mirror switch, auxiliary air regulator, electromagnetic solenoid, jet nozzle, clock coil, engine, valve, cylinder. |
| 5 | Radar sensors relevant to the integration of wireless communication systems | Rear-view camera, driver monitoring, BSD, surround view, and NVS systems |
(8) The business items of the subsidiary, 3S System Technology Inc., are as follows:
Mainly engaged in the sale and manufacture of telecommunications machinery and equipment, information software, automatic control equipment, etc.
2. Business proportion
The business proportions for the Company and its subsidiaries in 2025 and 2024 are as follows:
Unit: In thousands of NTD
| Main product | 2025 operating revenues | Ratio (%) | 2024 operating revenues | Ratio (%) |
|---|---|---|---|---|
| Automotive electrical/mechanical switch | 1,001,545 | 27.41 | 1,115,975 | 23.89 |
| Automotive safety part and system | 1,209,921 | 33.11 | 1,141,510 | 24.44 |
| Communication equipment, engineering and others | 1,442,474 | 39.48 | 2,413,274 | 51.67 |
| Equipment and equipment | 1,442,474 | 39.48 | 2,413,274 | 51.67 |
Total
3,653,940
100.00
4,670,759
100.00
- The Company's current products (services)
(1) Automotive electronic switch technologies.
(2) Related derivative applications of TPMS tire pressure monitoring system products
(3) Development and production of high-end automotive sensors.
(4) OBDII (On Board Diagnostics).
(5) LIN electric window switch.
(6) Window anti-pinch device.
(7) Development, application, and production of power battery packs.
- New products (services) planned to be developed by the Company
(1) Automotive electronic switch technologies.
(2) Related derivative applications of TPMS tire pressure monitoring system products
(3) Development and production of high-end automotive sensors.
(4) OBDII (On Board Diagnostics).
(5) LIN electric window switch.
(6) Window anti-pinch device.
(7) Development, application, and production of power battery packs.
(8) ADAS system development direction
(9) Military equipment products
(II) Industry overview
- The current status and development of the industry
(1) Structure of the automotive parts and components industry
The auto industry and parts and components form a typical center-satellite system. The automotive manufacturer in the center outsources parts and components to Tier 1 satellite contractors, which further outsource detailed parts to Tier 2 or Tier 3 ones. The pyramid appears to be a multi-tiered and division-of-labor structure. Automotive parts and components mainly consist of parts used by manufacturers during assembly and those by after-sales auto service shops. As far as the means of distribution is concerned, automotive parts can be distributed through OEM (original equipment manufacturing), OEM (original design manufacturing), OES (original equipment service), and AM (after-market). Among them, the markets for OEM and ODM consist of parts to be used by manufacturers during assembly while that for AM consists of those for use during after-sales service or for remodeling purpose.
Distribution network of automotive parts and components

Source: Report of Automotive Research & Testing Center
The auto industry is an important part of the manufacturing sector in Taiwan, with around 2,500 businesses and over 300,000 direct and indirect practitioners. Most of the businesses now have developed a few yet diversified flexible manufacturing technologies through local process automation whose quality is comparable to their international counterparts. Nevertheless, the market size for automobiles in Taiwan is too small and hence the associated economics is hardly of any scale when it comes to production and manufacturing. As a result, the market for whole care OEM production and distribution is relatively restricted for manufacturers of parts and components in Taiwan and so is the room for profitability for these manufacturers. As such, domestic automotive parts and components manufacturers are turning towards international markets. The lack of endorsement by international heavyweights and the relatively strict requirements for the quality and control of manufacturer auto-parts in addition to issues associated with their transport, however, have made a majority of businesses that have secured a place in the global OEM supply chain of international heavyweights choose the after-sales service segment. In other words, most automotive parts and components businesses in Taiwan target AM (After Market) and export-oriented products are primarily plastic parts, stamped metal parts, car lights, and tires, among other general service pieces and parts and accessories. After years of efforts, the quality of automotive parts and components that are made in Taiwan has been widely recognized around the world recently and North American has become a main export-oriented region, accounting for around 40% of the total export value of automotive parts and components made in Taiwan.
(2) Overview of exports of the automotive parts and components sector in Taiwan
The automotive parts and components sector of Taiwan is known for its strengths of small quantity, diversification, and flexible manufacturing and is now internationally competitive following constant devotion to R&D and improvement in the production technology. Over the past few years, despite the fluctuations seen on the domestic market for whole cars, with accumulative capabilities that make the businesses competitive, exports have been growing each year. It is exactly because of the high
reliance on exports of the sector that makes it quite vulnerable to developments on the global automotive market. Exports in the past targeted primarily advanced countries such as European ones, the US, and Japan. Over the past few years, however, emerging automotive markets have helped broaden the exports landscape. The production value and exports of parts and components have shown growth each year. The developments of Taiwan's automotive parts and components sector over the past few years have shown that the expansion of exports markets is the main driving force. With support from the Government and proactive expansion of exports by the businesses, both the production value and exports have reached new heights. The production of automotive parts and components made in Taiwan is constantly climbing.
The automotive components sector of Taiwan is known for its strengths of small quantity, diversification, and flexible manufacturing and is now internationally competitive following constant devotion to R&D and improvement in the production technology.
In recent years, although the domestic vehicle market has experienced fluctuations, the export value of automotive parts has continued to expand annually after accumulating competitive strength. According to customs import and export statistics, exports grew by approximately 14.58% in 2022, reaching a historical high of NT$253 billion. In 2023, due to the economic downturn and persistently high inventory levels, export value from January to December reached NT$225.4 billion, representing a decline of 10.91%. From January to December 2024, export value reached NT$228.5 billion, representing growth of 1.36%. In 2025, due to U.S. President Donald Trump imposing high tariffs globally, export value from January to December 2025 reached NT$214.7 billion, representing a decline of 6.03%.
Statistics of export value of automotive parts and components made in Taiwan
Unit: NTD 100 million
| Year | 2015 | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Amount | 2,145 | 2,113 | 2,149 | 2,147 | 2,148 | 1,927 | 2,208 | 2,530 | 2,254 | 2,285 | 2,147 |
| Growth rate | 3.26% | -1.47% | 1.70% | -0.11% | 0.02 | -10.26% | 14.58% | 14.58% | -10.91% | 1.36% | -6.03% |
Source: Customs statistics of imports and exports, sorted out by the Taiwan Transportation Vehicle Manufacturers Association.
Looking at the export of automotive components from our country by destination, according to data from the Taiwan Transportation Vehicle Manufacturers Association, in 2025, Taiwan's exports of automotive components to the "United States" amounted to NTD107.8 billion, accounting for 50.25% of the total export amount, with an annual decline of -6.74%, making it Taiwan's largest export country for automotive components. The next one is "Japan". The exports totaled NTD 12.4 billion, accounting for 5.77% of all exports and a growth of 2.71%. Mexico ranked third, with export value amounting to NT$8.1 billion, accounting for 3.79% of total export value and representing a decline of 3.71%. Growth in Taiwan's automotive parts exports gradually stabilized as the COVID-19 pandemic eased. The U.S. market experienced slow growth in 2024, but in 2025, due to U.S. President Donald Trump imposing high tariffs globally, exports declined by 6.03%.
2025 Statistics of export value of automotive parts and components made in Taiwan by the country
Unit: In thousands of NTD
| Ranking | Country | Amount | Structural ratio | Annual growth |
|---|---|---|---|---|
| 1 | US | 107,878,458 | 50.25% | -6.74% |
| 2 | Japan | 12,393,255 | 5.77% | 2.71% |
|---|---|---|---|---|
| 3 | Mexico | 8,144,629 | 3.79% | -3.71% |
| 4 | Germany | 6,965,155 | 3.24% | -6.49% |
| 5 | Australia | 5,438,675 | 2.53% | -12.59% |
| 6 | UK | 5,405,136 | 2.52% | -13.34% |
| 7 | Mainland China | 5,292,100 | 2.46% | -7.85% |
| 8 | Holland | 5,136,727 | 2.40% | 10.08% |
| 9 | Italy | 4,563,908 | 2.21% | 1.26% |
| 10 | Canada | 4,066,241 | 2.18% | -4.39% |
Source: Customs statistics of imports and exports, sorted out by the Taiwan Transportation Vehicle Manufacturers Association.
(3) Overview of TPMS Industry
The TPMS is installed inside the tire of a car to detect the pressure and temperature in real time and send specific communication codes through radiofrequency (RF) to the receiver inside the car so that the driver knows the current status of the tire and it reduces chances of an accident. Therefore, for safety concern, TPMS has been included in the legislation in many countries to be a standard part of a vehicle. Traditional tire pressure sensors are one-on-one and designed for specific manufacturer models and are meant mainly for the OE market. That is, each sensor has a unique ID code. It often happens, however, on the AM market that the tire pressure sensor is undetectable due to different specifications adopted. In other words, the one-on-one tire pressure detector for different models tends to result in the situation where tire plants have to have multiple tire pressure detectors ready for use in different models. This significantly drives up the inventory stress. As a result, the universal model came into being. In countries or regions with regulatory requirements, for the different models that the universal type can cope with, a main technology applied is cloud-based decoding of new models and burning on a blank sensor. This is why a universal tire pressure monitor fulfills the needs on the AM market for low inventory and quick service.
As far as the TPMS market is concerned, the US was the first in the world to stipulate in the legislation that the TPMS should be standard configuration of vehicles. The legislation was approved in 2005. By 2007, it became a universal standard, with approximately 280 million tire pressure detectors running. Generally speaking, a tire pressure detector has a life span of 5-10 years. Therefore, the replacements hit the peak between 2012 and 2017. After 2015, more than $90\%$ of the old cars in the US were installed with the TPMS. By the historical sales of new cars in North America, around 50 million TPMSs can be sold each year and it is estimated that the sales on the OE market can grow steadily on a yearly basis. TPMS regulations usually target the new car market first to mandate its presence. Therefore, the demand for TPMSs on the OE market each year is highly correlated with the supply of new cars. At present, regulations are highly mandatory on the OE market. The needs for replacements on the AM market, on the other hand, will be another source of growth for TPMS manufacturers. With the deadline for eliminating old cars in the US extended and the ratio of ownership over old cars increasing, it will be in favor of the demand for replacing TPMSs in the future.
Besides the US market, the EU made TPMS standard configuration in 2014. By an annual sales volume of 10 million new cars each year, the demand on the OEM market of the European Union is around 400 million TPMSs. In Asia, besides China, where the TPMS was made standard configuration through legislation in 2019, similar legislation has been adopted in Japan, Korea, and India, too, to make TPMS standard configuration. The annual demand for TPMSs each year on the OE market in Asia will reach around 160 and 220 million, making it the largest market in the world for TPMSs (in new cars).
Over the past few years, the application of TPMS in commercial vehicles to go with fleet management has gained prominence. In Europe and North America, there are around 300,000 new cars entering the market each year. That is, a market potential of about 4.8 to 7.2 million TPMSs each year. For the time being, given the relatively complex models with the TPMS on the OE market, its quantity and ratio are relatively low. As such, the demand on the AM market is optimal. To cope with the bottleneck encountered with commercial vehicles, such as how to combine it in the various types of tires (or rims), the data transmission distance, and sub-car exchange spontaneous learning; however, efficient and easy-to-operate countermeasures are required.
(4) Overview of public tender industry
The operating income of the subsidiary Harbinger Technology Corporation (Harbinger) mainly comes from procurement projects of the ROC government secured through public tendering in the national defense sector and on the after-math prevention and rescue market. The following is an overview of public tenders available in the sector, in the national defense sector, and in the after-math prevention and rescue sector.
A. Public tender market for central and local governments
In May 1998, the ROC government announced the "Government Procurement Act" where Article 1 stipulates that it is meant to create a government procurement system that has fair and open procurement procedures, promotes the efficiency and effectiveness of government procurement operation, and ensures the quality of procurement. The Government Procurement Act exercises positive effects in terms of improving the legitimacy of government procurements, enhancing the procurement efficiency, and ensuring quality of procurement. As far as open and transparent procurement information is concerned, the government procurement information announcement system and the government procurement communique have been promoted. Fair competition among tenderers is ensured, public interest and the principle of being fair and reasonable are protected, and it stipulates tenderer eligibility where improperly restricted competition is disallowed in order to prevent favoring specific tenderers.
In 2025, government agencies nationwide handled a total of 195,564 procurement cases with awarded contract amounts exceeding NT$150 thousand (hereinafter the same), with a total awarded amount exceeding NT$2.608 trillion (including approximately NT$22.2 billion in resale-type procurements conducted pursuant to Article 22, Paragraph 1, Subparagraph 15 of the Government Procurement Act by entities such as Taiwan Power Company, Taiwan Tobacco and Liquor Corporation, Kinmen Kaoliang Liquor Inc., and Taiwan Sugar Corporation). Among these, 162,955 procurement cases were tendered through open procedures, accounting for 83.33% of the total annual procurement cases, and this ratio has remained above 83% over the past five years. The total awarded amount for procurements conducted through open tender procedures exceeded NT$2.3028 trillion, demonstrating that government
procurement has achieved considerable effectiveness in its open and transparent operational mechanisms.
The number and ratio of public tender bids for procurement from 2021 to 2025 are detailed in the table below.
| Overview of the number of public tenders awarded and the ratio of amount involved between 2021 and 2025 | ||||||
|---|---|---|---|---|---|---|
| Year | Number of tenders awarded | Public | Value of award (NT$100 million) | Public | ||
| Number of tenders awarded | Ratio (%) | Value of award (NT$100 million) | Ratio (%) | |||
| 2021 | 197,447 | 166,911 | 84.53 | 21,995 | 18,949 | 86.15 |
| 2022 | 202,896 | 170,228 | 83.90 | 22,718 | 18,309 | 80.59 |
| 2023 | 182,678 | 153,785 | 84.18 | 22,958 | 20,022 | 87.21 |
| 2024 | 192,253 | 161,361 | 83.93 | 21,719 | 18,094 | 83.31 |
| 2025 | 195,564 | 162,955 | 83.33 | 26,080 | 23,028 | 88.30 |
| Data collection time: February 2, 2026 |
Source: Public Construction Commission, Executive Yuan
B. National Defense Industry
National defense technology capabilities are significant in terms of homeland security and combat readiness of armed forces. To answer to the international tendency where nations are devoted to the development of technologies, dual goals of "homeland security" and "improved overall competitiveness of national economy" need to be fulfilled for the developments in the national defense technology sector. If the defense technology R&D strategy of the US is to combine the power of the private sector to establish a complete defense technology and defense industrial development system, on the one hand, it releases a large amount of defense technology R&D technology to the private sector, reinvests it into people's livelihood products, and creates economic value; on the other hand, through technology transfer, it assists private industry technology upgrades and actively participates in national defense construction. In light of the tightened national defense budget and the increasing costs associated with novel weapon systems, the military-civil sharing policy is gaining prominence in the US.
In the past, due to the fact that domestic technologies were not comparable to those in advanced European and American countries, nearly all important armaments were purchased from overseas and it necessitated the adjustment and change in the national defense policy reflective of the international situation. The unstable policy about the national defense sector also resulted in the lack of willingness for private businesses to make investments. National defense technologies hence were unable to help and growth together with private businesses. Due to the highly limited number of resources available in the region of Taiwan, the government has devoted significant amounts in the development of weapon systems since the 1950's. Nevertheless, its technological capabilities as a while are far from close to those of any advanced country in the world. In 2004, the Ministry of Economic Affairs started with technology projects that feature utilization of the core competency in national defense technologies and experience in system integration as well as effective combination of existing strengths of collaborators. Technical
assistance is provided to collaborators while they devote themselves to the R&D of military supplies. The projects aim to effectively enhance the capabilities of collaborators to develop products and apply technologies. The goals set for such projects include development of national defense contractors, replacement of key parts and components, as well as materials imported, and creation of a core military supplies R&D center satellite system. During the process, not only an innovative value transformation mechanism for the national defense scientific research and daily life sectors that can be created to maximize involvement of the civil society in the research and production of military supplies and in applying technologies, a local national defense sector can also be nurtured for the maximum national defense efficacy and value of daily life sectors. The military and private businesses can help each other to exercise synergistic effects and ultimately boost the overall economic development of the nation.
C. Post-disaster relief market
According to the statistics of the United Nations Emergency and Disaster Database (EM-DAT), a major natural disaster occurs every month in the world. Take the March 11, 2011 earthquake in Japan and the flooding in Thailand in August as examples. Both of these major disasters are compound disasters. The Great East Japan Earthquake caused a huge tsunami, which invaded as far as 7 kilometers inland and brought about major disasters. The heavy rains that bombarded Thailand for several months in a row along with the high tides and flood peak resulted in flooding throughout the nation, including industrial zones in the surroundings of Bangkok, and supply chain disruption for automotive and computer parts and components around the world and reduced rice production. Faced with the various disasters and challenges, countries around the world need to plan basic preventive and rescue strategies in cases of disasters more proactively.
By creating disaster environmental monitoring data and the observatory network, it will help improve the precision required for forecasting disasters. Highly reliable and consistent emergency response measures may be provided. At present, environmental monitoring information is already available at respective ministries and departments. With limited budget and workforce, however, clusters potentially at high risk are not included as a whole. Taiwan, with its unique geography and the complexity involved in the rainfall process, makes it difficult to forecast local sudden heavy rains even now, despite the advanced weather observing and forecasting technology. The precision and credibility of flood and hill-land disaster pre-warnings are reduced as such, too. A rainfall radar network that can monitor rainfall is required in order to improve the precision in monitoring rainfall and in forecasting disasters. The needs for regional disaster prevention and rescue operations can be met, too. Studies of the National Science & Technology Center for Disaster Reduction have shown that environmental monitoring is crucial to the prevention against large-scale collapsing disasters. Nevertheless, issues such as the competent authority for hill-land disasters yet to be defined in the Disaster Prevention and Protection Act, the absence of a risk map for collapsing disasters, and public risk awareness pending reinforcement remain. It is expected that natural disasters will be frequent and given the emphasis over efficacy in disaster rescue operations by government agencies, budget for disaster prevention and protection will steadily grow.
(5) Conclusion of the industry overview
Most of the developments of automotive parts and components businesses around the world are driven by the automotive assembly sector. Because of the small market size
for automobiles in the nation and the fact that new car R&D technologies are nearly controlled by the parent company overseas, the growth in whole car business is not as desirable as those of parts manufacturers. As far as global competitive advantages are concerned, Taiwan should be more competitive in automotive parts and components instead of whole cars primarily because of the small size of the automotive market in Taiwan and the need to reach out for parts manufacturers if they want to grow in size. To compete on the local markets overseas, however, they have to be sufficiently competitive in terms of technology and cost. Thanks to the constantly increased rates in the use of AM instead of OE products by insurance companies in North America, the constant outsourcing by international heavyweights in order to bring down the cost, and the rapid developments in the market for automobiles in Mainland China, Taiwan's parts and components manufacturers get to continue to expand their market shares overseas.
For the future, growth in the global automotive market in 2024 would still be driven by the US, Germany, and India. The growth in the automotive market in China, on the other hand, will slow down and hence the purchasing power is likely to be limited. Nevertheless, what is worth noting is the 13th five-year plan of China as it will be focused on the development of new energy vehicles. In other words, despite the slowdown over the short term, environmentally friendly vehicles will grow over the long term and remain promising in the future. In terms of automotive parts and components, given the increase in the demand for low-price, small, and multi-functional vehicles in international society, parts and components shall be modularized to add value to the vehicles and to make management and repairs easy. Parts shall also be produced in a smart way by integrating and applying a variety of sensors and mechanical/electrical systems. Automotive parts shall turn light-weight with the use of composite materials or heterogeneous materials. Finally, they shall be electrical: clean engines shall be produced and combined with power motors. Automotive parts and components manufacturers improve their competitive advantages by researching, developing, and improving their production technologies, which will help them secure a presence in the supply chain of more international automotive manufacturers. Generally speaking, the future for the automotive parts and components manufacturers in Taiwan remains optimistic.
In order to respond to the said business opportunities and expand the market early on, besides growing their primary business, the Company and its subsidiaries have been devoted to the R&D of new products and the operations on new markets. The original focus was on the AM market and now they are proactively working with OEM clients and then further upgrades to the ODM market. The nearly 20 years of experience of the Company and its subsidiaries has contributed to their solid design and development capabilities. In response to the above-mentioned demand for high-speed growth of the automotive electronics market, the Company and its subsidiaries have applied the relevant engineering experience of automotive electronics to the design of automotive electronics products, and incorporated the automotive communication area network bus technology (CAN Bus) and automotive tire pressure detection system (TPMS), MCU (microcontroller unit), communication protocol, variable valve mechanism control, motor controller, and keyless entry device, etc. into the scope of development and mass production.
In addition, the industrial structure is turning from workforce-intensive to automated, and products are growing more and more precise each day. To cope with the constant changes in the industrial setting, the automotive electrical sector in the future will grow in the following directions:
(A) Equipment automation
The domestic manufacturing sector is now faced with a labor market where workforce is lacking and wages are skyrocketing. High-cost and low-efficiency traditional single-task stamping can no longer cope with international competition. Multi-task continuous automatic processing (die/stamping) is required in order to increase the throughput, bring down cost, add value to the products, and to address competitive demand on the market. With the availability of automotive electronics, on-board electronic controllers, and various top-notch sensors, modular design, automated processing, performance testing are gradually turned towards automation. Automated factories are an inevitable trend in the future. The Company and its subsidiaries have made preliminary accomplishments in investing in automated equipment over the past few years.
(B) High-speed production
For processes such as production of stamping parts and laser engraving, the Company and its subsidiaries adopt precision punching equipment so as to improve the manufacturing technique and to meet customer demand. Plus the dies designed, production will take place even more quickly.
(C) Products turning more and more precise
As electronic elements produced to be used in the IT, electronics, and transportation sectors in the future will become more and more precise, the Company and its subsidiaries will continue to invest in related equipment and technologies so as to manufacture products with even higher additional value.
2. Correlation among the upstream, midstream, and downstream segments of the industry
(1) Industry chain of automotive parts
Automotive parts and components are meant for use by assembly service providers and repair shops. They can be divided into metal and non-metal parts. The sector covered is very wide-ranging, including petrochemical, glass, iron & steel, plastics, electrical/mechanical engineering, and electronics sectors. In other words, they can drive the growth of a whole nation, including the fundamental sectors and peripheral sectors. Correlation of the upstream, mid-stream, and downstream of the automotive parts and components sector is shown as follows:

(2) Industry chain of automotive electrical switches
The correlation among the upstream, mid-stream, and downstream of automotive electrical products shows that mid-stream automotive switch producers, reflective of
product specifications and properties, purchase the required raw materials and supplies from upstream raw material manufacturers. Given the different size requirements for switches, switch producers usually provide raw materials and supplies processors with the dies and the processors produce parts and components that meet specific element specifications according to the samples made with the said dies.
After the mid-stream switch producers receive the raw materials provided by upstream manufacturers, they begin further processing according to the structures of switches for different purposes. The processing now aims to make each raw material into an element. Meanwhile, since a product consists of multiple elements and certain underlying elements need to be processed first in order to be combined with other underlying elements, mid-stream automotive switch manufacturers usually will outsource the assembly of certain raw materials to other contractors. Once respective elements are made, the switch company further assemble them into one complete product.
The downstream distribution network of automotive electrical products, on the other hand, mainly consists of imports and exports. The needs on the AM market, however, are mainly met by parts and components wholesalers and retailers.
AM market industrial chain of automotive electrical switches

(3) Industry chain of wireless communication products
The Company's subsidiary Harbinger mainly deals with government tender-based procurements and plays the role of mid-stream system integrator and manufacturer throughout the whole industrial supply chain. The upstream now consists of radio products, electronic parts and components suppliers, and software designers that mainly supply radio systems and equipment, IC, joints and connectors, and design softwares, etc. Harbinger is in the midstream of the industry and is responsible for connecting radio communication systems and equipment to the network system and related software (hardware) systems, including planning, integration, assembly, mounting, and testing. The downstream are mainly government agencies, national defense authority, and National Chung Shan Institute of Science and Technology.

- Various development trends and competition of products
(1) Product development trends
A. From the structure to the electronics:
The automotive sector was relatively conservative in the past and could hardly make progress. Therefore, the electronic developmental trend is irresistible for the automotive sector in the future. Besides user demand, the government has prepared related laws and regulations to boost energy conservation, environmental protection, system security, and also to help the automotive sector turn electronic. Traditional automotive switches were mostly mechanical. With the development of automotive electronics, they will be gradually replaced by remote identification systems. Such as the fingerprint start-up system, the entry system, the immobilizer, and the RKE. Keys to open car doors will be gradually eliminated. Other mechanical and electrical automotive switches will also be combined with electronic control.
B. Integrate single components into modular systems:
As the switch system will be gradually modularized with other functional parts, besides the existing AM market, the Company and its subsidiaries will also be integrated vertically with other domestic and international level 1 manufacturers, such as tire pressure monitoring system and valve manufacturers, or be integrated and connect with display device and travel control centers while growing towards product modularization and diversification.
(2) Market competition
There are around 300 OEM service providers and around 2,800-plus AM parts and components suppliers in Taiwan now. To become part of the global supply chain links of international heavyweights, however, it is difficult. It takes not only the ability to integrate the upstream, the mid-stream, and the downstream of the industry, but also the threshold set by the client to surpass in order to get the authorization. Therefore, generally speaking, Taiwan manufacturers are active mainly on the AM market. Due to the fact that the market size for automobiles in Taiwan is too small, associated economics is hardly of any scale and it restricts the room for profitability for Taiwan's parts and components manufacturers. How to break through the bottleneck hence has become an important assignment for each of the manufacturers.
Faced with such daunting competition, the Company and its subsidiaries, on the basis of their nearly 20 years of abundant production experience, have developed the small-quantity diversified flexible manufacturing techniques by improving their processes in order to meet the quick-changing demand in the market and to meet international requirements in terms of quality. Lean production is also one of the directives at work for the Company and its subsidiaries. The mass production in the past has now gradually turned to be customer-oriented corporation operation patterns. Operations in the future will be focused on product design and customer relations, too, in order to make the Company more competitive in the face of the globalization challenge.
(III) Overview of Technology and R&D
- Technical level
Being a professional manufacturer of automotive electrical products and automotive sensors, the Company needs to have its products fulfill basic operational requirements and boost the comfort felt by and safety of drivers in addition to meeting the various undesirable environmental requirements. In other words, besides meeting the quality requirements of
TS16949, product life span and quality are important. Therefore, the Product is cautious and adopts multi-party qualification in the development of products. Advanced automatic testing and experiment equipment as well as CAD design and RP quick forming techniques are applied to ensure that the life span and quality of products meet the requirements of multiple heavyweights, such as the Society of Automotive Engineers (SAE) and the Federal Motor Vehicle Safety Standard (FMVSS), as well as FORD, GM, and Chrysler requirements. Our goal is to be leading in quality.
2. Research and development
Automotive electrical products have slowly turned from traditional electrical/mechanical products to electronic products. The technical levels involved are completely different. In order to get ready for the automotive electronics era, the Company has formed its R&D Center and is proactively training mechanical/electrical integration staff and has also been devoted to the development of automotive sensors and TPMS products. In the future, we will research and develop systems by introducing MCUs, communication protocols, variable valve controllers, and motor controllers, keyless entry devices, etc, to allow our products to connect and be integrated with one another better. Not only the developmental technologies are improved, customers' demand for development of new products can be better satisfied.
3. R&D personnel and their educational backgrounds
December 31, 2025
| Year Education | End of 2023 | End of 113 | End of 114 | |||
|---|---|---|---|---|---|---|
| Number of people | % | Number of people | % | Number of people | % | |
| Post-graduate school | 6 | 1.92 | 6 | 2.10 | 6 | 3 |
| Graduate school | 78 | 25 | 78 | 27.27 | 79 | 34 |
| Bachelor (College) | 198 | 63.46 | 183 | 63.98 | 144 | 61 |
| Senior high school (inclusive) | 30 | 9.62 | 19 | 6.65 | 4 | 2 |
| Total | 312 | 100% | 286 | 100% | 233 | 100% |
The Company set up its R&D Center in its headquarters in Taiwan in 2010 and has been proactively hiring outstanding high-ranking engineering R&D talent. Those holding a master's degree or a higher degree are based in the Taiwan headquarters and are spearheading the developments of innovative core technologies. They are the cornerstones for R&D of the Company and are helping fortify the Company's R&D capabilities. Due to the characteristics of a small number of diversified products in the automotive service industry, the Company has derived the strategy of product development and engineering integration as the first step to establish a complete design manual for the Company's product lines, and to implement the key tasks of high production yields at the forefront of development stage, and to make the most complete use of the Company's resources. In addition, including the R&D department of its subsidiaries, the entire R&D unit currently has more than 100 people.
4. Annual R&D expenses in the last five years:
Unit: In thousands of NTD
| Year People | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|
| R&D expenditure (A) | 506,176 | 548,152 | 554,764 | 522,009 | 519,381 |
In terms of R&D budget, related expenditure has been climbing over the past few years. The parent company has gradually increased the target from about 3% of the annual sales that was set before to above 10~13%. The subsidiaries, on the other hand, have gradually increased it from about 7% of the annual sales that was set before to above 12~15% now. Generally speaking, the increase in R&D expenditures over the past few years is mainly because of the investments in R&D equipment, the application for patents, the hiring of high-ranking R&D talent by the parent company, and the implementation of the strategy to combine product R&D and engineering. The expenditures in the future will be focused more on the development of related core technologies.
- Technologies or products successfully developed in the most recent year and up to the date of publication of the annual report:
R&D accomplishments of CUB ELECPARTS INC
| Year | Product | Application and description |
|---|---|---|
| 2024 | ||
| (59 items in total) | 1. Switches: 4 items in total | |
| 2. Sensors: 43 items in total | ||
| 3. Engine locks: 1 items in total | ||
| 4. Other switches: 11 items in total | 1. VS-28/30/31/35/36/39/40/47/48 automotive oil pressure switch/gear switch/turn signal switch/wiper switch/window switch/window switch/brake light switch/water temperature switch, etc. | |
| 2. VS-29/32/33/34/72/56/58/73/54/78 Temperature sensor/rotation speed meter speed sensor and camshaft/crankshaft sensor/detonation sensor, etc. | ||
| 3. VS-37/38 Automotive engine ignition switch/lock/lock set/door lock, etc. | ||
| 4. Fan switch/junction box/clock spring/solenoid, etc. (23.49.51.55.27.70.75) | ||
| 2025 | ||
| (40 items in total) | 1. Switches: 8 items in total | |
| 2. Sensors: 22 items in total | ||
| 3. Engine locks: 0 items in total | ||
| 4. Other switches: 10 items in total | 1. VS-28/30/31/35/36/39/40/47/48 automotive oil pressure switch/gear switch/turn signal switch/wiper switch/window switch/window switch/brake light switch/water temperature switch, etc. | |
| 2. VS-29/32/33/34/72/56/58/73/54/78 Temperature sensor/rotation speed meter speed sensor and camshaft/crankshaft sensor/detonation sensor, etc. | ||
| 3. VS-37/38 Automotive engine ignition switch/lock/lock set/door lock, etc. | ||
| 4. Fan switch/junction box/clock spring/solenoid, etc. (23.49.51.55.27.70.75) | ||
| 2026 | ||
| First quarter | ||
| (15 items) | 1. Switches: 4 item in total | |
| 2. Sensors: 8 item in total | ||
| 3. Engine locks: 0 items in total | ||
| 4. Other switches have 3 items | 1. VS-28/30/31/35/36/39/40/47/48 automotive oil pressure switch/gear switch/turn signal switch/wiper switch/window switch/window switch/brake light switch/water temperature switch, etc. | |
| 2. VS-29/32/33/34/72/56/58/73/54/78 Temperature sensor/rotation speed meter speed sensor and camshaft/crankshaft sensor/detonation sensor, etc. | ||
| 3. VS-37/38 Automotive engine ignition switch/lock/lock set/door lock, etc. | ||
| 4. Fan switch/junction box/clock spring/solenoid, etc. (23.49.51.55.27.70.75) |
TPMS product line:
| Year | Product | Application and description |
|---|---|---|
| 2024 (61 items in total) | 1. Tools: 1 items in total2. Sensors: 37 items in total3. System integration products: 6 items in total4. Receiving and display modules: 8 item in total5. Others and system integration: 3 items in total6. Bluetooth sensors: 6 items | 1. C100: Including tools, OBD II interfaces, and cradles2. B121: 315 & 433MHz Universal Sensor, 1:1 Sensor (Bluetooth is not included in this item)3. A000: System combination products, etc.4. C201, C900: Receive and display the related module products.5. 90/28: including accessory packs and other TPMS products.6. B121: Various Bluetooth sensors of B121 series |
| 2025 (234 items in total) | 1. Tools: 5 items in total2. Sensors: 204 items in total3. System integration products: 4 items in total4. Receiving and display modules: 4 item in total5. Others and system integration: 5 items in total6. Bluetooth sensors: 12 items | 1. C100: Including tools, OBD II interfaces, and cradles2. B121: 315 & 433MHz Universal Sensor, 1:1 Sensor (Bluetooth is not included in this item)3. A000: System combination products, etc.4. C201, C900: Receive and display the related module products.5. 90/28: including accessory packs and other TPMS products.6. B121: Various Bluetooth sensors of B121 series |
| 2026 First quarter (128 items in total) | 1. Tools: 0 items in total2. Sensors: 115 items in total3. System integration products: 1 items in total4. Receiving and display modules: 2 item in total5. Others and system integration: 10 items in total6. Bluetooth sensor: 0 items | 1. C100: Including tools, OBD II interfaces, and cradles2. B121: 315 & 433MHz Universal Sensor, 1:1 Sensor (Bluetooth is not included in this item)3. A000: System combination products, etc.4. C201, C900: Receive and display the related module products.5. 90/28: including accessory packs and other TPMS products.6. B121: Various Bluetooth sensors of B121 series |
ADAS product line:
| Year | Product | Application and description |
|---|---|---|
| 2024 (32 items in total) | 1. Radar: 1 items in total2. System integration: 10 items in total3. Others: 21 items in total | 1. C200: including LED displays, TFT displays, LCD displays, among other display-related modules. 2. C001: Includes various controller-related products for passenger cars, pickup trucks, motorcycles, trucks, buses, and special applications. 3. B122: 24GHz, 77GHz and 79GHz millimeter wave radar related products. 4. A001/009: system combination products System application products to meet respective functional needs on the market, such as BSD, RCTA, LCA, FCW, DOW, and LDW, among others. |
| Year | Product | Application and description |
|---|---|---|
| 5. 90: Including accessories and other ADAS products. | ||
| 2025 (47 items in total) | 1. Displays: 3 items2. Controllers: 8 items3. Radar: 9 items in total4. System integration: 22 items in total5. Others: 5 items in total | 1. C200: including LED displays, TFT displays, LCD displays, among other display-related modules.2. C001: Includes various controller-related products for passenger cars, pickup trucks, motorcycles, trucks, buses, and special applications.3. B122: 24GHz, 77GHz and 79GHz millimeter wave radar related products.4. A001/009: system combination products System application products to meet respective functional needs on the market, such as BSD, RCTA, LCA, FCW, DOW, and LDW, among others.5. 90: Including accessories and other ADAS products. |
| 2026 First quarter (3 items in total) | 1. Displays: 0 items2. Controllers: 2 items3. Radar: 0 items in total4. System integration: 1 items in total5. Others: 0 items in total | 1. C200 includes LED display, TFT display, LCD display and other display related module products.2. C001 includes various controller-related products for sedans, pick-up trucks, motorcycles, trucks, buses, and special purpose controllers.3. B122 refers to 24GHz, 77GHz and 79GHz millimeter wave radar related products.4. A001/009 is a combination product for system application. System application products to meet respective functional needs on the market, such as BSD, RCTA, LCA, FCW, DOW, and LDW, among others.5. 90 includes accessories and other ADAS products. |
(IV) Long-term and Short-term Business Development Plans
- Short-term plan
| Item | Description of Contents |
|---|---|
| Product Direction | 1. Continue to develop products in emerging areas, increase the completeness of the product series, and add new models (such as Korean and European models) to reduce the procurement cost of customers and meet the needs of customers for one-stop purchasing. 2. Related derivative applications of TPMS tire pressure monitoring system products 3. Gradually increase the launch of electronic products, develop towards higher margins and higher technology categories, and enhance the depth of products. 4. Develop parts for original manufacturers and take the initiative to launch more competitive products in the market. |
| Item | Description of Contents |
|---|---|
| 5. Actively participate in the system development after TPMS and ADAS legislation.6. Strengthen the design capability of vehicle switches, sensors and vehicle electronics, and command the key technologies of automotive components.7. Strengthen engineering management and information integration, and bring in electromechanical talents to respond to new technologies.8. Independent research and development of automotive/non-automotive millimeter-wave radar, with high-end 24GHz, 60GHz, 77GHz, and 79GHz millimeter-wave radar core technology and radar and image fusion.9. In addition to traditional passenger car applications, expand the application of ADAS technology and introduce ADAS-related application innovations into many new vehicle models and new product applications, such as school buses, heavy motorcycles, motorcycles, RV campers, and other large vehicles (eg, tour buses, commuter buses, and linkage vehicles).10. Millimeter wave radar is used in non-vehicle applications such as intelligent transportation, public constructions, security, water conservancy, industry, and drones.11. Electric vehicle and new energy market applications, and development of new products with high technology and high gross profit related to energy management and detection.12. Aegis and military equipment development. | |
| Production Strategy | 1. Implement scheduling and mass production point inspection to ensure the quality of production and reduce unnecessary rework and waste in production process.2. Continuously carry out COST DOWN in response to the increase of raw material prices.3. Strengthen product manufacturing specification standards and verification capabilities.4. Enhance automatic production capability and increase production value.5. Reduce the quantity and amount of inventory to prevent the stock from becoming obsolete and respond early. |
| Scale of Operations | 1. In addition to consolidating the US, Central, and South American markets, developing the European market as the business objective2. Expand millimeter wave radar AM application products and millimeter wave radar OEM products for automakers, and strengthen the self-developed technology and application of millimeter wave radar. In addition to the application of ADAS systems (BSD, FCW, AEB, etc) in general passenger cars, it also introduces more innovations into new vehicle model markets and applications, such as school buses, drones, public transportation and traffic facilities (eg, level crossings), large commercial vehicles, etc...and other markets.3. Ensure the quality of existing products to consolidate the existing market, and enhance the accuracy and timeliness of delivery to respond to the sales pattern of small volume and multiple SKU.4. Expand the Company's product sales channels and generate higher revenue through the integration of resources from affiliates and the development and cooperation with new and existing channel vendors to generate higher revenue results. |
- Long-term plan
| Item | Description of Contents |
|---|---|
| Product Direction | 1. Enhance the competitiveness of TPMS products and provide a simpler solution for the tire maintenance industry. 2. The Company's R&D center is the technology development platform, and is developing technologies such as automotive safety, new energy, engine power, and sensor control units, to develop higher-end AM products, while developing component products that are suitable for OEMs. 3. The Company has introduced the engineering information platform to promote the technical exchange with Shanghai Factory. 4. Seek strategic partners to increase existing development resources and create new business opportunities. 5. The Company will increase the products of European and Japanese car models to expand its sales territory and strengthen its sales network. |
|---|---|
| Production Strategy | 1. Implement division of work with Shanghai Factory and establish the global logistics mechanism. 2. A small number of diversified and flexible production is established to meet the customized production needs. 3. Continue to improve mass production technology, aim to save manpower and achieve automated production. 4. Add TPMS fully automated production line for Taiwan's factory. |
| Scale of Operations | 1. Human resources are oriented towards internationalization to meet the local talent retention mechanism. 2. Expand new products and new markets, increase the economies of scale. 3. By leveraging the professional equipment and R&D technology of the two plants, the Company is able to expand into the development of other industries (such as traditional industries of electronics or machinery processing) to create value and benefits. |
II. Market and Production/Distribution Overview
(I) Market analysis
- Sales regions of major products
Unit: NTD thousand; %
| Year Location | 2024 | 2025 | ||
|---|---|---|---|---|
| Amount | Ratio (%) | Amount | Ratio (%) | |
| Within Taiwan | 1,620,659 | 34.70 | 1,240,157 | 33.94 |
| US | 1,293,621 | 27.70 | 1,400,406 | 38.33 |
| China | 366,562 | 7.85 | 271,988 | 7.44 |
| Germany | 178,893 | 3.83 | 11,276 | 0.31 |
| Others | 1,211,024 | 25.92 | 730,113 | 19.98 |
| Total | 4,670,759 | 100.00 | 3,653,940 | 100.00 |
As the world's largest car market, the U.S. has been the main sales region for the Company and its subsidiaries. Therefore, North America has become the Company's and its subsidiaries' main sales region, accounting for $27.7\%$ and $38.33\%$ of the Company's and its subsidiaries' sales in 2024 and 2025, respectively. Domestic sales revenue in 2025 decreased by $0.76\%$ compared with 2024, mainly due to lower recognition of revenue from tender projects in 2025. In 2025, due to the impact of the U.S. economic slowdown and tariff issues in China, export sales revenue decreased by $20.86\%$ compared with 2024.
- Market share:
Products manufactured by the Company and its subsidiaries are automotive electrical parts and components. Given its insignificant ratio to the overall automotive parts and components, it is uneasy to obtain related statistical data. Besides, related tax codes for automotive electrical products are not available in Taiwan, it is quite impossible to obtain the exact statistics of automotive electrical products exported. Therefore, the export tax classification that has been adopted by the Company so far, 8708.99: "Parts and accessories for other motor vehicles" (including sheet metal, chassis, electronic and electrical products), and export codes 8536.50 and 8537.10 (automotive switch-related products) as well as US, the largest export destination for the automotive parts and components made in Taiwan and by the Company are used in the analysis of the Company's share in exports of automotive electrical parts and components made in Taiwan to the US.
According to the import and export statistics of the Directorate General of Customs, Ministry of Finance, the export of Taiwan's auto parts with tax code 8708.99 to the United States was found to be affected by the international financial tsunami in 2009. From 2013 to 2015, the export to the United States showed an increase. From 2016 to 2017, it declined slightly. From 2018 to 2021, it showed an increasing trend. In 2022, the export to the United States increased, with an annual growth rate of $10.88\%$ . In addition, as far as exports to the US under tax codes 8536.50 and 8537.10 are concerned, growth was noted between 2014 and 2018. In summary, Taiwan's exports of automotive electrical parts and components showed a year-by-year growth trend from 2016 to 2018, followed by a slight decline in 2019. Export values increased from 2020 to 2022, and growth reached $8.67\%$ in 2025.
Exports to the US between 2016 and 2025 under tax codes 8708.99, 8536.50, and 8537.10
Unit: In thousands of NTD, %
| Year | 8708.99 | 8536.50 and 8537.10 | Total | |||
|---|---|---|---|---|---|---|
| Amount | Growth rate | Amount | Growth rate | Amount | Growth rate | |
| 2016 | 23,099,616 | (6.17) | 4,613,295 | 17.93 | 27,712,911 | (2.87) |
| 2017 | 22,416,137 | (2.96) | 4,708,843 | 2.071 | 27,124,980 | (2.12) |
| 2018 | 23,137,279 | 3.22 | 5,486,539 | 16.52 | 28,623,818 | 5.53 |
| 2019 | 24,451,544 | 5.68 | 5,208,385 | -5.07 | 29,659,929 | 3.62 |
| 2020 | 24,644,104 | 0.79 | 6,947,259 | 33.39 | 31,591,363 | 6.51 |
| 2021 | 29,222,702 | 18.58 | 13,629,598 | 96.19 | 42,852,300 | 35.65 |
| 2022 | 31,588,873 | 8.10 | 35,280,422 | 158.85 | 66,869,295 | 56.05 |
| 2023 | 30,152,068 | -4.55 | 13,376,772 | -62.08 | 43,528,840 | -34.90 |
| 2024 | 30,319,883 | 0.55 | 11,103,724 | -16.99 | 41,423,607 | -4.8 |
| 2025 | 27,835,089 | -8.19 | 17,179,716 | 54.72 | 45,014,805 | 8.67 |
Source: Website of the Directorate General of Customs
3. Future market supply and demand and growth
The supply and demand of automotive parts and components are different due to different sales models. Generally, it can be divided into two categories: the parts of the original vehicle before leaving the plant and the parts from after-sales maintenance. The after-sales maintenance parts market can be divided into two types: original equipment manufacturers OES and AM (After-Market) manufacturers.
The Company's main sales model is based on AM. Due to the long-term high oil price and the impact of financial crisis, the new car sales in the U.S. was sluggish in recent
years. The AM market, on the other hand, was thriving. Because the car market has a large number of cars and the vehicle accident rate is high, the demand for replacement of AM collision parts is greater. The slow growth of new cars has slowed down the replacement of old cars. The car owners have extended the service life of old cars. the growth in demand for replacement parts. With the high car retention rate in North America, it can be expected that the AM market size will continue to grow. For the TPMS, on the other hand, the US legislation stipulates that new cars have to be equipped with the TPMS and in the future, old cars will change to the TPMS, too. In other words, it will become one of the driving forces for the Company's growth as well.
Besides, since 2005, production of new cars around the world has been slowing down. This caused some OEM and ODM companies to be caught in operational difficulties. Furthermore, because of the cost, some European and American T1/T2 suppliers are no longer willing to support OES businesses. Therefore, automotive manufacturers must apply some strategies in order to survive, such as cost reduction to maintain comparable profits. As such, they are finding lost-cost country sources and purchase orders have been outsourced significantly over the past few years.
For the more than 20 years since it was established, the Company has been constantly seeking advancement on the AM market through research and development and has manufactured optimal parts and components meeting international standards. To cope with the changes around the world, the Company has gradually reached out from the AM market to the OE market and turned international with more refined and cost-effective products manufactured. Following the market trend, the Company tries to become a Tier 1/Tier 2 partner of automotive manufacturer suppliers taking advantage of its abundant experience accumulated over years in the auto parts sector and its innovative essence.
- Competitive advantage
(1) Export-oriented, covering the AM and OEM markets.
AM market is the current focus. In the future, the OEM production value will be gradually maximized; there is significant room.
(2) Diversification and variety of product lines
There are a variety of product lines to suit the needs of multiple vehicle models and years and the demand for procurements in small quantities and multiple options.
(3) Strong customer relationship
Main customers of the Company and its subsidiaries are long-term partners with amicable relations. They provide feedback and needs for the market intelligence provided and products to be developed as part of the joint effort to maximize market presence. Meanwhile, with existing customers, the number of products worked on is maximized, including not only existing product lines but also the development and sales of new product lines.
(4) Continued investment and improvement of R&D
The Company and its subsidiaries spare no effort in R&D investments. The R&D Center was established and the R&D unit has been further staffed. Growth is seen in both workforce and equipment. This shows the determination and effort devoted to expediting product development, technical enhancement, and cost control.
(5) Multiple types of small quantities of production types
A complete supply chain is formed by the contractors and the subsidiary’s plant built in Shanghai through diversified division of labor to cope with the short lead time and to effectively control and bring down the inventory.
(6) Price competitiveness
To reach out to the world and turn international, as well as coping with the pressure brought about by rising costs, lean production is adopted. The technical improvement will contribute to improved management and help fulfill the demand in the market for price reduction.
- The favorable and unfavorable factors for the future development and the corresponding measures
(1) Favorable factors
A. Amid the global downturn, the automotive AM business opportunities are promising.
B. The Company has been cultivating the product technology and market for many years, and has reached the mutual cooperation model with customers, to increase the opportunities of OEM orders.
C. The U.S. market is facing a strategy of reducing costs, moving manufacturing out of the country, and increasing procurement from Asian manufacturers.
D. The rise of the open economy in the Greater China region presents business opportunities and facilitates the smooth operation of Shanghai Factory.
E. The market potential of the EU and other developing countries has increased.
(2) Unfavorable factors and countermeasures
A. New competitors emerge (China, India, Thailand, the Philippines, etc.) and take over the market
As restructuring and consolidation become popular in the global auto sector, the international auto parts and components supply chain will see restructured changes in the future, too. Emerging countries in Asia have noticed the enormous profits brought about by exports of auto parts and components and are joining in the competition to secure a piece of the global auto parts and components pie. Cheap land, low-cost workforce, and the determination demonstrated by governments of emerging Asian countries to grow their auto sectors are offering US auto parts and components suppliers new and impressive sources. It is expected that more and more auto parts and components purchase orders will be shifted from North America to related suppliers in emerging Asian countries. This will definitely pose a threat for the business of the Company and its subsidiaries.
Countermeasures:
A. Expedite construction of plants in Mainland China and develop them to cope with the cost demand of customers taking advantage of the relatively cheaper labor.
B. Expand the economic scale of the Company and its subsidiaries to make it difficult for new competitors to catch up and continue to develop new products and introduce more precision equipment.
B. The product quality verification is strict and time-consuming
Due to the fact that the quality and reliability of auto parts and components are more important than IT products, new products need to go through extended testing and verification despite the trust that is already in place from the long-term partnership. It involves more funds and also higher risk. For the Company and its subsidiaries, investing in the development of new products or maintaining existing product lines involves the developmental potential of the Company in the future and hence the potential risk should not be ignored.
Countermeasures:
Many products of the Company and its subsidiaries have now been qualified by customers and are being produced in steady quantities and shipped. The operational status is quite steady. Development of new products is ongoing to get sufficiently prepared for verification of new products in the future. Various precision testing equipment meeting automotive requirements will be introduced in the future to strengthen the laboratory's qualification capability and ensure quality assurance so that the qualification rate upon initial testing can be enhanced and time to marketing of products can be reduced.
(II) Important purposes and production processes of main products
- Important uses of major products:
| Main product | Important purpose |
|---|---|
| Turn signal switch (Turn signal switch) | ① Manual control of turn signal lamps and lane change indicators. ② Manual control of high/low beam headlights. ③Manual control for Head Lamp and Illumination ④On switch for Hazard Lamp |
| Ignition switch (Ignition switch) | ①Controls the power for the automotive, including electrical parts, start-up motor, and ignition system, etc. ②Key Reminder detection feature |
| Headlight switch (Headlight switch) | Manual switch control for the headlight, including the headlight, front and rear fog lamps, and the light for the dashboard |
| Automotive sensor (Automotive Sensors) | ①Senses engine rotation speed, provides the ECU with the rotation signal, and displays it on the dashboard. ②Senses car speed and displays it on the dashboard ③Senses the camshaft and the crankshaft position and provides the ECU with the ignition timing output. |
| Power Windows Switch (Power Windows Switch) | ①Windows go up, down, or doors are locked through the switch that contains a central control system or semi-manual system. ②For electrical control or central control, the driver can set through the switch next to him/her to centralize the control or let passengers freely turn on/off and control the windows or door next to them. ③The new central control comes with the power switch for the mirrors. |
| Tire Pressure Sensor (Tire Pressure Sensor) | It is installed inside the tire and can detect the air pressure and temperature of the tire in real time and send specific communication codes through RF to the receiver inside the car. |
| RF Coding Device for TPMS (RF Coding Device for TPMS) | This product works to set the RF output waveform of the tire pressure sensor to be consistent to that of the receiver inside the car so that it can transmit and receive signals. This RF coding device enables the tire pressure sensors developed by CUB to be widely applied to most automobiles in the world. |
| mmWave Radar (mmWave Radar) | This product is not limited by environmental or weather conditions and is capable of detecting various objects within a range of 200 meters, |
2. Production process of major products
(1) Turn signal switch products

(2) Ignition switch products

(3) Head lamp switch products

(4) Sensor products

(5) Power Windows Switch


(6) Tire Pressure Sensor

(7) RF Coding Device for TPMS

(8) ADAS
(III) Supply of main raw materials
| Main raw material | Source of supply | Supply status |
|---|---|---|
| TPMS-chip, MCU, IC, NXP | Taiwan Weikeng | Good |
| Plastic part | Chiufeng, Hechii, Bole, Chanchuan | Good |
|---|---|---|
| Wire set | Mingyi, Hsinsheng, Taiyu, Shanghe | Good |
| Punching parts | Shenyang, Yineng, Rongsheng, Minghuan | Good |
| Automotive engine cylinder cover, cylinder | Changdedongding | Good |
(IV) In the past two years, any customer who accounted for more than ten percent of the total purchase (sales) amount in any one year, including their name, purchase (sales) amount, proportion, and explanation of the reasons for the increase or decrease in their transactions.
- List of suppliers accounting for more than $10\%$ of total procurement in any of the two most recent years, and the reasons for any increase or decrease:
Unit: NT$ thousand
| Item | 2024 | 2025 | ||||||
|---|---|---|---|---|---|---|---|---|
| Name | Amount | As a percentage of net imports for the year (%) | Relationship with the issuer | Name | Amount | As a percentage of net imports for the year (%) | Relationship with the issuer | |
| 1 | Baolong Industrial | 404,251 | 15.31 | No | 404,251 | 15.31 | No | |
| 2 | Weikeng Industrial Co, Ltd | 183,312 | 6.94 | - | 183,312 | 6.94 | No | |
| Others | 2,053,430 | 77.75 | Others | 2,053,430 | 77.75 | |||
| Net purchases | 2,640,993 | 100.00 | Net purchases | 2,640,993 | 100.00 |
Description of changes: The Company has purchased from suppliers accounting for more than $10\%$ of the total purchase in the last two years. The Group is engaged in the research and development, production and sales of spare parts for the after-sales maintenance and repair of automotive. The main products are electric switch for cars, automotive safety parts and communication equipment engineering. Due to the diversity of products, the suppliers are quite dispersed. In the last two years, only Weikeng Industrial Co., Ltd. has become suppliers accounting for more than $10\%$ of the net purchase amount.
- List of customers accounting for more than $10\%$ of total sales in any of the two most recent years, and the reasons for any increase or decrease:
Unit: NT$ thousand
| Item | 2024 | 2025 | ||||||
|---|---|---|---|---|---|---|---|---|
| Name | Amount | Percentage in the net sales throughout the year [%] | Relationship with the issuer | Name | Amount | Percentage in the net sales throughout the year [%] | Relationship with the issuer | |
| 1 | Yu Hong Technology | 548,615 | 11.74 | No | Yu Hong Technology | 548,615 | 11.74 | No |
| 2 | Group 31 | 291,981 | 6.25 | No | Group 31 | 291,981 | 6.25 | No |
| 3 | Company A | 165,779 | 3.54 | No | Company A | 165,779 | 3.54 | No |
| Others | 2,969,688 | 67.52 | Others | 2,969,688 | 67.52 |
Description of changes: The Group's principal business activities include the production and sale of automotive parts and automotive electrical switches, as well as project engineering and related operations. Group 31 is an automotive parts customer and ranked among the Company's top ten customers by sales in both 2024 and 2025. Sales to Group 31 decreased in 2025, mainly due to the impact of U.S. tariffs. In addition, Yu Hong Technology is engaged in engineering project-based operations, and sales to the company are therefore subject to fluctuations depending on the number and scale of projects awarded during the year. Company A is a customer collaborating with subsidiary CUB ELECPARTS INC. on commercial vehicle advanced driver-assistance systems (ADAS). Shipment schedules were adjusted by the customer mainly due to tariff issues in China.
III. Employee Information for the Most Recent Two Years and up to the Date of Publication of the Annual Report
| Item\Year | 2024 | 2025 | The current year up to April 30, 2026 | |
|---|---|---|---|---|
| Number of employees | Managers | 44 | 36 | 37 |
| Direct employees | 154 | 148 | 137 | |
| Indirect employees | 645 | 604 | 593 | |
| Total | 843 | 790 | 767 | |
| Mean age | 39.16 | 40.70 | 40.93 | |
| Mean number of years in service | 6.31 | 8.19 | 8.36 | |
| Ratio of education distribution | Post-graduate school | 1% | 1% | 1% |
| Graduate school | 14% | 16% | 15% | |
| Bachelor (College) | 59% | 60% | 60% | |
| Below college/university | 26% | 23% | 24% | |
| Total | 100.00% | 100.00% | 100.00% |
IV. Information on Environmental Protection Expenditure
- If the Company is required by law to apply for a permit for the construction of pollution facilities, or a permit for pollution discharge, or to pay for pollution prevention expenses, or to set up a dedicated unit for environmental protection, the status of the application, payment, or establishment must be explained:
The Company, being a professional manufacturer and distributor of automotive electrical products, no pollutants subject to regulatory control are generated during production or manufacturing. As such, there is no need for the Company to apply for a permit for setting up polluting facilities or discharging pollutants or pay pollution control and prevention fees or set up exclusive units or staff to take charge of environmental protection as required by law.
- The report shows the Company's investment in the main equipment for pollution prevention,
the purpose of use, and the possible effects:
The Company, being a professional manufacturer and distributor of automotive electrical products, no pollutants subject to regulatory control are generated during production or manufacturing. As such, it is no applicable.
-
Explain the Company's efforts to improve environmental pollution in the most recent two years and up to the date of publication of the annual report, the handling process for the environmental pollution disputes shall be explained: The Group did not have environmental pollution disputes in the most recent two years and up to the publication date of the annual report.
-
In the most recent two years and the date of report publication, the losses suffered by the Company due to environmental pollution (including compensation and violations of the laws and regulations in environmental protection inspection, specifying the disposition dates, disposition reference numbers, the articles of law violated, the content of the legal violations, and the content of the dispositions), and disclosing the current and possible estimated amounts and countermeasures. If it is impossible to make a reasonable estimate, the facts of why it is impossible should be stated: In the most recent two years and up to the date of publication of the annual report, the Group has not suffered any losses due to environmental pollution.
-
The current pollution and the impact of improvement on the Company's earnings, competitive position and capital expenditure, and the expected significant capital expenditure on environmental protection in the next two years: None.
V. Labor-Management Relations
(I) The Company's employee welfare measures, continuing education, training, retirement system and their implementation, as well as the agreements between labor and management, and various measures to protect the rights and interests of employees:
- Employee welfare measures
(1) The Company has established the Employee Welfare Committee and has been allocating funds to the welfare fund as required by law.
(2) The Company's Welfare Committee provides various welfare systems, including three festivals, gifts, birthday gifts, education and training, hospitalization and other irregular social activities.
(3) The Company will distribute bonuses depending on the operating situation, and implement employee bonus system to enhance employee morale.
(4) The subsidiary provides various employee welfare measures in accordance with local laws and regulations and business results.
- Continuing training and education system
To boost employee attainments and skills for a win-win situation of the employees and the company, the Company and its subsidiaries conduct various types of educational trainings regularly and as needed, including the newcomer training, in-service training, and external training:
(1) New employee training: When new employees report to the Company, they are required to undergo orientation training to familiarize with the Company's rules, policies and culture.
(2) On-the-job training: Before the end of each year, each unit submits an education and training plan for the next year based on the personnel training requirements
of the unit. After the management department compiles and submits it, it is used as the basis for implementing the Company's education and training plan.
(3) External training: For special personnel, external training applications can be filed (e.g. professional certification training, on-the-job training, etc) due to work requirements. After the completion of the training, the personnel will be issued a certificate or report as a reference for education and training.
3. Retirement system
(1) The Company established the Supervisory Committee of the Labor Retirement Reserve Fund in January 1998, and also defined the committee's organizational charter and the labor retirement regulations. The Company also appropriated the pension reserve to the dedicated account of the Bank of Taiwan for safekeeping.
(2) Since July 1, 2005, the Company has been contributing 6% of employees' monthly salaries as pension reserve under the Labor Pension Act, which is deposited in the employees' individual pension account under the new labor pension system.
(3) The subsidiary shall comply with the local laws and regulations, such as the Labor Act and the Social Insurance Act.
4. The agreements between labor and management
In order to promote labor-management relations, the Company and its subsidiaries hold regular or ad-hoc labor-management meetings, and establish an online communication platform as a channel for communication between the employer and employees, to ensure harmonious labor-management relations.
5. Employee rights protection measures
The Company and its subsidiaries operate in accordance with the Labor Standards Act to protect employees' rights and interests.
(II) List any losses due to labor-management disputes in the most recent year and up to the date of publication of the annual report (including any violations of the Labor Standards Act found in labor inspection, specifying the disposition dates, disposition reference numbers, the articles of law violated, the substance of the legal violations, and the content of the dispositions), and disclosing an estimate of possible expenses that could be incurred currently and in the future and countermeasures being or to be taken. If a reasonable estimate cannot be made, an explanation and the facts why it cannot be made shall be provided:
-
The Company did not violate the Labor Standards Act in the most recent year and as of the date of publication of the annual report.
-
In case of any occurrence, the Company will take preventive measures and strengthen the implementation of the professional manager management measures in each business unit, organize training and education on relevant laws and regulations, regularly promote the Labor Standards Act every quarter, and the Company has established a complaint management system, so that workers can report through the complaint channels.
VI. Information and Communication Security Management
(I) Describe the information security risk management framework, information security policy, specific management plans, and resources invested in information security management, etc.:
1. Organizational structure:
The IT unit is responsible for preparing and enforcing information security policies, communicating information security, promoting employees' awareness of information security, continuing to reinforce information security management, ensuring data, systems,
and network safety, and collecting and improving technologies, products, or procedures for the performance and validity of organizational information security management systems.
The audit unit inspects IT security of the internal control system circulation of electronic data (nine major cycles) each year to evaluate the validity of internal control for the company's IT operations.
- Information security risk management mechanism:
To enforce IT security management, the Company has the internal control system - electronic media management procedure in place to help strengthen the overall protection of IT security and form an IT security management system that realizes the timeliness and integrity in the reporting of IT security-related messages:
(1) Secure software and hardware deployment: Network management and server management ensure the continuous operation of the information system.
(2) System software and hardware layout: information system software, user computer, equipment computer, computer peripherals, and spare parts.
(3) Program maintenance and update: information system software program, form program, database.
(4) Account permission permissions: Information system software account permissions, user computer account permissions, file folder permissions, mobile storage equipment permissions, and network usage permissions, to ensure that data access is in accordance with departmental function specifications and prevent unauthorized modification or use of data and systems.
(5) Information peripheral equipment deployment: Office machines, printers, and projectors, to ensure the confidentiality and integrity of information assets.
(6) Regularly review information security to ensure information security is properly implemented.
- Information security policies:
(1) Security goals:
To reinforce management of IT security, create various reliable IT application systems, improve information security and quality of service of the Company's operations, protect the security of the Company's IT assets against any internal or external intentional or incidental threat and destruction that results in alteration, disclosure, destruction, or loss of operational information for the sake of protecting the Company's interest and ensuring sustainable operations of IT systems at respective units.
(2) Scope of security:
A. Staff management and IT security educational training.
B. Computer system security management
C. Network security management
D. System access control
E. System development and safety maintenance and management
F. IT assets security management
G. Physical and environmental safety management
H. IT system sustainable operation plan management
I. IT security audit.
(3) Safety principles and standards:
A. Periodically hold IT security communication and educational trainings and drills to improve employees' awareness of IT security and help them abide by IT security requirements.
B. Install anti-virus software to detect and protect IT systems and files against computer viruses. Use MDR to keep off and protect against malicious attacks and invasions and ensure security of computer data.
(4) Relevant regulations to be followed:
A. Upon receipt of the application form for account access, the IT unit creates a "username" and sets up a sophisticated password and gives them to the applicant. They may not be used by anyone else.
B. Computer data and equipment are set with the specific custodian. Use, dismantlement, and alteration of peripheral equipment at will is disallowed without prior authorization.
C. It is disallowed to use unauthorized and unknown software/hardware.
D. Screen saver is activated when the computer is inactive and the password needs to be entered again to use the computer.
E. Important data shall be backed periodically and saved in the company's storage equipment.
F. Use of unauthorized real-time communication software is disallowed.
- Specific information security management plan:
| Internet control | Data access control | Response recovery mechanism | Communication and review |
|---|---|---|---|
| 1. Firewall (highly usable). | 1. Computer data and equipment are set up as safekeeping units/personnel. | 1. Regularly review the emergency response plan. | 1. Regular announcements and promotion of information security to enhance employees' information security awareness. |
| 2. Periodic vulnerability detection and scanning and penetration testing of the network. | 2. Give different access permissions to the respective users. | 2. Exercise system recovery regularly every year. | 2. Conduct social engineering drills on a regular basis. |
| 3. Activity record and operation control. | 3. Cancellation of access for transferred staff | 3. Establish a system backup mechanism and perform backup operations regularly. | 3. Regularly conduct information security education and training. |
| 4. System log for tracking abnormal activities. | 4. Confidential and sensitive data and copyrighted software will be deleted before the storage device is scrapped. | 4. Establish off-site backup equipment and perform backup operations regularly. | |
| 5. Regularly review the computer network security control measures. | 5. The remote login management information | ||
| 6. Restrictions on network connection. |
| 7. Anti-virus software installation | system can only be used after approval.
6. Establish a multi-factor authentication mechanism for the e-mail system. | | |
| --- | --- | --- | --- |
- Emergency notification procedures
When an IT security incident occurs, determine the type of event and find out the underlying problem according to the IT system major disaster emergency response procedure for immediate troubleshooting and keep record of it.
- Execution status
(1) The Company has not had any significant IT security incident so far that resulted in operational damages.
(2) IT security management policies will continue to be enforced and the recovery plan-based rehearsals will take place periodically to protect the security of important systems and data of the company.
Information Security Unit: Information Management Department
Information Security Officer: Su, Chih-Yuan
Total employees with information security setup: 2
Date: December 30, 2025
Topic: 2025 Cyber Security Annual Summary
Conclusion:
- One information security risk management meeting in 2025
- 2 security fishing drills (first and second half)
- 18 employee education and training sessions (orientation for new recruits, social engineering, information security advocacy)
- 2 weakness scans
- 1 external audit (counter-terrorism external audit)
- 1 backup and restore drill
- Renewal of contracts for information security related software and hardware, and continued protection
- Amendment to the Emergency Response Measures
(II) Losses suffered by the Company as a result of labor-management disputes over the past year up to the date when the Annual Report was printed. Disclose the estimated amounts and countermeasures now and those that occur in the future. If reasonable estimation is impossible, why is impossible shall be specified: None.
VII. Important contracts
| Nature of contract | Parties to the contract | Start/End dates of contract |
|---|---|---|
| Business contract | AutoZone | August 12, 2024 until both parties agree to terminate the contract |
| Business contract | Airlift | From 2024/8/1 to 2029/7/31 |
| Business contract | Jing Hui | 2025/1/1 - 2027/12/31 |
| Equipment procurement | Stark | 2024/7/3 - 2025/9/25 |
| Equipment procurement | Vicom | 2024/3/15 - 2024/7/15 |
| Software Authorization | Ting Heng | 2024/11/5 - 2026/12/31 |
| Contractual Agreement | Daya | 45 working days after the license is obtained from 2024/6/12 |
| Contractual Agreement | Kuang Tsai | 2024/7/20 - 2025/6/30 |
I. Committee’s Review Report of Financial Statements of the Past Year
The Board of Directors prepared the Company's 2025 Financial Statements, business report, and earnings distribution proposal, among which the 2025 Financial Statements were audited by KPMG, and an audit report was issued thereon. The above 2025 Financial Statements, business report, and earnings distribution proposal were reviewed by the Audit Committee, which found no inconsistency, and therefore this report is submitted as above for your review in accordance with the relevant provisions of the Securities and Exchange Act and the Company Act.
Sincerely
2026 Annual Shareholders Meeting
CUB ELECPARTS INC
Convener of the Audit Committee: Chang Chuan-Li
March 10, 2026
Five. Analysis and Review of the Financial Condition and Operating Results, and Risk Factors
I. Financial standing
Unit: NTD thousand
| Year
Item | 2024 | 2025 | Difference | |
| --- | --- | --- | --- | --- |
| | | | Amount | % |
| Current assets | 7,193,788 | 6,048,231 | (1,145,557) | (15.92) |
| Real estate, plants, and equipment | 2,731,673 | 3,087,638 | 355,965 | 13.03 |
| Intangible asset | 716,332 | 635,637 | (80,695) | (11.27) |
| Other assets | 1,173,605 | 1,161,632 | (11,973) | (1.02) |
| Total assets | 11,815,398 | 10,933,138 | (882,260) | (7.47) |
| Current liability | 4,687,990 | 3,886,429 | (801,561) | (17.10) |
| Non-current Liabilities | 1,511,616 | 2,601,755 | 1,090,139 | 72.12 |
| Total liabilities | 6,199,606 | 6,488,184 | 288,578 | 4.65 |
| Share capital | 1,409,176 | 1,359,319 | (49,857) | (3.54) |
| Additional paid-in capital | 413,397 | 409,024 | (4,373) | (1.06) |
| Retained earnings | 2,480,508 | 1,608,127 | (872,381) | (35.17) |
| Other equities | (7,491) | (8,933) | (1,442) | 19.25 |
| Equities attributable to the owner of the parent company | 4,295,590 | 3,367,537 | (928,053) | (21.60) |
| Non-controlling interests | 1,320,202 | 1,077,417 | (242,785) | (18.39) |
| Total equities | 5,615,792 | 4,444,954 | (1,170,838) | (20.85) |
| 1. Main reasons for the major changes (analysis and clarification for a change ratio of 20% and above and an absolute amount involved in the change reaching NTD 10 million) in the assets, liabilities, and equity over the past two years and the impacts:
(1) Non-current liabilities:
(2) Retained earnings:
(3) Equity belonging to the owner of the parent company:
(4) Total equities:
2. If the impact is significant, future response plans should be described: None. | | | | |
II. Financial Performance
(I) Comparison Analysis Table of Operating Results
Unit: NTD thousand
| Item\Year | 2024 | 2025 | Increase (decrease) in amount | Change ratio (%) |
|---|---|---|---|---|
| Net operating income | 4,670,759 | 3,653,940 | (1,016,819) | (21.77) |
| Operation | 3,135,319 | 2,462,004 | (673,315) | (21.48) |
| Operating gross profits | 1,535,440 | 1,191,936 | (343,504) | (22.37) |
| Operating expenditures | 1,222,457 | 1,290,051 | 67,594 | 5.53 |
| Operating profits | 312,983 | (98,115) | (411,098) | (131.35) |
| Non-operating income and expenditures | 376,791 | (264,819) | (641,610) | (170.28) |
| Net profit before tax | 689,774 | (362,934) | (1,052,708) | (152.62) |
| Income tax | 170,365 | 92,538 | (77,827) | (45.68) |
| Net profit of current term | 519,409 | (455,472) | (974,881) | (187.69) |
| Other comprehensive income: | 40,350 | (1,185) | (41,535) | (102.94) |
| Total combined gains or losses for the current term | 559,759 | (456,657) | (1,016,416) | (181.58) |
| The analysis and clarifications are provided below for those with a change ratio of 20% and above and an absolute amount involved in the change reached NTD 10 million: 1. Net operating revenue, operating costs, and gross operating profit: 2. Operating profits: 3. Non-operating income and expenditures: 4. Net profit before tax, income tax expense, net profit for the current period, other comprehensive income, and total comprehensive income for the current period: |
(II) Expected sales volume and its basis
The sales for the coming year are estimated according to the overall industrial outlook, the estimated number of purchase orders from customers, and the throughput. With the COVID-19 pandemic easing, it is expected that the demand for self-owned cars will gradually climb during the post-pandemic era and respective heavyweight automobile manufacturers will have increased demand for parts and components, which will accordingly drive the overall revenue and performance of the Company and its subsidiaries. In addition, the Company and its subsidiaries will continue to devote R&D resources to improving their technical capabilities and advancing the production process and quality of products, satisfying customer demand, and maintaining amicable relations with suppliers to make their products more forward-looking, cost-effective, competitive, and accordingly help the Group grow in the future in terms of revenue and profitability.
(III) Potential impact on the company's future finances and response plans: None.
III. Cash flow
(I) Analysis of changes in cash flow in the most recent fiscal year (consolidated)
Unit: NTD thousand
| Year Item | 2024 | 2025 | Difference | |
|---|---|---|---|---|
| Amount | % | |||
| Net cash inflow (outflow) from operating activities | (20,023) | (26,329) | (6,306) | 31.49 |
| Year Item | 2024 | 2025 | Difference | |
|---|---|---|---|---|
| Amount | % | |||
| Net cash inflow (outflow) from investing activities | 370,629 | (478,057) | (848,686) | (228.99) |
| Net cash inflow from financing activities | 871,731 | (274,170) | (1,145,901) | (131.45) |
| For those with a change ratio of 20% and an absolute amount involved in the change reaching 1% of the total assets for the specific year: 1. Increase in net cash outflow from operating activities was mainly due to. 2. Increase in net cash outflow from investing activities was mainly due to. 3. Increase in net cash inflow from financing activities was mainly due to the repayment upon maturity of convertible corporate bonds. |
(II) Improvement plan for insufficient liquidity: No insufficient cash liquidity.
(III) Cash liquidity analysis for the next year (individual)
Unit: NTD thousand
| Balance of cash at the start of the term (1) | Net cash flows from operating activities throughout the year (2) | Net cash flows associated with other activities throughout the year (3) | Cash surplus (deficiency) amount (1)+(2)+(3) | Remedial Measures for Cash Shortages | |
|---|---|---|---|---|---|
| Investment plan | Wealth management plan | ||||
| 1,417,441 | 838,914 | (1,500,000) | 756,355 | - | - |
| 1. Analysis of Annual Cash Flow Changes: (1) Cash inflow from operating activities: In 2026, the Company expects to benefit from the easing of U.S. tariffs and the recovery of U.S. customers that had controlled inventory levels in 2025. Rising consumer demand for private transportation tools is expected to stimulate domestic and overseas automotive markets, driving active inventory replenishment in the aftermarket (AM) sector. Supported by strong demand for passenger vehicles and continued low inventory levels among major brands, the Company expects continued business growth and new product development, resulting in net cash inflow from operating activities. (2) Investing and financing activities: In 2026, payments for the remaining balance of plant construction and purchases of machinery and equipment are expected to result in net cash outflows from investing and financing activities. 2. Remedies for expected insufficient cash and liquidity analysis: None. |
IV. Impacts of major capital expenditures on financial operations over the past year
(I) Usage of Significant Capital Expenditures and Sources of Funds: None.
(II) Expected Benefits: None.
V. Main reasons for profits or losses from reinvestment policies over the past year, the improvement plan, and the investment plan for the coming year
Unit: NTD 1,000/USD 1,000
| Re-invested business | Investment gains/losses | Recognition of Investment Gains and Losses | Main Reasons for Profit or Loss | Improvement Plans |
|---|---|---|---|---|
| Silver Cub Inc. | Investment holding | (175,835) | Preparations are expected to be made for the suspension of operations at the investee company Shanghai CUB ELECPARTS INC. | Relocating production back to Taiwan will not affect operations and may reduce the impact of tariffs imposed on exports from China to the United States. |
| Golden Cub Inc. | Investment holding | USD (6080) | ||
| Shanghai Cub Automotive Parts Co., Ltd. | Manufacturing, processing, and trading automobile parts and motorcycle switches | (175,835) | ||
| Royal Cub Inc. | Investment holding | (13,820) | Normal operation | No |
| Ever Cub Inc. | Investment holding | USD(634) | Normal operation | No |
| ITM Engine Components Inc. | Auto parts trading | USD(634) | Normal operation | No |
| ITM AUTOPARTS INTERNATIONAL CORPORATION | International Trade | 492 | Normal operation | No |
| HARBINGER TECHNOLOGY CORPORATION | Telecommunication electronics and government projects | 4,797 | Normal operation | No |
| CUBTEK INC | Motor Vehicles and Parts Manufacturing | (146,035) | Operations remain normal as the company is still primarily in the investment stage for new product development. | No |
| Globe Cub Inc. | Investment holding | (132,883) | Preparations are expected to be made for the suspension of operations at the investee company CUBTEK INC. (Shanghai). | Relocating production back to Taiwan will not affect operations and may reduce the impact of tariffs imposed on exports from China to the United States. |
| Glory Cub Inc. | Investment holding | USD(4,268) | ||
| CUBTEK INC (Shanghai) | Motor Vehicles and Parts Manufacturing | (68,036) | ||
| 3S System Technology Inc | R&D, production, distribution, and service of monitoring technologies, equipment, and their applications | (126,386) | The principal change in accounting principles was the adoption of IFRS | No |
| Re-invested business | Investment gains/losses | Recognition of Investment Gains and Losses | Main Reasons for Profit or Loss | Improvement Plans |
|---|---|---|---|---|
| 15, which affected revenue recognition through deferred revenue recognition. Operations remain normal. |
VI. Risk matters and assessment for the past year
(I) Effects of Interest Rate Changes, Exchange Rate Fluctuations, and Inflation on the Company's Profit, Loss, and Future Response Measures
- Interest Rate Changes:
(1) Impact on the Company and its Subsidiaries:
The Company's interest expenses for 2024 and 2025 were NT$73,561 thousand and NT$88,330 thousand, respectively, accounting for 1.57% and 2.41% of net operating revenue for those years, respectively. As market liquidity remains ample and overall interest rates continue to stay at relatively low levels, interest rate fluctuations have not had a material impact on the Company.
(2) Future Response Measures:
The Company and its subsidiaries periodically evaluate the interest rates for borrowings from banks and stay in close contact with banks in order to obtain preferred rates to bring down expenditures on interest. The company continuously monitors market interest rate trends and makes use of various financing tools to minimize the impact of interest rate fluctuations on profitability.
- Exchange Rate Changes:
As the Company and its subsidiaries are primarily export-oriented and mainly quote and collect payments in U.S. dollars, exchange rate fluctuations have a certain impact on the profit and loss of the Company and its subsidiaries. In 2024, the exchange rate between the U.S. dollar and the New Taiwan dollar fluctuated within a certain range, and the Group recognized exchange gains of NT$76,139 thousand, accounting for 1.63% of net operating revenue and 24.33% of operating profit, respectively, indicating that exchange rate fluctuations continued to have a certain impact on the Group's profitability. In 2025, the exchange rate between the U.S. dollar and the New Taiwan dollar also fluctuated within a certain range, and the Group recognized exchange losses of NT$80,833 thousand, accounting for 2.21% of net operating revenue and -82.38% of operating profit, respectively.
Countermeasures: Main sales income of the Company and its subsidiaries are calculated in USD while purchases of main raw materials and supplies are calculated in NTD. Therefore, natural hedging that can be accomplished between international currency income and expenditures is limited. Should the USD-NTD exchange rate fluctuate significantly, it will impact the earnings of the Company and its subsidiaries to a certain extent. In order to effectively reduce the impacts of change in exchange rates on the overall profitability of the Company and its subsidiaries, we have come up with substantial countermeasures as follows:
① Maintain close contact with financial institutions, keep abreast of exchange rate trends, and adjust international currency asset positions appropriately to reduce exchange risk.
② Continuously observe the trend of the USD to fully grasp market information and predict long-term and short-term exchange rate trends. Also, when exchange rate fluctuations are significant, renegotiate transaction prices with clients as needed to mitigate the impact on the company's revenue and profit.
③ The company has established international exchange hedging regulations in its "Asset Acquisition or Disposal Management Procedures". Transactions should primarily use hedging to mitigate risks arising from business operations, with responsible managers performing appropriate hedging operations and strictly controlling hedging positions to reduce the risk of exchange rate fluctuations.
- Impact of Inflation on the Company's Profit, Loss, and Future Response Measures:
The company closely monitors market price fluctuations and maintains good interactions with customers and suppliers, thus the impact of inflation on the company and its subsidiaries is limited.
(II) Policies, Profits, or Losses, and Future Response Measures for High-Risk, High-Leverage Investments, Lending to Others, Endorsements, Guarantees, and Derivative Transactions:
-
As of the publication date of the annual report, the Company and its subsidiaries have not engaged in high-risk and high-leverage investments and derivatives transactions. If they are engaged in the above-said transactions in the future, applicable requirements under the "Regulations for Acquisition or Disposal of Assets" approved through the shareholders' meeting will be followed by the Company and its subsidiaries.
-
The Company has established the "Operational Procedures for Loaning Funds to Others". As of the date of publication of the annual reports in 2024 and 2025, the Company and its subsidiaries have not loaned funds to others that have not been recovered.
-
The company has established an "Endorsement and Guarantee Procedure". The group provides endorsements and guarantees in response to the operational needs of its subsidiaries, which have no adverse effect on the group.
(III) Future Research and Development Plans and Expected Research and Development Expenses:
The Company and its subsidiaries have been exporting its products for a long time. Therefore, the Company has adopted high standards for the timeliness of mold development, product quality requirements and delivery accuracy. In addition, the Company has also maintained a strong attitude towards strengthening the product design capabilities, mold design and development capabilities, and electrical and mechanical integration capabilities of research and development personnel, and constantly improved the quality of related technologies. The Company and its subsidiaries have also increased their own research and development capabilities by recruiting outstanding talent from related technical fields. In addition, in view of the diversification of the Company's and its subsidiaries' products, we need to be more cautious in investing in and developing dies, and we will analyze the actual sales situation to select hot-selling products or models with potential for focused development and maintenance in order to maintain a highly competitive advantage. In addition, we will deepen the research and development of Universal TPMSs (tire pressure monitoring systems) and strengthen the decoding rate and
simplification of tools for the replacement of European and American TPMS vehicles. For the models of automobiles manufactured in China and sold in Europe and the US, we have devoted R&D resources to researching and developing TPMSs for the local models in China to gradually access the TPMS market in Taiwan effectively taking advantage of existing strengths of the Company and its subsidiaries. On the other hand, we explored the application of the TPMS in commercial vehicles and successfully developed the Hook and Go feature. Drivers do not need to worry about a shift in settings anymore. Together with the fleet management system, it enhances the overall management service value. Actively integrate radar modules from subsidiaries for ADAS-related automotive electronics applications and develop applications for RVs, drones, rail, Aegis, military applications, public works, and other non-automotive applications.
The R&D plans of the Company and its subsidiaries in the future will be focused on the following:
(1) Continue to increase the completeness of our product lineup and add new vehicle models (e.g. Korean and European models) to reduce our customers' procurement costs and satisfy their needs in one purchase.
(2) Related derivative applications of TPMS tire pressure monitoring system products
(3) Gradually increase the launch of electronic products, develop towards higher margins, higher technology categories, and enhance the depth of products.
(4) Develop parts for original manufacturers and take the initiative to launch more competitive products in the market.
(5) Actively participate in the development of Tire Pressure Monitoring Sensors (TPMS) in the OEM market.
(6) Development and application of ADAS-related sensors.
(7) Applications of millimeter-wave radar in automotive and non-automotive uses.
(8) Development of parts related to new energy vehicles.
In terms of R&D budget, related expenditures have been climbing over the past few years. The increase in R&D expenditures over the past few years is mainly because of the investments in R&D equipment, the application for patents, and the hiring of high-ranking R&D talent by the Company. The continued devotion of R&D budgets in the future will be focused more on the development of related core technologies reflective of the changes in the market and the R&D status of new products.
The Company's consolidated R&D expense in 2025 was NT$519,381 thousand. In the future, the Company will continue to deploy advanced technologies, increase the added value of existing production capacity through new technologies and new applications, and strengthen its competitiveness in the high-end and new application product market. In addition, as of the end of 2025, up to 429 patent rights had been obtained. Among them, 89% are invention-related patents (excluding subsidiaries).
From 2022 to 2026, the Company is expected to invest approximately NT$500 million in research and development expenses each year. However, it will be adjusted in a timely manner depending on the global market situation and the Company's actual operations. Main R&D plans of the Company in the future are as follows:
| Title | Description | Status | Time to expected mass production |
|---|---|---|---|
| 1.0.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.2 | 1.0.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.2 | 1.0.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.2 | 1.0.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.2 |
| 1.0.1.2.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.2 | 1.0.1.2.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.2 | 1.0.1.2.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.2 | 1.0.1.2.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.1.2 |
| Original radar substitutes | Respective original radars now are incompatible with one another to result in the difficulty in building the inventory for service parts. We are currently researching and developing radars that can substitute original ones. Once the software is updated, they can be used in most models of vehicles to significantly bring down the inventory cost. | 80% | 2026 years |
|---|---|---|---|
| Automotive switch sensors capable of communication | Automotive switches and sensors have now entered the electronic age, with numerous communication protocols that are exclusive against one another. We have quite mature automotive switch/sensor modules now. By adding electronic control modules, we will be able to secure business opportunities associated with replacement of parts. | 60% | 2028 years |
| Detection-oriented radars | Currently, vehicles and machines are often bothered by blind spots while moving. mmWave Radars help precisely detect moving objects within the region without being affected by the weather conditions, illumination, or surroundings. They can be used to detect the difference in radius between inner wheels, railroad crossings, and geofencing. | 90% | 2027 years |
| “Aegis” Counter-Drone System | Leveraging years of experience in millimeter-wave radar and multi-sensor fusion technologies, and in collaboration with international defense partners with real-world deployment experience, the Company launched the “Aegis” counter-drone system, establishing a defense system that integrates “international battlefield experience” with “Taiwan-based manufacturing.” | 10% | 2027 years |
(IV) Effects of Important Domestic and International Policies and Legal Changes on the Company's Financial Operations and Response Measures
The Company and its subsidiaries carry out their operations in compliance with applicable regulatory requirements of the competent authority and have not suffered significant impacts on their finance and business operation as a result of important changes in domestic and international policies and laws over the past years. In the future, the managements of the Company and its subsidiaries will pay close attention to important changes in domestic and international policies and laws at any time and adequately and spontaneously come up with countermeasures.
(V) Impact of Technological Changes and Industry Changes on the Company's Financial Operations and Response Measures
The products of the Company and its subsidiaries are automotive switches and sensors as well as the TPMS. For the time being, technological changes and changes in the sector do not have obvious impacts on their financial operations. The Company and its subsidiaries will continue to pay attention to changes in the auto sector and technical advancement and adequately adjust corresponding countermeasures.
(VI) Impact of Changes in Corporate Image on Enterprise Crisis Management and Response Measures
The Company and its subsidiaries adhere to their management beliefs, that is, honesty, robustness, return to society, with good corporate images. In the future, business operation and development will continue to be focused on proactive recruitment of talent in all fields and consolidation of the capabilities of the management in order to give back to the general public. Corporate image change to result in corporate crisis is not an issue.
(VII) The expected benefits and possible risks of mergers and acquisitions
Not applicable, as there is no M&A plan for the Company and its subsidiaries in the most recent year and as of the date of publication of the annual report.
(VIII) Expected Benefits and Possible Risks of Factory Expansion
The Company and its subsidiaries have not completed the factory expansion in the most recent year and as of the date of publication of the annual report. The expected benefits are mainly derived from the introduction of new technologies, low-orbit satellite, and spherical TPMS production lines, etc., for which significant expectations have been made and there is no risk in the assessment.
Risks and Response Measures for Concentrated Purchases or Sales:
-
Sales aspect: The company and its subsidiaries are primarily engaged in the manufacturing and sale of automotive parts, including vehicle switches, sensors, and Tire Pressure Monitoring Sensors (TPMS), as well as various electrical and communication electronic products. As of the most recent prospectus publication date, no single customer accounted for more than 20% of sales, so there is no risk of sales concentration.
-
Purchasing aspect: As of the most recent fiscal year and the prospectus publication date, no single supplier accounted for 20% or more of the total purchase amount, so there is no risk of purchasing concentration. The Company and its subsidiaries main optimal relations with suppliers in order to keep flexibility in supply and proactively explore and nurture new suppliers to form a complete supply chain and to reduce the risk of focused purchases.
(IX) Impact and Risks of Significant Share Transfers or Changes in Share Ownership by Directors, Supervisors, or Shareholders Owning More Than 10% of the Shares
No transfer of shares in large quantities occurred over the past year up to the date when the Annual Report was printed among the Company's directors, supervisors, or shareholders with a holding ratio exceeding 10%.
(X) Impacts and risks of the change in the management on the Company and countermeasures:
The management was not changed over the past year up to the date when the Annual Report was printed so it is not applicable.
(XI) Litigation or non-litigation incidents
-
For the past two fiscal years and up to the date of publication of the annual report, the Company must disclose any finalized judgments or ongoing litigations, non-litigious cases, or administrative disputes that may significantly affect shareholders' equity or the price of securities. The disclosure should include the facts of the dispute, the target amount, the start date of the litigation, the main parties involved in the litigation, and the current handling status: None
-
For the company's directors, supervisors, general manager, actual responsible persons,
shareholders holding more than 10% of shares, and subsidiary companies, any finalized judgments or ongoing litigations, non-litigious cases, or administrative disputes in the last two fiscal years and up to the date of publication of the annual report that may significantly affect the company's shareholders' equity or the price of securities are relevant. The facts, target amount, start date of the lawsuit or dispute, main parties involved, and current status shall be disclosed: None.
- For the company's directors, supervisors, managers, and shareholders holding more than 10% of shares, any incidents in the last two fiscal years and up to the date of publication of the annual report that fall under Article 157 of the Securities Transaction Law and the current handling situation by the company: None.
(XII) Other significant risks and response measures:
Information security assessments and measures:
With network and communication technologies being introduced one after another incessantly, CUB ELECPARTS are constantly examining and evaluating its cybersecurity regulations and programs to ensure their adequacy and effectiveness. Nevertheless, there is no guarantee that it will not be affected by new risks and attacks given the constantly changing nature of cybersecurity threats. How to reinforce IT security, particularly in terms of cybersecurity, it is crucial for the time being.
Measures that shall be reinforced include:
- Review the overall network and system security, and track and improve the vulnerability tracking:
(1) The information unit inspects all servers and assigns security levels according to their characteristics.
(2) The setup of information systems is monitored by assigned administrators, who regularly record inspections based on security levels.
-
Establishment of the network security team: Define security levels for hosts and strengthen information security audits.
-
The information unit regularly conducts vulnerability scans, social engineering email drills, and penetration testing
(1) Conduct comprehensive vulnerability scans, social engineering email drills, and penetration testing at least once every quarter or every six months.
(2) For more serious specific vulnerabilities or viruses, scans are performed on an irregular basis as needed.
- Enhance the awareness of information security among general public:
(1) Personal computers should be equipped with anti-virus software.
(2) Do not casually open unknown emails or download files from unknown sources.
- Enhance the information security management skills of system administrators
(1) Establish system audit logs on hosts to prevent the installation of backdoors or Trojan programs.
(2) Promptly update operating systems and application patches.
(3) Stay informed about relevant security issues on the internet and take early preventive measures.
(4) Regularly analyze system log files.
(5) Enhance system administrators' ability to interpret host system logs (LOG).
-
Strengthening of network security management
(1) Use firewalls for protection.
(2) Isolate external and internal networks and prevent attackers from indirectly invading the internal network.
(3) Information systems that allow external connections should be accessed as much as possible through a proxy server. -
Implement system access control
(1) The system access permissions should be strictly controlled.
(2) User account passwords should be regularly updated and must not use insecure passwords.
(3) Hosts maintained through remote login should have restricted access lists and enhanced control. -
Computer hosts storing confidential or sensitive data should not be connected to the Internet.
- Classify information system security levels, strengthen the setup of information and communication security hardware and software environments, and isolate important information systems or data from the Internet.
VII. Other important matters: None.
Six. Special notes
I. Information on affiliates
(I) Consolidated Business Report of Affiliates
1. Organization structure of affiliates

Note: The affiliates mentioned above do not hold shares of the Company.
- Basic information of affiliates
December 31, 2025; Unit: NTD (USD) thousand
| Name | Affiliation | Shares held by the Company or its subordinate in the affiliate | Shares held by the affiliate in the Company | ||||
|---|---|---|---|---|---|---|---|
| Quantity | Ratio (%) | Amount of investment | Quantity | Ratio | Amount of investment | ||
| Silver Cub Inc. | The Company's subsidiary | 7,110 | 100.00 | 233,066 (USD 7,110) | - | - | - |
| Golden Cub Inc. | The Company's second-tier subsidiary | 7,110 | 100.00 | USD 7,110 | - | - | - |
| Shanghai Cub Automotive Parts Co, Ltd | The Company's second-tier subsidiary | (Note 1) | 100.00 | 233,066 (USD 7,110) | - | - | - |
| Royal Cub Inc. | The Company's subsidiary | 1,919 | 70.00 | 56,175 (USD 1,919) | - | - | - |
| Ever Cub Inc. | The Company's second-tier subsidiary | 2,741 | 100.00 | USD 2,741 | - | - | - |
| ITM Engine Components Inc. | The Company's third-tier subsidiary | 2,458 | 100.00 | USD 2,807 | - | - | - |
| ITM AUTOPARTS INTERNATIONAL INC | The Company's subsidiary | 1,050 | 70.00 | 10,500 | - | - | - |
| Harbinger Technology Corporation | The Company's subsidiary | 44,534 | 76.88 | 1,500,485 | - | - | - |
| Name | Affiliation | Shares held by the Company or its subordinate in the affiliate | Shares held by the affiliate in the Company | ||||
|---|---|---|---|---|---|---|---|
| Quantity | Ratio (%) | Amount of investment | Quantity | Ratio | Amount of investment | ||
| CUBTEK INC | The Company's subsidiary | 54,593 | 51.20 | 1,015,759 | — | — | — |
| Globe Cub Inc. | The Company's second-tier subsidiary | 15,000 | 100.00 | 444,071 (USD 15,000) | — | — | — |
| Glory Cub Inc. | The Company's second-tier subsidiary | 15,000 | 100.00 | USD 15,000 | — | — | — |
| CUBTEK INC (Shanghai) | The Company's second-tier subsidiary | (Note 1) | 51.20 | 444,071 (USD 15,000) | — | — | — |
| 3S System Technology Inc | The Company's subsidiary | 36,767 | 60.46 | 781,090 | — | — | — |
-
The information on shareholders who are presumed to have a controlling and subordinate relationship: None.
-
Industries covered by the overall business of affiliates
| Name | Main scope of operation |
|---|---|
| Silver Cub Inc. | Investment holding |
| Golden Cub Inc. | Investment holding |
| Shanghai Cub Automotive Parts Co, Ltd | Processing of auto parts |
| Royal Cub Inc. | Investment holding |
| Ever Cub Inc. | Investment holding |
| ITM Engine Components Inc. | Auto parts trading |
| ITM AUTOPARTS INTERNATIONAL INC | International Trade |
| Harbinger Technology Corporation | Telecommunication electronics and government projects |
| CUBTEK INC | Motor Vehicles and Parts Manufacturing |
| Globe Cub Inc. | Investment holding |
| Glory Cub Inc. | Investment holding |
| CUBTEK INC (Shanghai) | Motor Vehicles and Parts Manufacturing |
| 3S System Technology Inc | R&D, production, distribution, and service of monitoring technologies, equipment, and their applications |
- Directors, supervisors and general managers of affiliated companies
December 31, 2025
| Name | Position | Name or Representative | Shareholding | |
|---|---|---|---|---|
| Share(s) | Shareholding ratio | |||
| Silver Cub Inc. | Director | Yu San-Chuan | - | - |
| Golden Cub Inc. | Director | Yu San-Chuan | - | - |
| Shanghai Cub Automotive Parts Co., Ltd. | Chairman | Yu San-Chuan | - | - |
| Director | Huang Shu-Yuan | - | - |
| Name | Position | Name or Representative | Shareholding | |
|---|---|---|---|---|
| Share(s) | Shareholding ratio | |||
| Director | Yu Yu-Tao | - | - | |
| Supervisor | Yu Chin-Shu | |||
| President | Bing-Feng Liu | - | - | |
| Royal Cub Inc. | Director | Yu San-Chuan | - | - |
| Ever Cub Inc. | Director | Yu San-Chuan | - | - |
| ITM Engine Components Inc. | Chairman | Yu San-Chuan | - | - |
| ITM AUTOPARTS INTERNATIONAL INC | Chairman and President | Yu San-Chuan | - | - |
| Director | Huang Shu-Yuan | - | - | |
| Director | Hsiao Shih-Min | 450,000 | 30% | |
| Supervisor | Hsiao Wen-Tai | - | - | |
| Harbinger Technology Corporation | Chairman | Chou De-Xin | 2,171,815 | 2.06% |
| Director | Yu San-Chuan Represented legal entity: CUB | - | - | |
| Director | Lee Cai-Rong Represented legal entity: CUB | - | - | |
| Supervisor | Chang Fu-Lang | - | - | |
| CUBTEK INC | Chairman | Huang Shu-Yuan Represented legal entity: CUB | 2,826,980 | 2.65%- |
| Director | Hung Yuan-Tung Represented legal entity: CUB | 233,090 | 0.22% | |
| Director | Ching-Wen Hsu Represented legal entity: CUB | - | - | |
| Director | Edward Huang | 15,000 | 0.01% |
| Name | Position | Name or Representative | Shareholding | |
|---|---|---|---|---|
| Share(s) | Shareholding ratio | |||
| Independent director | Shih Yi-Fang | - | - | |
| Independent director | Chen Ling-Hsuan | - | - | |
| Independent director | Chiu Gui-Ling | - | - | |
| 3S System Technology Inc | Chairman | Ching-Wen Hsu Represented legal entity: CUB | - | - |
| Director | Lee Cheng-Hung | 1,290,086 | 0.21% | |
| Director | Chen, Kuang-Lung Represented legal entity: CUB | 2,268 | 0.004% | |
| Director | Edward Huang Represented legal entity: CUB | 30,000 | 0.049% | |
| Director | Chih-Chieh, Liang Represented legal entity: CUB | - | - | |
| Supervisor | Chang Fu-Lang | - | - | |
| Supervisor | Wu Yong-Liang | - | - | |
| CUBTEK INC (Shanghai) | Chairman | Yu San-Chuan | - | - |
| Director | Huang Shu-Yuan | - | - | |
| Director | Hung Yuan-Tung | - | - | |
| Supervisor | Lin Tung-Feng | |||
| President | Cong, Pei-Min | - | - |
6. Overview of the operation of the affiliated companies
December 31, 2025 Unit: NTD (USD) thousand (earnings per share in NTD)
| Name | Capital size | Total assets | Total liabilities | Net worth | Operating revenues | Operating gains (losses) | Gains (Losses) for the current | Earnings per share |
|---|---|---|---|---|---|---|---|---|
| 3S System Technology Inc | 100,000 | 1,290,086 | 1,290,086 | 1,290,086 | 1,290,086 | 1,290,086 | 1,290,086 | 1,290,086 |
| 100,000 | 1,290,086 | 1,290,086 | 1,290,086 | 1,290,086 | 1,290,086 | 1,290,086 | 1,290,086 |
| term (after-tax) | (after tax) | |||||||
|---|---|---|---|---|---|---|---|---|
| Silver Cub Inc. | 233,066 USD7,110 | 730,269 USD23,459 | 0 | 730,269 USD23,459 | 0 | 0 | (175,835) USD(6,080) | (0.75) |
| Golden Cub Inc. | 233,066 USD7,110 | 730,269 USD23,459 | 0 | 730,269 USD23,459 | 0 | 0 | (175,835) USD(6,080) | (0.75) |
| Shanghai Cub Automotive Parts Co, Ltd | 233,066 USD7,110 | 958,478 USD30,496 | 221,189 USD7,038 | 737,289 USD23,458 | 237,311 USD7,623 | (118,792) USD(3,816) | (175,835) USD(6,080) | (0.75) |
| Royal Cub Inc. | 80,250 USD2,741 | 28,566 USD909 | 4 USD - | 28,562 USD909 | 0 | 0 | (19,743) USD(634) | (0.23) |
| Ever Cub Inc. | 80,250 USD2,741 | 28,566 USD909 | 4 USD - | 28,562 USD909 | 0 | 0 | (19,743) USD(634) | (0.23) |
| ITM Engine Components Inc. | 75,497 USD2,458 | 63,797 USD2,030 | 74,752 USD2,378 | (10,955) USD(348) | 65,492 USD2,104 | (34,642) USD(1,113) | (19,743) USD(634) | (0.23) |
| ITM AUTOPARTS INTERNATIONAL INC | 15,000 | 35,372 | 7,985 | 27,387 | 29,431 | 2,256 | 702 | 0.47 |
| Harbinger Technology Corporation | 580,503 | 2,772,186 | 1,186,601 | 1,585,585 | 786,818 | 49,441 | 8,464 | 0.15 |
| CUBTEK INC | 1,066,175 | 929,663 | 304,097 | 625,566 | 263,211 | (150,328) | (285,199) | (2.63) |
| 3S System Technology Inc | 608,158 | 1,615,878 | 721,572 | 984,306 | 427,453 | (165,471) | (213,416) | (3.51) |
| CUBTEK INC (Shanghai) | 444,071 USD15,000 | 325,436 | 440,345 | (114,909) | 306,689 | (131,335) | (132,883) USD(4,268) | (0.28) |
(II) Consolidated Financial Statement of Affiliates
The companies that should be included in the consolidated financial statements of affiliated companies of the Company in 2025 (from January 1, 2025 to December 31, 2025) under the "Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises" are the same as those that should be included in the consolidated financial statements of the parent company and its subsidiaries prepared in conformity with the International Financial Reporting Standard No. 10 "Consolidated Financial Statements". Relevant information that should be disclosed in the consolidated financial statements of affiliates has all been disclosed in the consolidated financial statements of the parent company and its subsidiaries. Hence, we do not prepare a separate set of consolidated financial statements of affiliates.
(III) Related report: Not applicable.
II. Private placement of securities in the most recent fiscal year and up to the date of publication of the annual report: None.
III. Holdings or disposals of the company's stocks by subsidiaries in the most recent fiscal year and up to the date of publication of the annual report: None.
IV. Other necessary supplementary explanations: None.
V. Incidents in the most recent fiscal year and up to the date of publication of the annual report that significantly affected shareholders' equity, or the price of securities as defined in Article 36, Paragraph 3, Subparagraph 2 of the Securities Transaction Law: None.
CUB ELECPARTS INC
Chairman: Huang, Shu-Yuan
April 30, 2026