DELTA - AGM Information 2014 | FinancialReports.eu

Delta Electronics, Inc. (“Company”) Minutes of 2014 Annual General Shareholders' Meeting (Translation)

Time: 10:00 AM, June 10, 2014

Place: Conference Room at 2[nd] floor, no. 18, XinLong Road, Taoyuan City, Taoyuan County

Quorum: 2,177,023,002 shares were represented by the shareholders and proxies present, which amounted to 89.31% of the Company’s 2,437,543,329 issued and outstanding shares.

Board Members Present: Bruce CH Cheng, Yancey Hai, Mark Ko, Ping Chen, Johnson Lee、Simon Chang, Chung-Hsing Huang, Yung-Chin Chen (Independent Director), Tsong-Pyng Perng (Independent Director), George Chao (Independent Director). 10 members of the Board of Directors (including 3 Independent Directors) are present.

Attendance: Ms. Audrey Tseng, and Ms. Liang, Hua-Ling, CPA, PricewaterhouseCoopers Mr. James Chen, Attorneys-at-Law, Lee and Li
Chairman: Yancey Hai, Chairman of the Board of Directors

Recorder: Ms. Jill Lee

Commencement: (The aggregate shareholding of the shareholders and proxies present constituted a quorum. The Chairman called the meeting to order.)

Salute according to the etiquette

Chairman’s speech: (omitted)

I. REPORT ITEMS

(1) 2013 Operation Results (Please refer to the Attachment 1, page 33-35)
(2) 2013 Financial Results (Please refer to the Attachment 2, page 36-52)
(3) Audit Committee's Review Opinions on 2013 Financial Results (Please refer to the Attachment 3, page 53)
(4) The Company's Short-form Merger with Delta Robot Automatic Co. Ltd.

II. ACKNOWLEDGEMENT ITEMS

Item 1 Acknowledge the 2013 Financial Results (Proposed by the Board of Directors)

Explanation: (1) This Company's 2013 Financial Results including the Business Report, Individual Financial Statements and Consolidated Financial Statements (please refer to page 33-52) have been reviewed by the Audit Committee of the Company. The Audit Committee of the Company has found no discrepancies after a thorough review and has made a written review report for records.

(2) Please acknowledge.

Resolution: Approved and acknowledged as proposed by the Board of Directors by voting (a total of 2,177,023,002 shares with voting rights were present when votes were cast; the number of voting rights for approval is 1,848,223,989, among which 1,059,633,222 was exercised by electronic transmission, or 84.90% of the total voting rights when votes were cast).

Item 2 Acknowledge the 2013 Earnings Distribution (Proposed by the Board of Directors)

Explanation: (1) With regard to earnings in 2013, an earnings distribution table has been prepared and attached below in accordance with the Company Law and the Company's Articles of Incorporation. This earnings distribution table was approved by the meeting of the Board of Directors of the Company held on March 11, 2014.
(2) NT$14,137,751,308 will be distributed as shareholders' cash dividends for 2013. After approval by the annual general shareholders' meeting, the Board of Directors of the Company would be authorized to set a record date of dividends distribution to shareholders of record for shares held on the record date. Based on the number of the issued shares of the Company entitled to receiving distribution (i.e., 2,437,543,329 shares), each one thousand shares shall receive a cash dividend of NT$5,800. If there is any change of laws and regulations, change of competent authority's approval or change of the number of common shares of the Company (such as transferring or cancelling the registration of the Company's shares bought back by the Company, increasing cash capital domestically, or exercising of employee stock options) and consequently leads to a change in the dividend distribution ratio approved by the general meeting, the Board of Directors of the Company is authorized to adjust the ratio based on the number of outstanding shares.
(3) Please acknowledge.

Delta Electronics, Inc. 2013 Earnings Distribution Table

		(in NT$)
Item	Explanation	Amount
Undistributed earnings of previous year		6,433,295,300
Add: Net effects of adopting IFRSs, IASs and
interpretations approved by the Financial
Supervisory Commission on January 1, 2013		1,002,809,080
Revert of fractional cash dividend of previous
year		19,979
Earnings in 2013
Pre-tax earnings in 2013		19,036,348,556
Income tax expense		1,260,144,750
After-tax earnings in 2013 [Note 1]		17,776,203,806

Subtract: setting aside 10% legal reserve 1,777,620,381 Add: reversal of special reserve 3,546,948,748 Earnings available for distribution by the end of 2013 [Note 2] 26,981,656,532

Distribution items: Shareholders bonuses--cash [Note 3] NT$5.8 per share 14,137,751,308 Undistributed earnings by the end of 2013 12,843,905,224

Note 1: Allocated employee bonuses--cash: NT$2,492,438,453. Allocated directors' compensation--NT$30,400,000.
Note 2: Principle of earnings distribution in the Company's 2013 Earnings Distribution Table: Distribution of 2013 distributable earnings first.
Note 3: Distribution of cash dividends will be calculated to New Taiwan Dollar. Fractional amount less than one dollar will be set aside as undistributed earnings.

Resolution: Approved and acknowledged as proposed by the Board of Directors by voting (a total of 2,177,023,002 shares with voting rights were present when votes were cast; the number of voting rights for approval is 1,859,235,988, among which 1,070,645,221 was exercised by electronic transmission, or 85.40% of the total voting rights when votes were cast).

III. DISCUSSION ITEMS

Item 1 Discussion of Amendments to Articles of Incorporation (Proposed by the Board of Directors)

Explanation:(1) In order to better meet the Company's business needs, it is proposed to amend certain provisions of the Articles of Incorporation . Please see the comparison table of the Company's Articles of Incorporation for the detailed revisions.

(2) The proposed amendments are submitted for discussion.

Comparison Table of Revised Articles of the Articles of Incorporation	Comparison Table of Revised Articles of the Articles of Incorporation	Comparison Table of Revised Articles of the Articles of Incorporation
Article after revision	Article before revision	Explanation
Article 2 The Company is engaged in the following businesses: 1. A101020 Food Crops; 2. A102080 Horticulture; 3. A199990 Other Agriculture; 4. C801010 Basic chemical industry business; 5. C801990 Other chemical material manufacturing business; 6. C802120 Industrial Catalyst Manufacturing; 7. CA02990 Other Fabricated Metal Products Manufacturing Not Elsewhere Classified; 8. CA04010 Metal Surface Treating; 9. CB01010 Machinery equipment manufacturing business; 10. CB01071 Frozen and Air- conditioning manufacturing business; 11. CB01990 Other machinery manufacturingbusiness;	Article 2 The Company is engaged in the following businesses: 1. A101020 Food Crops; 2. A102080 Horticulture; 3. A199990 Other Agriculture; 4. C801010 Basic chemical industry business; 5. C801990 Other chemical material manufacturing business; 6. C802120 Industrial Catalyst Manufacturing; 7. CA02990 Other Fabricated Metal Products Manufacturing Not Elsewhere Classified; 8. CA04010 Metal Surface Treating; 9. CB01010 Machinery equipment manufacturing business; 10. CB01071 Frozen and Air- conditioning manufacturing business; 11. CB01990 Other machinery manufacturingbusiness;	The business items are revised to better meet the Company's business needs: add subparagraphs 54 and 78 and re-number the original subparagraph to conform to the Codes of Business Items promulgated by the MOEA.

12. CC01010 Electronic power generating, Electric transmission and power distributing machinery manufacturing business; 13. CC01030 Electric appliance and audiovisual electric products manufacturing business; 14. CC01040 Lighting equipment manufacturing business; 15. CC01060 Wire communication equipment and apparatus manufacturing business; 16. CC01070 Wireless communication devices and equipment manufacturing business; 17. CC01080 Electronic parts and components manufacturing business; 18. CC01090 Batteries manufacturing business; 19. CC01101 Restrained telecommunication radio frequency equipment and materials manufacturing; 20. CC01110 Computers and its peripheral equipment manufacturing business; 21. CC01120 Data Storage Media Manufacturing and Duplicating; 22. CC01990 Other electrical and electronic machinery and materials manufacturing business; 23. CD01010 Ship and parts manufacturingbusiness;	12. CC01010 Electronic power generating, Electric transmission and power distributing machinery manufacturing business; 13. CC01030 Electric appliance and audiovisual electric products manufacturing business; 14. CC01040 Lighting equipment manufacturing business; 15. CC01060 Wire communication equipment and apparatus manufacturing business; 16. CC01070 Wireless communication devices and equipment manufacturing business; 17. CC01080 Electronic parts and components manufacturing business; 18. CC01090 Batteries manufacturing business; 19. CC01101 Restrained telecommunication radio frequency equipment and materials manufacturing; 20. CC01110 Computers and its peripheral equipment manufacturing business; 21. CC01120 Data Storage Media Manufacturing and Duplicating; 22. CC01990 Other electrical and electronic machinery and materials manufacturing business; 23. CD01010 Ship and parts manufacturingbusiness;

24. CD01020 Tramway Cars manufacturing business; 25. CD01030 Automobiles and auto-parts manufacturing business; 26. CD01040 Motorcycles and motorcycle parts manufacturing business; 27. CD01050 Bicycles and bicycle parts manufacturing business; 28. CD01060 Aircraft and parts manufacturing business; 29. CD01990 Other transportation equipment and parts manufacturing business; 30. CE01010 General equipment and instruments manufacturing business; 31. CE01021 measuring instruments manufacturing business; 32. CE01030 Photographic and Optical Equipment Manufacturing business; 33. CE01040 Clocks and Watches manufacturing business; 34. CE01990 Other photographic and optical equipment manufacturing business; 35. CF01011 Medical appliances and equipment business; 36. E599010 Pipe lines construction business; 37. E601010 Electric appliance installation business; 38. E601020 Electric appliance construction business; 39. E602011 Frozen and Air- conditioningEngineering;	24. CD01020 Tramway Cars manufacturing business; 25. CD01030 Automobiles and auto-parts manufacturing business; 26. CD01040 Motorcycles and motorcycle parts manufacturing business; 27. CD01050 Bicycles and bicycle parts manufacturing business; 28. CD01060 Aircraft and parts manufacturing business; 29. CD01990 Other transportation equipment and parts manufacturing business; 30. CE01010 General equipment and instruments manufacturing business; 31. CE01021 measuring instruments manufacturing business; 32. CE01030 Photographic and Optical Equipment Manufacturing business; 33. CE01040 Clocks and Watches manufacturing business; 34. CE01990 Other photographic and optical equipment manufacturing business; 35. CF01011 Medical appliances and equipment business; 36. E599010 Pipe lines construction business; 37. E601010 Electric appliance installation business; 38. E601020 Electric appliance construction business; 39. E602011 Frozen and Air- conditioningEngineering;

40. 41. 42. 43. 44. 45. 46. 47. 48. 49. 50. 51. 52. 53. 54.	E603040 Fire fighting equipments installation business; E603050 Automation control equipment manufacturing business; E603090 Illumination equipments installation business; E604010 Machinery installation business; E605010 Computer equipment installation business; E7010030 Restricted telecommunication radio frequency equipment and materials installation business; EZ05010 Apparatus installation and construction business; EZ14010 Sports Ground Equipments Construction; F101081 Wholesale of Seedling; F106040 Water containers wholesale business; F108031 Drugs and medical goods wholesale business; F109070 Wholesale of Stationery Articles, Musical Instruments and Educational Entertainment Articles; F113010 Machinery wholesale business; F113020 Electrical appliances wholesale business; F113030 Wholesale of Precision Instruments;	40. E603040 Fire fighting equipments installation business; 41. E603050 Automation control equipment manufacturing business; 42. E603090 Illumination equipments installation business; 43. E604010 Machinery installation business; 44. E605010 Computer equipment installation business; 45. E7010030 Restricted telecommunication radio frequency equipment and materials installation business; 46. EZ05010 Apparatus installation and construction business; 47. EZ14010 Sports Ground Equipments Construction; 48. F101081 Wholesale of Seedling; 49. F106040 Water containers wholesale business; 50. F108031 Drugs and medical goods wholesale business; 51. F109070 Wholesale of Stationery Articles, Musical Instruments and Educational Entertainment Articles; 52. F113010 Machinery wholesale business; 53. F113020 Electrical appliances wholesale business;

55. F113050 Computer and office appliances and equipment wholesale business; 56. F113070 Telecommunication equipment wholesale business; 57.F113110 Wholesale of Batteries; 58.F118010 Computer software wholesale business; 59.F119010 Electronic components and materials wholesale business; 60.F199990 Other wholesale business; 61. F201010 Retail Sale of Agricultural Products; 62.F201990 Retail Sale of Other Agricultural, Husbandry and Aquatic Products; 63.F208031 Medical equipment retail business; 64.F209060 Education, musical instruments and entertainment articles retail business; 65.F213010 Electrical appliances retail business; 66.F213030 Computer and office appliances and equipment retail business; 67.F213060 Telecommunication equipment retail business; 68. F218010 Computer software retail business; 69.F219010 Electronic components and materials retail business; 70.F399040 Non-store retail business; 71. F401010 International trade	54. F113050 Computer and office appliances and equipment wholesale business; 55. F113070 Telecommunication equipment wholesale business; 56.F113110 Wholesale of Batteries; 57.F118010 Computer software wholesale business; 58.F119010 Electronic components and materials wholesale business; 59.F199990 Other wholesale business; 60. F201010 Retail Sale of Agricultural Products; 61.F201990 Retail Sale of Other Agricultural, Husbandry and Aquatic Products; 62.F208031 Medical equipment retail business; 63.F209060 Education, musical instruments and entertainment articles retail business; 64.F213010 Electrical appliances retail business; 65.F213030 Computer and office appliances and equipment retail business; 66.F213060 Telecommunication equipment retail business; 67. F218010 Computer software retail business; 68.F219010 Electronic components and materials retail business; 69.F399040 Non-store retail business; 70. F401010 International trade

72. 73. 74. 75. 76. 77. 78. 79. 80. 81. 82. 83. 84. 85. 86. 87. 88. 89.	business; F401021 Restricted telecommunication radio frequency equipment and materials import business; F401181 Measuring instrument importing business; F601010 Intellectual property business; G801010 Warehousing and storage business; I101070 Agriculture, Forestry, Fishing and Animal Husbandry Consultancy; I103060 Management consulting services business; I199990 Other Consultancy I301010 Software design and service business; I301020 Data processing services business; I301030 Digital information supply services business; I401010 General advertising service business; I501010 Product external appearance designing business; I599990 Other design business; IG02010 Research development service business; IG03010 Energy technical services business; IZ03010 Newspaper clipping business; IZ04010 Translation business; IZ10010 Typesetting business;	business; 71.F401021 Restricted telecommunication radio frequency equipment and materials import business; 72.F401181 Measuring instrument importing business; 73. F601010 Intellectual property business; 74. G801010 Warehousing and storage business; 75.I101070 Agriculture, Forestry, Fishing and Animal Husbandry Consultancy; 76.I103060 Management consulting services business; 77.I301010 Software design and service business; 78.I301020 Data processing services business; 79.I301030 Digital information supply services business; 80.I401010 General advertising service business; 81.I501010 Product external appearance designing business; 82.I599990 Other design business; 83.IG02010 Research development service business; 84.IG03010 Energy technical services business; 85.IZ03010 Newspaper clipping business; 86.IZ04010 Translation business; 87.IZ10010 Typesetting business;

	90. IZ13010 Network authentication service business; 91. IZ99990 Other industry and commerce services not elsewhere classified; 92.J303010Magazines (journals) publishing business; 93.J304010 Books publishing business; 94.J305010 Audio publishing business; 95. J399010 Software publishing business; 96. J399990 Other publishing business; 97. J701070 Computer Recreational Activities; 98. JE01010 Rental and leasing business; 99. ZZ99999 All businesses that are not prohibited or restricted by laws and regulations other than those requiring special permits.	88.IZ13010 Network authentication service business; 89.IZ99990 Other industry and commerce services not elsewhere classified; 90.J303010 Magazines (journals) publishing business; 91.J304010 Books publishing business; 92.J305010 Audio publishing business; 93.J399010 Software publishing business; 94.J399990 Other publishing business; 95.J701070 Computer Recreational Activities; 96.JE01010 Rental and leasing business; 97.ZZ99999 All businesses that are not prohibited or restricted by laws and regulations other than those requiring special permits.
	Article 33 These Articles of Incorporation were enacted on July 28, 1975. (the 1stthrough46th revision dates have been omitted for simplicity) The47th amendment is made on June10, 2014.	Article 33 These Articles of Incorporation were enacted on July 28, 1975. (the 1stthrough45th revision dates have been omitted for simplicity) The46thamendment is made on June 7, 2013.	Addition of the 47~~th~~ revision date.

Resolution: Approved and acknowledged as proposed by the Board of Directors by voting (a total of 2,177,023,002 shares with voting rights were present when votes were cast; the number of voting rights for approval is 1,856,344,282, among which 1,067,753,515 was exercised by electronic transmission, or 85.27% of the total voting rights when votes were cast).

Item 2 Discussion of the Amendments to Operating Procedures of Acquisition or Disposal of Assets (Proposed by the Board of Directors)

Explanation:(1) In order to conform to the amendments to laws and regulations and to better meet the Company's business needs, it is proposed to amend certain provisions of the Operating Procedures of Acquisition or Disposal of Assets. Please see the comparison table of revised articles of the Operating Procedures of Acquisition or Disposal of Assets for the detailed revisions.

(2) The proposed amendments are submitted for discussion.

Comparison Table of Revised Articles of the Operating Procedures of Acquisition or Disposal of Assets

Article after revision	Article before revision	Explanation
Article 3 Definition of Terms: 1. [Not revised] 2. Assets acquired or disposed through mergers or consolidations, splits, acquisitions, or assignment of shares in accordance with applicable laws: refers to assets acquired or disposed through mergers, splits, or acquisitions conducted in accordance with the Business Mergers and Acquisitions Act, Financial Holding Company Act, Financial Institutions Merger Act or other applicable laws, or issuance of new shares and by use of the share equity so raised as the consideration payable for acquisition of another company's shares (the "assignment of shares") in accordance with Paragraph8,Article 156 of the Company Law. 3. Related partyand subsidiaries:as defined in theRegulations Governing the Preparation of Financial Reports by Securities Issuers. 4. [Delete] 4.Professional appraiser: refers to a real estate appraiser or other person authorized by applicable laws to engage in the appraisal of real	Article 3 Definition of Terms: 1. [Omitted] 2. Assets acquired or disposed through mergers or consolidations, splits, acquisitions, or assignment of shares in accordance with applicable laws: refers to assets acquired or disposed through mergers, splits, or acquisitions conducted in accordance with the Business Mergers and Acquisitions Act, Financial Holding Company Act, Financial Institutions Merger Act or other applicable laws, or issuance of new shares and by use of the share equity so raised as the consideration payable for acquisition of another company's shares (the "assignment of shares") in accordance with Paragraph6,Article 156 of the Company Law. 3. Related party: as defined inStatement of Financial Accounting Standards No. 6 published by the Accounting Researchand Development Foundation of the Republic of China (the "ARDF"). 4. Subsidiary: as defined in Statement of Financial Accounting Standards No. 5 and No. 7 published by the ARDF. 5. Professional appraiser: refers to a real estate appraiser or other person authorized by applicable laws to engage in the appraisal of real	Revise to conform to the amendments to the Regulations Governing the Acquisition and Disposal of Assets by Public Companies.

estate or equipment.

Date of occurrence: refers to the date of contract signing, date of payment, date of completion of trading, date of transfer registration, date of board of directors resolution, or other date confirming the counterpart and amount of the transaction, whichever date is earlier. However, in the case of investments for which approval of the competent authority is required, the earlier of the above date or the date of receipt of approval by the competent authority shall apply.
Mainland China area investment: refers to investments in Mainland China area approved by the Investment Commission of the Ministry of Economic Affairs or conducted in accordance with the Regulations Governing the Approval of Investment or Technical Cooperation in Mainland China.

estate or other fixed assets.

Date of occurrence: refers to the date of contract signing, date of payment, date of completion of trading, date of transfer registration, date of board of directors resolution, or other date confirming the counterpart and amount of the transaction, whichever date is earlier. However, in the case of investments for which approval of the competent authority is required, the earlier of the above date or the date of receipt of approval by the competent authority shall apply.
Mainland China area investment: refers to investments in Mainland China area approved by the Investment Commission of the Ministry of Economic Affairs or conducted in accordance with the Regulations Governing the Approval of Investment or Technical Cooperation in Mainland China.
As used in the Operating Procedures, "within one 8. As used in the Operating Procedures, "within one year" refers to the year preceding the date of year" refers to the year preceding the date of occurrence of the acquisition of disposal of occurrence of the acquisition of disposal of assets; however, items duly announced in assets; however, items duly announced in accordance with the Operating Procedures will accordance with the Operating Procedures will be be disregarded. disregarded.
As used in the Operating Procedures, "latest 9. As used in the Operating Procedures, "latest financial statement" refers to the financial financial statement" refers to the financial statement published and audited or reviewed by statement published and audited or reviewed by the Company's auditing CPA in accordance with the Company's auditing CPA in accordance with applicable laws prior to the acquisition or applicable laws prior to the acquisition or disposal of assets. disposal of assets.
As used in the Operating Procedures, "10% of

the Company's total assets" is calculated based on the total assets as stated in the most recent stand-alone or individual financial statement prepared under the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

the Company's total assets"is calculated based on the total assets as stated in the most recent stand-alone or individual financial statement prepared under the Regulations Governing the Preparation of Financial Reports by Securities Issuers.
Article 4 Scope of assets applicable to the Operating Procedures 1. Securities: including long- term and short-term investments such as stocks, government bonds, corporate bonds, financial debentures, securities representing interest in a fund, deposit receipts, call (put) warrants, beneficiary certificates and asset-backed securities. 2. Real estate (including land, buildings and construction, investment real estate and rights to use land) and equipment. 3. Membership certificates. 4. Intangible assets: including patents, copyrights, trademarks, and franchises, etc. 5. Claims against financial institutions (including receivables, loans and bills purchase discounts, and overdue receivables). 6. Derivatives. 7. Assets acquired or disposed through mergers or consolidations, splits, acquisitions, or assignment of shares in accordance with applicable laws. 8. Other important assets.	Article 4 Scope of assets applicable to the Operating Procedures 1. Securities: including long- term and short-term investments such as stocks, government bonds, corporate bonds, financial debentures, securities representing interest in a fund, deposit receipts, call (put) warrants, beneficiary certificates and asset-backed securities. 2. Real estateand other fixed assets. 3. Membership certificates. 4. Intangible assets: including patents, copyrights, trademarks, and franchises, etc. 5. Claims against financial institutions (including receivables, loans and bills purchase discounts, and overdue receivables). 6. Derivatives. 7. Assets acquired or disposed through mergers or consolidations, splits, acquisitions, or assignment of shares in accordance with applicable laws. 8. Other important assets.	Revise to conform to the amendments to the Regulations Governing the Acquisition and Disposal of Assets by Public Companies.

	Article 6 When assets are acquired or disposed in accordance with the Operating Procedures, the execution department shall evaluate the terms and conditions of the transaction according to the Company's internal operating procedures in advance and then submit it for approval by the authorized person according to the authorized limit table approved by the Board of Directors. If the amount of the assets to be acquired or disposed exceeds the amount as set forth in the authorized limit table, the transaction may be implemented only after approved by the Board of Directors. The execution departments referred to in the foregoing paragraph are as follows: 1. [not revised] 2. For real property andequipment: the Department which uses such assets and the Finance Department. 3. [not revised] 4. For intangible assets: each business unit,Legal and Intellectual Property Department or other competent department concerned. 5. [not revised] 6. [not revised] 7. [not revised] 8. [not revised]	Article 6 When assets are acquired or disposed in accordance with the Operating Procedures, the execution department shall evaluate the terms and conditions of the transaction according to the Company's internal operating procedures in advance and then submit it for approval by the authorized person according to the authorized limit table approved by the Board of Directors. If the amount of the assets to be acquired or disposed exceeds the amount as set forth in the authorized limit table, the transaction may be implemented only after approved by the Board of Directors. The execution departments referred to in the foregoing paragraph are as follows: 1. [omitted] 2. For real property andother fixed assets:the Department which uses such assets and the Finance Department. 3. [omitted] 4. For intangible assets: each business unitand the Finance Department. 5. [omitted] 6. [omitted] 7. [omitted] 8. [omitted]	Revise to conform to the amendments to the Regulations Governing the Acquisition and Disposal of Assets by Public Companies and actual conditions of operation.

Article 10

When acquiring or disposing of securities, the When acquiring or disposing of securities, the Company shall, prior to the date of occurrence of Company shall, prior to the date of occurrence of the event, first obtain the latest audited or reviewed the event, first obtain the latest audited or reviewed financial statement of the issue company for financial statement of the issue company for reference in appraising the transaction price. If the reference in appraising the transaction price. If the transaction amount reaches 20% of the Company's transaction amount reaches 20% of the Company's paid-in capital or NT$300 million or more, the paid-in capital or NT$300 million or more, the Company shall, prior to the date of occurrence of Company shall, prior to the date of occurrence of the event, appoint an accountant to render an the event, appoint an accountant to render an opinion on the reasonableness of the transaction opinion on the reasonableness of the transaction price. If the accountant needs to use an expert's price. If the accountant needs to use an expert's report, the accountant shall do so in accordance report, the accountant shall do so in accordance with the provisions of the Statement of Auditing with the provisions of the Statement of Auditing Standards No. 20 published by the Accounting Standards No. 20 published by the ARDF. This Research and Development Foundation (the requirement does not apply, however, to publicly "ARDF"). This requirement does not apply, quoted prices of securities that have an active however, to publicly quoted prices of securities that market, or where otherwise provided by regulations have an active market, or where otherwise provided of the Competent Authority. by regulations of the Competent Authority.

Revise to conform to the amendments to the Regulations Governing the Acquisition and Disposal of Assets by Public Companies. .

Standards No. 20 published by theAccounting Research and Development Foundation (the "ARDF").This requirement does not apply, however, to publicly quoted prices of securities that have an active market, or where otherwise provided by regulations of the Competent Authority.	Standards No. 20 published by the ARDF. This requirement does not apply, however, to publicly quoted prices of securities that have an active market, or where otherwise provided by regulations of the Competent Authority.
Article 11	Article 11	Revise to conform to the
The Company shall comply with the following	The Company shall comply with the following	amendments to the
guidelines with regard to the acquisition or disposal	guidelines with regard to the acquisition or disposal	Regulations Governing
of real property and other fixed assets:	of real property and other fixed assets:	the Acquisition and
When acquiring or disposing real property	When acquiring or disposing real property orother	Disposal of Assets by
orequipment,if the transaction amount reaches	fixed assets, if the transaction amount reaches 20%	Public Companies.
20% of the Company's paid-in capital or NT$300	of the Company's paid-in capital or NT$300 million
million or more, except for transacting with a	or more, except for transacting with a governmental
governmental agency, engaging others to build on	agency, engaging others to build on its own land,
its own land,engagingothers to build on leased	engagingothers to build on leased land,or

land, or acquiring equipmentfor operating use, the Company shall, prior to the date of occurrence of the event, obtain an appraisal report from a professional appraiser and shall further comply with the following provisions: 1. [not revised] 2. [not revised] 3. [not revised] 4. [not revised] 5. [not revised]	acquiringmachinery and equipmentfor operating use, the Company shall, prior to the date of occurrence of the event, obtain an appraisal report from a professional appraiser and shall further comply with the following provisions: 1. [omitted] 2. [omitted] 3. [omitted] 4. [omitted] 5. [omitted]
Article 12 Procedures governing transactions with a related party are as follows: 1. When the Company acquires or disposes of assets from or to a related party, in addition to complying with the requirements set forth in Article 10, Article 11 and Article 13 and following required resolution procedures and assessing the reasonableness of the transaction terms and other relevant matters in accordance with the following provisions, if the transaction amount reaches 10% of the Company's total assets, the Company shall also obtain an appraisal report from a professional appraiser or an accountant's opinion in accordance with Article 10,Article 11 and Article 13. Theaforementionedcalculation of the transaction amount shall be made in accordance	Article 12 Procedures governing transactions with a related party are as follows: 1. When the Company acquires or disposes of assets from or to a related party, in addition to complying with the requirements set forth in Article 10, Article 11 and Article 13 and following required resolution procedures and assessing the reasonableness of the transaction terms and other relevant matters in accordance with the following provisions, if the transaction amount reaches 10% of the Company's total assets, the Company shall also obtain an appraisal report from a professional appraiser or an accountant's opinion in accordance with Article 10,Article 11 and Article 13. The calculation of the transaction amountreferred to in the preceding paragraph	Revise to conform to the amendments to the Regulations Governing the Acquisition and Disposal of Assets by Public Companies.

with Article 13-1 hereof. Furthermore, when determining whether the transaction counterparty is a related party, in addition to legal formalities, the Company shall take into consideration of the substance of the relationship between the transaction parties.

shall be made in accordance with Article 13-1

hereof. Furthermore, when determining whether the transaction counterparty is a related party, in addition to legal formalities, the Company shall take into consideration of the substance of the relationship between the transaction parties.

Appraisal and operating procedures: Where the Company acquires or disposes of real property from or to a related party, or acquires or disposes of assets other than real property from or to a related party where the transaction amount reaches 20% of the Company's paid-in capital, 10% of the Company's total assets, or NT$300 million, except for trading of government bonds or bonds under repurchase and resale agreements, or subscription or redemption of domestic money market funds, the Company may proceed to enter into a transaction contract and make only after submitting the following information to the Audit Committee and obtaining approval by one-half or more of all Audit Committee members and, after submitting the same to the Board of Directors, obtaining approval from the Board of Directors, and paragraphs 2 and 3 of Article 2 shall apply mutatis mutandis:
Appraisal and operating procedures: Where the Company acquires or disposes of real property from or to a related party, or acquires or disposes of assets other than real property from or to a related party where the transaction amount reaches 20% of the Company's paid-in capital, 10% of the Company's total assets, or NT$300 million, the Company may proceed to enter into a transaction contract and make only after submitting the following information to the Audit Committee and obtaining approval by one-half or more of all Audit Committee members and, after submitting the same to the Board of Directors, obtaining approval from the Board of Directors, and paragraphs 2 and 3 of Article 2 shall apply mutatis mutandis:
(1) The purpose, necessity and estimated benefits of the acquisition or disposal of assets.
mutatis mutandis: (2) The reason for choosing the related party as (1) The purpose, necessity and estimated the transaction counterparty. benefits of the acquisition or disposal of (3) With respect to the acquisition of real assets. property from a related party, information
(2) The reason for choosing the related party as regarding appraisal of the reasonableness of the transaction counterparty. the preliminary transaction terms in

	(3) With respect to the acquisition of real property from a related party, information regarding appraisal of the reasonableness of the preliminary transaction terms in accordance with the provisions of items (1) and (4), subparagraph 3 of this Article 12. (4) The date and price at which the related party originally acquired the real property, the original transaction counterparty, and that transaction counterparty's relationship to the Company and the related party. (5) Monthly cashflow forecasts for the year beginning from the anticipated month of execution of the contract, and evaluation of the necessity of the transaction, and reasonableness of the use of funds. (6) An appraisal report from a professional appraiser or an accountant's opinion obtained in accordance with this Article. (7) Restrictive covenants and other important terms in connection with the transaction. Theaforementionedcalculation of the transaction amount shall be made in accordance with Subparagraph 5 of Paragraph 1 of Article 17 hereof, and "within the preceding year" as used herein refers to the year preceding the date of occurrence of the current transaction. Items that have been submitted to and approved by the Board of Directors in accordance with these Operating Procedures need not be counted toward the said transaction amount.	accordance with the provisions of items (1) and (4), subparagraph 3 of this Article 12. (4) The date and price at which the related party originally acquired the real property, the original transaction counterparty, and that transaction counterparty's relationship to the Company and the related party. (5) Monthly cashflow forecasts for the year beginning from the anticipated month of execution of the contract, and evaluation of the necessity of the transaction, and reasonableness of the use of funds. (6) An appraisal report from a professional appraiser or an accountant's opinion obtained in accordance with this Article. (7) Restrictive covenants and other important terms in connection with the transaction. The calculation of the transaction amountreferred to in the preceding paragraph shall be made in accordance with Subparagraph 5 of Paragraph 1 of Article 17 hereof, and "within the preceding year" as used herein refers to the year preceding the date of occurrence of the current transaction. Items that have been submitted to and approved by the Board of Directors in accordance with these Operating Procedures need not be counted toward the said transaction amount. With respect to the acquisition or disposal of machinery and equipment for business use between the Companyanditsparent company or

	With respect to the acquisition or disposal of machinery and equipment for business use between the Company and its subsidiaries, the Board of Directorshereby authorizesthe Chairman to decide such matters when the transaction is withinNT$300 millionand subsequently submit the aforesaid decision to the next meeting of the Board of Directors for ratification. When the items listed in subparagraph 2 of this Article 12 are submitted for discussion in the meeting of Board of Directors, the Board of Directors shall take into full consideration of each independent director's opinion. If an independent director objects or expresses reservation about any matter, it shall be recorded in the meeting minutes of the Board of Directors. 3. Assessment of reasonableness of transaction cost: (1) [not revised] (2) [not revised] (3) [not revised] (4) [not revised] (5) [not revised] (6) When the Company acquires real property from a related party and any of the following circumstances occur, it shall implement the transaction in accordance with the appraisal and operating procedures in subparagraphs 1 and 2 of this Article 12, and items (1), (2), and(3),subparagraph 3 of this Article 12	subsidiaries, the Board of Directorsmay authorize the Chairman to decide such matters when the transaction is withina certain amount and subsequently submit the aforesaid decision to the next meeting of the Board of Directors for ratification. When the items listed in subparagraph 2 of this Article 12 are submitted for discussion in the meeting of Board of Directors, the Board of Directors shall take into full consideration of each independent director's opinion. If an independent director objects or expresses reservation about any matter, it shall be recorded in the meeting minutes of the Board of Directors. 3. Assessment of reasonableness of transaction cost: (1) [omitted] (2) [omitted] (3) [omitted] (4) [omitted] (5) [omitted] (6) When the Company acquires real property from a related party and any of the following circumstances occur, it shall implement the transaction in accordance with the appraisal and operating procedures in subparagraphs 1 and 2 of this Article 12, and items (1), (2), and (3), subparagraph 3 of this Article 12 regardingthe assessment of the

	regarding the assessment of the reasonableness of transaction cost are not applicable: a. The related party acquired the real property through inheritance or as a gift. b. More than five years will have elapsed from the time the related party signed the contract to obtain the real property to the execution date of the proposed transaction. c. The real property is to be acquired through signing of a joint development contract with the related party or through engaging the related party to build real property, either on the Company's own land or on a leased land. (7) [not revised]	reasonableness of transaction cost are not applicable: a. The related party acquired the real property through inheritance or as a gift. b. More than five years will have elapsed from the time the related party signed the contract to obtain the real property to the execution date of the proposed transaction. c. The real property is to be acquired through signing of a joint development contract with the related party. (7) [omitted]
	Article 13 The Company shall comply with the following guidelines with regard to the acquisition or disposal of membership certificates or intangible assets: When the Company acquires or disposes of membership certificates or intangible assets and the transaction amount reaches 20% of the Company's paid-in capital or NT$300 million or more,except for transacting with a government agency,the Company shall, prior to the date of occurrence of the event, appoint an accountant to render an opinion on the reasonableness of the transaction price. The accountant so appointed shall act in accordance with Statement of General Auditing	Article 13 The Company shall comply with the following guidelines with regard to the acquisition or disposal of membership certificates or intangible assets: When the Company acquires or disposes of membership certificates or intangible assets and the transaction amount reaches 20% of the Company's paid-in capital or NT$300 million or more, the Company shall, prior to the date of occurrence of the event, appoint an accountant to render an opinion on the reasonableness of the transaction price. The accountant so appointed shall act in accordance with Statement of General Auditing Procedures No. 20published bythe ARDF	Revise to conform to the amendments to the Regulations Governing the Acquisition and Disposal of Assets by Public Companies.

Procedures No. 20 published by the ARDF accordingly.	accordingly.
Article 15 Procedures governing derivatives trading activities are as follows: 1. [not revised] 2. [not revised] 3. Accounting treatment: Accounting treatment shall be handled in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers. 4. Internal control system: (1) [not revised] (2) [not revised] (3) [not revised] (4) Oversight principles for derivative trading by the Board of Directors: a. The Board of Directors shall appoint senior management officers to regularly monitor and control the derivatives trading risk. The guidelines for monitoring and control are as follows: i. Periodically evaluate whether the risk management measures currently adopted are appropriate and are conducted in accordance with these Operating Procedures and derivative trading operating guidelines promulgated by the Company. ii. Monitoringtradingactivities and	Article 15 Procedures governing derivatives trading activities are as follows: 1. [omitted] 2. [omitted] 3. Accounting treatment: Accounting treatment shall be handled in accordance with theROC Financial and Accounting Standards and other regulations. 4. Internal control system: (1) [omitted] (2) [omitted] (3) [omitted] (4) Oversight principles for derivative trading by the Board of Directors: a. The Board of Directors shall appoint senior management officers to regularly monitor and control the derivatives trading risk. The guidelines for monitoring and control are as follows: i. Periodically evaluate whether the risk management measures currently adopted are appropriate and are conducted in accordance with these Operating Procedures and derivative trading operating guidelines promulgated by the Company. ii. Monitoringtradingactivities and	Revise to conform to the amendments to the Regulations Governing the Acquisition and Disposal of Assets by Public Companies.

profit/loss status, whenever irregularities are found, the senior management officers shall take appropriate counter measures and shall immediately report to the Board of Directors. b. Periodically evaluate whether derivatives trading performance is consistent with the Company's established operational strategy and whether the risk exposure is acceptable to the Company. c. When engaging in derivatives trading, the Company shall report to thenextBoard of Directorsmeetingafter it authorizes relevant personnel to conduct derivatives trading in accordance with the derivative trading operating guidelines promulgated by the Company. d. The Company shall establish a memorandum book in which details of the types and amounts of derivatives trading engaged in, Board of Directors approval dates, and the matters required to be carefully evaluated under items 3-2, 4-1 and 4-2, subparagraph 4 of this Article 15, shall be recorded in detail in the memorandum book for inspection. 5. [not revised]	profit/loss status, whenever irregularities are found, the senior management officers shall take appropriate counter measures and shall immediately report to the Board of Directors. b. Periodically evaluate whether derivatives trading performance is consistent with the Company's established operational strategy and whether the risk exposure is acceptable to the Company. c. When engaging in derivatives trading, the Company shall report to the Board of Directors after it authorizes relevant personnel to conduct derivatives trading in accordance with the derivative trading operating guidelines promulgated by the Company. d. The Company shall establish a memorandum book in which details of the types and amounts of derivatives trading engaged in, Board of Directors approval dates, and the matters required to be carefully evaluated under items 3-2, 4-1 and 4-2, subparagraph 4 of this Article 15, shall be recorded in detail in the memorandum book for inspection. 5.[omitted]
Article 17 Items to bepubliclyannounced and reported and	Article 17 Items to bepubliclyannounced and reported and	Revise to conform to the amendments to the

requirements for public announcement and reporting are as follows: 1. Acquisition or disposal of real property from or to a related party, or acquisition or disposal of assets other than real property from or to a related party where the transaction amount reaches 20% of the Company's paid-in capital, 10% of the Company's total assets, or NT$300 million; provided, however, that this paragraph shall not apply to trading of government bonds or bonds under repurchase and resale agreements, or subscription or redemption of domestic money market funds. 2. Merger or consolidation, split, acquisition, or assignment of shares. 3. Any losses from derivatives trading which reaches the limits on aggregate losses or losses for individual contracts as set out in the operating procedures promulgated by the Company. 4. Other asset transactions other than those referred to in the preceding three subparagraphs, disposal of receivables by a financial institution, or investment in the Mainland China area, and the transaction amount of which reaches 20% of the Company's paid-in capital or NT$300 million or more; provided that the public reporting requirement shall not apply to the following circumstances: (1) Trading of government bonds. (2) Where the company is an investment company,the securities tradingin foreign	requirements for public announcement and reporting are as follows: 1. Acquisition or disposal of real property from or to a related party, or acquisition or disposal of assets other than real property from or to a related party where the transaction amount reaches 20% of the Company's paid-in capital, 10% of the Company's total assets, or NT$300 million; provided, however, that this paragraph shall not apply to trading of government bonds or bonds under repurchase and resale agreements. 2. Merger or consolidation, split, acquisition, or assignment of shares. 3. Any losses from derivatives trading which reaches the limits on aggregate losses or losses for individual contracts as set out in the operating procedures promulgated by the Company. 4. Other asset transactions other than those referred to in the preceding three subparagraphs, disposal of receivables by a financial institution, or investment in the Mainland China area, and the transaction amount of which reaches 20% of the Company's paid-in capital or NT$300 million or more; provided that the public reporting requirement shall not apply to the following circumstances: (1) Trading of government bonds. (2) Where the company is an investment company,the securities tradingin foreign	Regulations Governing the Acquisition and Disposal of Assets by Public Companies.

	securities exchanges or over-the-counter markets. (3) Trading of bonds under repurchase/resale agreements,or subscription or redemption of domestic money market funds. (4) Where the type of asset acquired or disposed of is equipment and machinery for operational use, and the transaction counterparty is not a related party, and the transaction amount is less than NT$500 million. (5) Acquisition or disposal of real property under arrangement of commissioned construction on self-owned or leased land, joint construction and allocation of housing units, joint construction and allocation of ownership percentages, or joint construction and separate sale and the transaction amount to be invested by the Company is less than NT$500 million. 5. The transaction amount referred to in the foregoing four subparagraphs shall be calculated as follows; and the term "within one year" refers to the year preceding the date of occurrence of the proposed transaction; and items which has been duly announced in accordance with applicable regulations may be disregarded for the calculation: (1) The amount of each transaction. (2) The cumulative transaction amount of acquisitions and disposals of the same type	securities exchanges or over-the-counter markets. (3) Trading of bonds under repurchase/resale agreements. (4) Where the type of asset acquired or disposed of is equipment and machinery for operational use, and the transaction counterparty is not a related party, and the transaction amount is less than NT$500 million. (5) Acquisition or disposal of real property under arrangement of commissioned construction on self-owned or leased land, joint construction and allocation of housing units, joint construction and allocation of ownership percentages, or joint construction and separate sale and the transaction amount to be invested by the Company is less than NT$500 million. 5. The transaction amount referred to in the foregoing four subparagraphs shall be calculated as follows; and the term "within one year" refers to the year preceding the date of occurrence of the proposed transaction; and items which has been duly announced in accordance with applicable regulations may be disregarded for the calculation: (1) The amount of each transaction. (2) The cumulative transaction amount of acquisitions and disposals of the same type

of assets with the same transaction counterparty within one year. (3) The cumulative transaction amount of acquisitions and disposals of real property in the same development project within one year (the amount for acquisition and the amount for disposal shall be calculated separately). (4) The cumulative transaction amount of acquisitions and disposals of the same security within one year (the amount for acquisition and the amount for disposal shall be calculated separately).	of assets with the same transaction counterparty within one year. (3) The cumulative transaction amount of acquisitions and disposals of real property in the same development project within one year (the amount for acquisition and the amount for disposal shall be calculated separately). (4) The cumulative transaction amount of acquisitions and disposals of the same security within one year (the amount for acquisition and the amount for disposal shall be calculated separately).
[Deleted in its entirety]	Table of Authorized Limits for the Acquisition or Disposal of Assets 1. Authorized limits for single securities acquisition or disposal transaction are as follows: Chairman of the Board of Directors NT$300 million or less CEO NT$100 million or less General manager NT$30 million or less Chief Officer of the Investment Department NT$15 million or less 2. Authorized limits for cumulative daily securities acquisition or disposal transaction are as follows: Chairman of the Board of Directors	Delete in accordance with the Company's operational needs. Table of Authorization Limits will be enacted separately.

NT$1.5 billion or less CEO NT$1 billion or less Chief Officer of the Finance Department NT$500 million or less 3. Authorized limits for single real property or other fixed assets acquisition or disposal transaction are as follows: Chairman of the Board of Directors NT$100 million or less CEO NT$50 million or less General Manager NT$30 million or less Head of each Business Unit NT$5 million or less 4. Authorized limits for single membership certificate acquisition or disposal transaction are as follows: Chairman of the Board of Directors NT$5 million or less CEO NT$4 million or less General Manager NT$3 million or less 5. Authorized limits for single intangible assets

	acquisition or disposal transaction are as follows: Chairman of the Board of Directors NT$100 million or less CEO NT$50 million or less General Manager NT$30 million or less Head of each Business Unit NT$5 million or less 6. Authorized limits for derivatives trading are as follows: Upper limit on single trades Total daily limit CEO US$40 million US$100 million Chief Officer of Finance Department US$20 million US$50 million Officer of Funds Management Department US$5 million US$15 million Note: When any execution department acquires or disposes of assets, it shall simultaneously notify the department responsible for public announcement and reporting so as to facilitate relevant public announcement and reporting which should be made accordingly.

Resolution: Approved and acknowledged as proposed by the Board of Directors by voting (a total of 2,177,023,002 shares with

voting rights were present when votes were cast; the number of voting rights for approval is 1,859,235,178, among which 1,070,644,411 was exercised by electronic transmission, or 85.40% of the total voting rights when votes were cast).

Item 3 Discussion of Releasing the Directors from Non-Competition Restrictions (Proposed by the Board of Directors)

Explanation:(1) According to Article 209 of the Company Law, a director who conducts business within the business scope of the Company for himself or others shall explain in the shareholders' meeting the essential contents of such conduct and obtain the shareholders' approval.
(2) The Company's directors concurrently perform work for other companies and thus are subject to Article 209 of the Company Law. Without prejudice to the interests of the Company, it is proposed to submit to the shareholders' meeting for resolution to remove the restrictions preventing the Company's directors from performing work for their newly appointed positions in other companies.
(3) The proposal is submitted for discussion.

Details of Positions Concurrently Held by Directors in Other Companies (Newly Added)

Name of Director	Name of Company Where Director Holds Major Position	Position
Yancey Hai	USI Corporation (the "USI")	Independent Director

Resolution: Approved and acknowledged as proposed by the Board of Directors by voting (a total of 2,177,023,002 shares with voting rights were present when votes were cast; the number of voting rights for approval is 1,727,644,515, among which 1,032,402,281 was exercised by electronic transmission, or 79.36% of the total voting rights when votes were cast).

IV. EXTEMPORARY MOTIONS

Proposal by Chung-Shing entertainment Co., Ltd.

(Shareholder Identification Number: 308326): authorize the Board of Directors of the Company to raise funds when appropriate in order to carry out the Company's research activities or any plans of mergers and acquisitions in the future.

Explanation and decision by the Chairman: the proposal will be included for discussion at the meeting of the Board of Directors.

There is no other extemporary motion after consultation with all present shareholders. The Chairman declares that the meeting is adjourned.

Meeting Adjourned: 11:15 AM, June 10, 2014

Chairman: Yancey Hai

Recorder: Ms. Jill Lee

Attachment 1

Business Report

“To provide innovative, clean and energy-efficient solutions for a better tomorrow” has been the mission of Delta since its inception. Through solid R&D capabilities and continuous innovation, we aim to provide energy-efficient products and solutions to meet market demand and contribute to the society while consistently enhancing our operational excellence and profitability to earn public recognition and reward our shareholders for their support to Delta. Last year, Delta demonstrated outstanding performance with continued growth in revenues and profits. Delta reported 2013 consolidated revenues of NT$177.1 billion, a 3% growth from the year before. The gross profits were NT$45 billion with 25.4% gross margin, an increase of 7% over the previous year. The net operating profits were NT$19.5 billion, 13% increase compared to 2012 and 11% of total revenues. The net income after tax was NT$17.8 billion with a net profit margin of 10%, 20% growth from previous year. In 2013, Delta achieved record high EPS (earnings per share) of NT$7.32 and 20.2% ROE (return on equity). The annual return to shareholders and P/E ratio exceeded 60% and 20 times respectively. Delta’s market capitalization reached above NT$400 billion with 76% shareholding by foreign institutional investors at year end, indicating that Delta’s management philosophy and operational performance were highly regarded by the market. Below outlines the business results and future prospects of Delta’s three major business categories in brief.

Power Electronics : Power Electronics is the foundation of Delta and has been the major contributor to revenues and profits. Delta has been number one in global power supply and brushless DC fan markets, and we constantly apply our core technologies and R&D results from IT, communications, industrial, automotive and consumer electronics industries to new fields such as cloud computing, medical equipments, electric vehicles, smart homes, and handheld as well as wearable devices applications. Our relentless efforts to create value through increasing energy conversion efficiency and energy recycling, developing ultra slim fan featuring low energy consumption and pioneering miniaturized integrated hot pressed chokes to meet customer demands for cloud-based services enable Delta not only to earn customer confidence but also to secure growth momentum for the future.

Energy Management : Delta’s fast-growing Energy Management business covers a broad spectrum of products, systems and solutions with primary focus on industrial automation, power systems and power quality management, and constitutes the core of Delta’s presence in branded business to deliver our brand promise of “Smarter. Greener. Together.” Our industrial automation business has been growing rapidly, thanks to our innovative products and total solutions such as robots, CNC solutions and industrial energy-efficient automation systems as well as the expedited development of sales channels in key markets, industry expert teams and key account service teams. We believe the ever-increasing demand for factory automation and smart, efficient energy in the global manufacturing industry will continue to provide abundant business opportunities to Delta.

Delta’s telecom power conversion efficiency has been the best in class, and the business continues to grow with increase in global telecom infrastructure investments. Delta’s Data Center Infrastructure Solutions not

only offer tailor-made systems for large datacenters to reduce considerable energy consumption and operations costs, but also provide modularized systems that enable enterprise customers to easily put cabinets and servers together and commence private cloud buildup in a short time. Energy management is the area Delta will continue to pursue aggressively. Besides continued investment in in-house R&D and business development, M&A is also an option for Delta to accelerate growth and become a world-class player with strong industrial brand recognition.

Smart Green Life : Networking and display solutions are Delta’s major businesses in Smart Green Life category. Our networking business has demonstrated steady growth over past years and has been servicing both external business customers as well as providing networking expertise to internal business teams for data collection and transmission capabilities required in solution business development. As cloud and smart applications develop rapidly, the need for network communications also increases and networking business naturally becomes one of the forces driving Delta’s growth. Delta’s display solutions business not only maintains its dominant position in high-end projection market but also successfully launches the integrated monitoring and management solutions through advanced systems software and technology integration of Delta’s expertise in sensing/detection, network communications and power management fields. Our integrated monitoring and management solutions enable quick and accurate decision-making and have been applied to smart building, power grid, transportation network, communications industry as well as social security applications. We are confident about the future prospects of our Smart Green Life businesses.

Delta’s technological competency and market sensitivity has enabled us to constantly transform and adapt to changes in industry structure and economic environment. By launching new products ahead of competition to seize business opportunities, Delta has accumulated leading-edge technologies across wide variety of disciplines to achieve steady growth and develop different business models over time. Delta has crossed over from ODM to integrated systems and solutions-oriented branded business, which illustrates our path of growth based upon our corporate mission and adaptivity to the changing environment. We believe the success of new businesses depends on four major capabilities, namely the abilities to gauge market trend, identify customer needs, provide practical solutions to solve customers’ problems, as well as the ability to earn customer recognition. Consequently, dedicated efforts to develop innovative and high added-value products and solutions will be as important as cross functional collaboration and integration for best synergy. This is the direction for Delta to go and we are fully committed to it.

In 2013, Delta was listed on the top 20 international brands in Taiwan for the third time, making us the only industrial brand in domestic electronics industry to be accredited with such honor for three consecutive years. Delta also received various customer awards from our long-term partners such as Dell, Cisco, Sharp, Asus and Rockwell Automation. In addition to customer recognitions, the general public also praised Delta for our commitment in corporate social responsibilities, corporate governance and professional services to investors. Last year, Delta was ranked in the first place by CommonWealth magazine’s Most Admired Company in Taiwan in electronics industry sector for twelve consecutive years, and we received the top award honor of “Excellence in Corporate Social Responsibility” in large corporation category. Delta was also selected by Dow Jones Sustainability Indices (DJSI) World Index for three years in a row and last year’s newly published DJSI-Emerging

Attachment 2

REPORT OF INDEPENDENT ACCOUNTANTS TRANSLATED FROM CHINESE

PWCR13002302

To Delta Electronics, Inc.

We have audited the accompanying parent company only balance sheets of Delta Electronics, Inc. as of December 31, 2013, December 31, 2012 and January 1, 2012, and the related parent company only statements of comprehensive income, of changes in stockholders' equity and of cash flows for the years ended December 31, 2013 and 2012. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits. As explained in Note 6(8), we did not audit the financial statements of certain investments accounted for under the equity method. The investments accounted for under the equity method amounted to $5,342,282 thousand, $4,516,997 thousand and $4,237,948 thousand, constituting 3.90%, 3.78% and 3.47% of the total assets as of December 31, 2013, December 31, 2012 and January 1, 2012, respectively, and total comprehensive income (including share of profit (loss) of associates and joint ventures accounted for under equity method and share of other comprehensive income of associates and joint ventures accounted for under equity method) amounted to $993,227 thousand and $782,953 thousand, constituting 4.32% and 6.58% of the total comprehensive income for the years ended December 31, 2013 and 2012, respectively. Those statements were audited by other independent accountants whose reports thereon have been furnished to us, and our opinion expressed herein, insofar as it relates to the amounts and the information disclosed in Note 13, is based solely on the reports of the other independent accountants.

We conducted our audits in accordance with the “Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants” and generally accepted auditing standards in the Republic of China. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits and the reports of the other independent accountants provide a reasonable basis for our opinion.

In our opinion, based on our audits and the reports of other independent accountants, the parent company only financial statements referred to above present fairly, in all material respects, the financial position of Delta Electronics, Inc. as of December 31, 2013, December 31, 2012 and January 1, 2012, and the results of its operations and its cash flows for the years ended December 31, 2013 and 2012, in conformity with the “Rules Governing the Preparation of Financial Statements by Securities Issuers”.

PricewaterhouseCoopers, Taiwan

March 11, 2014

The accompanying financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying financial statements and report of independent accountants are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.

As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.

DELTA ELECTRONICS, INC.

PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2013, DECEMBER 31, 2012 AND JANUARY 1, 2012

(Expressed in thousands of New Taiwan dollars)

Assets	Notes	January1,2012
Current assets Cash Financial assets at fair value through profit or loss - current Available-for-sale financial assets - current Notes receivable, net Accounts receivable, net Accounts receivable - related parties Other receivables Other receivables - related parties Current income tax assets Inventory Prepayments Non-current assets held for sale - net Other current assets Total current assets Non-current assets Financial assets at fair value through profit or loss - non- current Available-for-sale financial assets - non-current Financial assets carried at cost - non-current Investments accounted for under the equity method Property, plant and equipment Intangible assets Deferred income tax assets Other non-current assets Total non-current assets Total assets	6(1) 6(2) 6(3) 6(6) 7 7 6(25) 6(7) 6(8) 6(2) 6(3) 6(4) 6(8) 6(9) 6(10) 6(25) 6(11)	$ 8,437,582 - 578,857 121,034 3,989,817 1,197,372 103,629 471,882 - 937,228 60,915 - 645,403
		16,543,719
		2,563,142 3,063,142 211,859 91,434,509 6,893,463 127,119 698,350 438,829
		105,430,413
		$ 121,974,132

(Continued)

DELTA ELECTRONICS, INC. PARENT COMPANY ONLY BALANCE SHEETS (CONTINUED) DECEMBER 31, 2013, DECEMBER 31, 2012 AND JANUARY 1, 2012

2125 2170 2180 2200 2220 2230 2300 21XX 2540 2570 2600 25XX 2XXX 3110 3200 3310 3320 3350 3400 3XXX	Liabilities andEquity	(Expressed in thousands of New Taiwan dollars) Notes December31,2013 December31,2012 January1,2012 6(5) $ - $ 1,485 $ - 754,656 451,013 650,072 7 8,671,249 6,649,501 6,157,405 6,450,408 5,217,612 4,888,024 7 166,770 47,768 233,988 6(25) - 952,207 892,266 1,098,555 850,187 1,396,420 17,141,638 14,169,773 14,218,175 6(12) 18,716,500 16,315,000 22,272,000 6(25) 5,018,981 4,135,332 4,838,874 6(13) 2,622,751 2,517,401 2,461,531 26,358,232 22,967,733 29,572,405 43,499,870 37,137,506 43,790,580 6(15) 24,375,433 24,211,780 24,033,974 6(16) 25,790,922 24,774,551 23,824,784 6(17) 13,774,636 12,163,682 11,064,579 4,074,505 2,156,092 5,323,562 25,212,328 23,808,695 15,827,730 6(8) 419,768 ( 4,753,178) ( 1,891,077) 93,647,592 82,361,622 78,183,552 9 11 $ 137,147,462 $ 119,499,128 $ 121,974,132
	Current liabilities Derivative financial liabilities for hedging - current Accounts payable Accounts payable - related parties Other payables Other payables - related parties Current income tax liabilities Other current liabilities Total current liabilities Non-current liabilities Long-term borrowings Deferred income tax liabilities Other non-current liabilities Total non-current liabilities Total Liabilities Equity Share capital Share capital - common stock Capital surplus Capital surplus Retained earnings Legal reserve Special reserve Unappropriated retained earnings Other equity interest Other equity interest Total equity Significant contingent liabilities and unrecorded contract commitments Significant events after the balance sheet date Total liabilities and equity	6(5) 7 7 6(25) 6(12) 6(25) 6(13) 6(15) 6(16) 6(17) 6(8) 9 11

The accompanying notes are an integral part of these financial statements. See report of independent accountants dated March 11, 2014.

DELTA ELECTRONICS, INC. PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012

(Expressed in thousands of New Taiwan dollars, except earnings per share data)

Items	Notes 2013 2012 7 $ 37,206,319 $ 36,287,556 6(19) and 7 ( 33,051,609) ( 32,394,635) 4,154,710 3,892,921 - 578 4,154,710 3,893,499 6(23)(24) ( 545,477) ( 328,677) ( 1,519,051) ( 1,571,562) ( 214,623) ( 155,471) ( 2,279,151) ( 2,055,710) 1,875,559 1,837,789 6(20) 596,910 627,481 6(2)(21) ( 495,076) 519,367 6(22) ( 108,523) ( 134,901) 6(8) 16,635,706 14,742,524 16,629,017 15,754,471 18,504,576 17,592,260 6(25) ( 1,260,145) ( 943,359) 17,244,431 16,648,901 6(8) 531,771 ( 1,865,517) $ 17,776,202 $ 14,783,384 $ 1,980,117 ($ 2,936,787) 2,421,856 ( 124,715) 1,485 ( 1,485) 1,082,753 ( 196,383) 6(25) ( 258,127) 376,651 $ 5,228,084 ($ 2,882,719) $ 23,004,286 $ 11,900,665 6(26) $ 7.10 $ 6.90 0.22 ( 0.77) $ 7.32 $ 6.13 $ 7.02 $ 6.80 0.22 ( 0.76) $ 7.24 $ 6.04
4000 Sales revenue 5000 Operating costs 5900 Net operating margin 5920 Realized profit from sales 5950 Net operating margin Operating expenses 6100 Selling expenses 6200 General and administrative expenses 6300 Research and development expenses 6000 Total operating expenses 6900 Operating profit Non-operating income and expenses 7010 Other income 7020 Other gains and losses 7050 Finance costs 7070 Share of profit of subsidiaries, associates and joint ventures accounted for under the equity method, net 7000 Total non-operating income and expenses 7900 Profit before income tax 7950 Income tax expense 8000 Profit for the year from continuing operations 8100 Profit (loss) for the year from discontinued operations 8200 Profit for the year Other comprehensive income (loss) 8310 Financial statements translation differences of foreign operations 8325 Unrealized gain (loss) on valuation of available-for-sale financial assets 8330 Cash flow hedges 8380 Share of other comprehensive income of subsidiaries, associates and joint ventures accounted for under the equity method 8399 Income tax relating to the components of other comprehensive income 8300 Other comprehensive income (loss) for the year 8500 Total comprehensive income for the year Basic earnings per share 9710 Basic earnings per share from continuing operations 9720 Basic earnings per share from discontinued operations 9750 Total basic earnings per share Diluted earnings per share 9810 Diluted earnings per share from continuing operations 9820 Diluted earnings per share from discontinued operations 9850 Total diluted earnings per share

Items

Notes
2013
2012
7
$ 37,206,319
$ 36,287,556
6(19) and 7
(
33,051,609) (
32,394,635)
4,154,710
3,892,921
-
578
4,154,710
3,893,499
6(23)(24)
(
545,477) (
328,677)
(
1,519,051) (
1,571,562)
(
214,623) (
155,471)
(
2,279,151) (
2,055,710)
1,875,559
1,837,789
6(20)
596,910
627,481
6(2)(21)
(
495,076)
519,367
6(22)
(
108,523) (
134,901)
6(8)
16,635,706
14,742,524
16,629,017
15,754,471
18,504,576
17,592,260
6(25)
(
1,260,145) (
943,359)
17,244,431
16,648,901
6(8)
531,771
(
1,865,517)
$ 17,776,202
$ 14,783,384
$ 1,980,117
($ 2,936,787)
2,421,856
(
124,715)
1,485
(
1,485)
1,082,753
(
196,383)
6(25)
(
258,127)
376,651
$ 5,228,084
($ 2,882,719)
$ 23,004,286
$ 11,900,665
6(26)
$ 7.10
$ 6.90
0.22
(
0.77)
$ 7.32
$ 6.13
$ 7.02
$ 6.80
0.22
(
0.76)
$ 7.24
$ 6.04

4000
Sales revenue
5000
Operating costs
5900
Net operating margin
5920
Realized profit from sales
5950
Net operating margin
Operating expenses
6100
Selling expenses
6200
General and administrative
expenses
6300
Research and development
expenses
6000
Total operating expenses
6900
Operating profit
Non-operating income and expenses
7010
Other income
7020
Other gains and losses
7050
Finance costs
7070
Share of profit of subsidiaries,
associates and joint ventures
accounted for under the equity
method, net
7000
Total non-operating income
and expenses
7900
Profit before income tax
7950
Income tax expense
8000
Profit for the year from continuing
operations
8100
Profit (loss) for the year from
discontinued operations
8200
Profit for the year
Other comprehensive income (loss)
8310
Financial statements translation
differences of foreign operations
8325
Unrealized gain (loss) on valuation
of available-for-sale financial assets
8330
Cash flow hedges
8380
Share of other comprehensive
income of subsidiaries, associates
and joint ventures accounted for
under the equity method
8399
Income tax relating to the
components of other comprehensive
income
8300
Other comprehensive income (loss)
for the year
8500
Total comprehensive income for the
year
Basic earnings per share
9710
Basic earnings per share from
continuing operations
9720
Basic earnings per share from
discontinued operations
9750
Total basic earnings per share
Diluted earnings per share
9810
Diluted earnings per share from
continuing operations
9820
Diluted earnings per share from
discontinued operations
9850
Total diluted earnings per share

The accompanying notes are an integral part of these financial statements. See report of independent accountants dated March 11, 2014.

DELTA ELECTRONICS, INC. PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012

(Expressed in thousands of New Taiwan dollars)

2012 Balance at January 1, 2012 Share-based payments Distribution of 2011 earnings Legal reserve Reversal of special reserve Cash dividends Difference between consideration and carrying amount of subsidiaries acquired or disposed Change in equity of associates and joint ventures accounted for under the equity method Equity directly associated with non-current assets classified as held for sale Other comprehensive loss for the year Profit for the year Balance at December 31, 2012 2013 Balance at January 1, 2013 Share-based payments Distribution of 2012 earnings Legal reserve Special reserve Cash dividends Difference between consideration and carrying amount of subsidiaries acquired or disposed Change in equity of associates and joint ventures accounted for under equity method Other comprehensive income for the year Profit for the year Balance at December 31, 2013		Share capital - common stock	Total capital surplus			Retained Earnings			Other equityinterest	Other equityinterest		Total equity
					Legal reserve	Special reserve	Unappropriated retained earnings	Financial statements translation differences of foreign operations	Unrealized gain or loss on available-for- sale financial assets	Hedging instrument gain (loss) on effective hedge of cash flow hedges	Equity directly related to non-current assets held for sale
		$ 24,033,974 177,806 - - - - - - - - $ 24,211,780 $ 24,211,780 163,653 - - - - - - - $ 24,375,433	$ 23,824,784 1,009,205 - - - ( 21,467 ) ( 17,353 ) ( 20,618 ) - - $ 24,774,551 $ 24,774,551 934,077 - - - 34,344 47,950 - - $ 25,790,922		$ 11,064,579 - 1,099,103 - - - - - - - $ 12,163,682 $ 12,163,682 - 1,610,954 - - - - - - $ 13,774,636	$ 5,323,562 - - ( 3,167,470 ) - - - - - - $ 2,156,092 $ 2,156,092 - - 1,918,413 - - - - - $ 4,074,505	$ 15,827,730 - ( 1,099,103 ) 3,167,470 ( 8,417,324 ) ( 453,462 ) - - - 14,783,384 $ 23,808,695 $ 23,808,695 - ( 1,610,954 ) ( 1,918,413 ) ( 12,843,202 ) - - - 17,776,202 $ 25,212,328	($ 1,687,326 ) - - - - - - 47,593 ( 2,619,784 ) - ($ 4,259,517 ) ($ 4,259,517 ) - - - - - - 2,556,027 - ($ 1,703,490 )	($ 268,272 ) - - - - - - - ( 224,643 ) - ($ 492,915 ) ($ 492,915 ) - - - - - - 2,597,295 - $ 2,104,380	$ 64,521 - - - - - - - ( 38,292 ) - $ 26,229 $ 26,229 - - - - - - ( 7,351 ) - $ 18,878	$ - - - - - - - ( 26,975 ) - - ($ 26,975 ) ($ 26,975 ) - - - - ( 55,138 ) - 82,113 - $ -	$ 78,183,552 1,187,011 - - ( 8,417,324 ) ( 474,929 ) ( 17,353 ) - ( 2,882,719 ) 14,783,384 $ 82,361,622 $ 82,361,622 1,097,730 - - ( 12,843,202 ) ( 20,794 ) 47,950 5,228,084 17,776,202 $ 93,647,592

Note 1: Directors' and supervisors' remuneration amounting to $16,700 and employees' bonus amounting to $1,536,340 had been deducted from the Statement of Comprehensive Income in 2012. Note 2: Directors' and supervisors' remuneration amounting to $30,400 and employees' bonus amounting to $2,047,925 had been deducted from the Statement of Comprehensive Income in 2013.

The accompanying notes are an integral part of these financial statements. See report of independent accountants dated March 11, 2014.

DELTA ELECTRONICS, INC.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012

(Expressed in thousands of New Taiwan dollars)

						2012
CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax for the year from continuing operations		$	18,504,576		$	17,592,260
Profit (loss) before tax for the year from discontinued operations			531,771	(		1,865,517 )
Profit before tax for the year			19,036,347			15,726,743
Adjustments to reconcile net income to net cash provided by operating
activities
Income and expenses having no effect on cash flows
Depreciation			550,471			480,325
Amortization			311,204			26,759
Provision (reversal of provision) for bad debts	(		11,142 )			46,023
Interest expense			108,523			134,901
Interest income	(		8,725 )	(		14,600 )
Dividend income	(		119,400 )	(		158,661 )
Gain from financial assets at fair value through profit or loss	(		5,270 )	(		338 )
Share of profit of subsidiaries, associates and joint ventures accounted
for under the equity method (including loss from discontinued
operations)	(		16,332,293 )	(		13,686,201 )
Gain on disposal of property, plant and equipment	(		24,594 )	(		7,547 )
Gain on disposal of non-current assets classified as held for sale (shown
as profit (loss) from discontinued operations)	(		25,989 )			-
Loss (gain) on disposal of investments			433,670	(		477,018 )
Impairment loss on financial assets			33,880			-
(Reversal of) impairment loss on non-financial assets (shown as loss
from discontinued operations)	(		809,194 )			809,194
Impairment loss on non-financial assets			32,141			-
Unrealized gain from intercompany transactions			-	(		578 )
Changes in assets/liabilities relating to operating activities
Net changes in assets relating to operating activities
Notes receivable			34,084			32,275
Accounts receivable	(		3,263,185 )	(		803,587 )
Accounts receivable - related parties			718,940	(		630,829 )
Other receivables			61,162	(		22,703 )
Other receivables - related parties			154,233	(		61,264 )
Inventory			65,220			180,702
Prepayments			26,460			3,515
Other current assets	(		119,142 )			397,120
Other non-current assets			3,246			18,036
Net changes in liabilities relating to operating activities
Accounts payable			303,643	(		199,059 )
Accounts payable - related parties			2,021,748			492,096
Other payables			1,240,534			330,058
Other payables - related parties			119,002	(		186,220 )
Other current liabilities			248,368	(		546,233 )
Other non-current liabilities			104,510			55,778
Cash generated from operations			4,888,452			1,938,687
Interest received			8,688			13,033
Dividends received			8,522,831			12,252,079
Interest paid	(		116,261 )	(		135,371 )
Income tax paid	(		1,536,544 )	(		1,095,678 )
Net cash provided by operating activities			11,767,166			12,972,750

(Continued)

DELTA ELECTRONICS, INC. PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS (CONTINUED) FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012

(Expressed in thousands of New Taiwan dollars)

						2012
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from disposal of financial assets at fair value through profit or
loss, designated as upon initial recognition		$	720,000		$	-
Acquisition of available-for-sale financial assets	(		349,023 )			-
Proceeds from disposal of available-for-sale financial assets			742,441			536,761
Proceeds from capital reduction of available-for-sale financial assets			-			5,184
Proceeds from capital reduction of financial assets at cost			-			875
Acquisition of investments accounted for under the equity method	(		1,510,254 )	(		790,402 )
Proceeds from disposal of investments accounted for under the equity
method			939			27,132
Proceeds from capital reduction of investments accounted for under the
equity method			-			190,000
Decrease (increase) in cash surrender value of life insurance			2,602	(		2,734 )
Acquisition of property, plant and equipment	(		1,114,501 )	(		2,862,460 )
Proceeds from disposal of property, plant and equipment			241,386			29,870
Acquisition of intangible assets	(		340,415 )	(		504,446 )
(Increase) decrease in refundable deposits	(		998 )			3,736
Decrease in prepayments for business facilities			27,514			188,556
Net cash used in investing activities	(		1,580,309 )	(		3,177,928 )
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from long-term debt			3,289,500			-
Repayment of long-term debt	(		888,000 )	(		5,957,000 )
Increase in guarantee deposits received			840			670
Exercise of employee share options			1,097,730			1,187,011
Cash dividends paid	(		12,843,202 )	(		8,417,324 )
Net cash used in financing activities	(		9,343,132 )	(		13,186,643 )
Increase (decrease) in cash			843,725	(		3,391,821 )
Cash at beginning of year			5,045,761			8,437,582
Cash at end of year		$	5,889,486		$	5,045,761

The accompanying notes are an integral part of these financial statements. See report of independent accountants dated March 11, 2014.

REPORT OF INDEPENDENT ACCOUNTANTS TRANSLATED FROM CHINESE

PWCR13002529

To Delta Electronics, Inc.

We have audited the accompanying consolidated balance sheets of Delta Electronics, Inc. and subsidiaries as of December 31, 2013, December 31, 2012 and January 1, 2012, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years ended December 31, 2013 and 2012. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits. We did not audit the financial statements of certain consolidated subsidiaries and investments accounted for under the equity method, which statements reflect total assets (including investments accounted for under the equity method) of $6,051,355 thousand, $5,662,006 thousand and $6,579,004 thousand, constituting 3.07%, 3.10% and 3.36% of the consolidated total assets as of December 31, 2013, December 31, 2012 and January 1, 2012, respectively, and total comprehensive income (including share of profit (loss) of associates and joint ventures accounted for under the equity method and share of other comprehensive income of associates and joint ventures accounted for under the equity method) of $993,227 thousand and $782,953 thousand, constituting 3.99% and 6.11% of the consolidated total comprehensive income for the years ended December 31, 2013 and 2012, respectively. Those statements were audited by other independent accountants whose reports thereon have been furnished to us, and our opinion expressed herein, insofar as it relates to the amounts and the information disclosed in Note 13, is based solely on the reports of the other independent accountants.

In our opinion, based on our audits and the reports of other independent accountants, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Delta Electronics, Inc. and subsidiaries as of December 31, 2013, December 31, 2012 and January 1, 2012, and their financial performance and cash flows for the years ended December 31, 2013 and 2012, in conformity with the “Rules Governing the Preparation of Financial Statements by Securities Issuers” and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the Financial Supervisory Commission (FSC).

We have also audited the parent company only financial statements of Delta Electronics, Inc. as of and for the years ended December 31, 2013 and 2012, on which we have expressed a modified unqualified opinion on such financial statements.

PricewaterhouseCoopers, Taiwan

March 11, 2014

The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and report of independent accountants are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.

DELTA ELECTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2013, DECEMBER 31, 2012 AND JANUARY 1, 2012

(Expressed in thousands of New Taiwan dollars)

Assets	Notes	January1,2012
Current assets Cash and cash equivalents Financial assets at fair value through profit or loss - current Available-for-sale financial assets - current Derivative financial assets for hedging - current Notes receivable, net Accounts receivable, net Accounts receivable - related parties Other receivables Other receivables - related parties Current income tax assets Inventory Prepayments Non-current assets held for sale - net Other current assets Total current assets Non-current assets Financial assets at fair value through profit or loss - non-current Available-for-sale financial assets - non-current Financial assets carried at cost - non-current Investments accounted for under the equity method Property, plant and equipment Investment property - net Intangible assets Deferred income tax assets Other non-current assets Total non-current assets Total assets	6(1) 6(2) 6(3) 6(5) 6(6) 7 7 6(29) 6(7) 6(12) 6(2) 6(3) 6(4) 6(8) 6(9) 6(10) 6(11) 6(29) 6(13)	$ 67,695,906 2,342 627,944 115,111 1,330,220 34,708,687 816,456 1,934,087 148,570 - 19,126,113 2,384,204 - 537,779
		129,427,419
		2,803,667 3,835,595 402,903 5,911,784 34,628,392 - 11,064,855 2,507,096 5,466,313
		66,620,605
		$ 196,048,024

(Continued)

DELTA ELECTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (CONTINUED) DECEMBER 31, 2013, DECEMBER 31, 2012 AND JANUARY 1, 2012

(Expressed in thousands of New Taiwan dollars)

2100 2120 2125 2150 2170 2180 2200 2230 2260 2300 21XX 2540 2570 2600 25XX 2XXX 3110 3200 3310 3320 3350 3400 31XX 36XX 3XXX	Liabilities andEquity	Notes	December31,2013 December31,2012 January1,2012 $ 4,561,722 $ 5,037,267 $ 17,599,492 16,883 26,286 4,257 2,644 14,750 46,873 808 - - 32,628,527 26,864,029 30,271,738 187,088 182,467 118,374 17,533,426 14,587,340 14,590,427 1,390,013 2,156,441 2,010,601 - 6,849,496 - 3,046,701 3,238,723 4,367,943 59,367,812 58,956,799 69,009,705 18,827,664 16,491,517 24,862,247 7,431,813 5,391,475 5,280,177 3,815,895 3,674,667 3,798,067 30,075,372 25,557,659 33,940,491 89,443,184 84,514,458 102,950,196 24,375,433 24,211,780 24,033,974 25,790,922 24,774,551 23,824,784 13,774,636 12,163,682 11,064,579 4,074,505 2,156,092 5,323,562 25,212,328 23,808,695 15,827,730 419,768 ( 4,753,178) ( 1,891,077) 93,647,592 82,361,622 78,183,552 14,238,038 15,966,356 14,914,276 107,885,630 98,327,978 93,097,828 $ 197,328,814 $ 182,842,436 $ 196,048,024
	Current liabilities Short-term borrowings Financial liabilities at fair value through profit or loss - current Derivative financial liabilities for hedging - current Notes payable Accounts payable Accounts payable - related parties Other payables Current income tax liabilities Liabilities directly related to non-current assets held for sale Other current liabilities Total current liabilities Non-current liabilities Long-term borrowings Deferred income tax liabilities Other non-current liabilities Total non-current liabilities Total Liabilities Equity Share capital Share capital - common stock Capital surplus Capital surplus Retained earnings Legal reserve Special reserve Unappropriated retained earnings Other equity interest Other equity interest Equity attributable to owners of the parent Non-controlling interest Total equity Significant contingent liabilities and unrecorded contract commitments Significant events after the balance sheet date Total liabilities and equity	6(14) 6(15) 6(5) 7 6(29) 6(12) 6(16) 6(16) 6(29) 6(17) 6(19) 6(20) 6(21) 9 11

DELTA ELECTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012

(Expressed in thousands of New Taiwan dollars, except earnings per share data )

Items	Notes 2013 2012 6(22) and 7 $ 177,053,122 $ 171,759,924 6(23) and 7 ( 132,033,192)( 129,661,688) 45,019,930 42,098,236 6(27)(28) ( 8,412,757)( 8,283,739) ( 5,824,674)( 5,529,085) ( 11,274,117)( 10,981,460) ( 25,511,548)( 24,794,284) 19,508,382 17,303,952 6(24)(31) 3,036,141 3,652,456 6(2)(25) ( 752,798) 356,580 6(26) ( 175,959)( 250,184) 6(8) 880,788 724,814 2,988,172 4,483,666 22,496,554 21,787,618 6(29) ( 3,581,786)( 3,158,399) 18,914,768 18,629,219 6(12) 119,628 ( 2,744,333) $ 19,034,396 $ 15,884,886
4000 Sales revenue 5000 Operating costs 5950 Net operating margin Operating expenses 6100 Selling expenses 6200 General and administrative expenses 6300 Research and development expenses 6000 Total operating expenses 6900 Operating profit Non-operating income and expenses 7010 Other income 7020 Other gains and losses 7050 Finance costs 7060 Share of profit/(loss) of associates and joint ventures accounted for under the equity method 7000 Total non-operating income and expenses 7900 Profit before income tax 7950 Income tax expense 8000 Profit for the year from continuing operations 8100 Profit (loss) for the year from discontinued operations 8200 Profit for the year

Items

Notes
2013
2012
6(22) and 7
$ 177,053,122
$ 171,759,924
6(23) and 7
(
132,033,192)(
129,661,688)
45,019,930
42,098,236
6(27)(28)
(
8,412,757)(
8,283,739)
(
5,824,674)(
5,529,085)
(
11,274,117)(
10,981,460)
(
25,511,548)(
24,794,284)
19,508,382
17,303,952
6(24)(31)
3,036,141
3,652,456
6(2)(25)
(
752,798)
356,580
6(26)
(
175,959)(
250,184)
6(8)
880,788
724,814
2,988,172
4,483,666
22,496,554
21,787,618
6(29)
(
3,581,786)(
3,158,399)
18,914,768
18,629,219
6(12)
119,628 (
2,744,333)
$ 19,034,396
$ 15,884,886

4000
Sales revenue
5000
Operating costs
5950
Net operating margin
Operating expenses
6100
Selling expenses
6200
General and administrative
expenses
6300
Research and development
expenses
6000
Total operating expenses
6900
Operating profit
Non-operating income and
expenses
7010
Other income
7020
Other gains and losses
7050
Finance costs
7060
Share of profit/(loss) of
associates and joint ventures
accounted for under the
equity method
7000
Total non-operating
income and expenses
7900
Profit before income tax
7950
Income tax expense
8000
Profit for the year from
continuing operations
8100
Profit (loss) for the year from
discontinued operations
8200
Profit for the year

(Continued)

DELTA ELECTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (CONTINUED) FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012

(Expressed in thousands of New Taiwan dollars, except earnings per share data )

Items	Notes 2013 2012 $ 3,524,544 ($ 3,111,743) 2,594,163 ( 258,708) ( 15,109)( 41,712) 3,453 ( 36,200) 6(29) ( 258,127) 376,651 $ 24,883,320 $ 12,813,174 $ 17,776,202 $ 14,783,384 $ 1,258,194 $ 1,101,502 $ 23,004,286 $ 11,900,665 $ 1,879,034 $ 912,509 6(30) $ 7.10 $ 6.90 0.22 ( 0.77) $ 7.32 $ 6.13 $ 7.02 $ 6.80 0.22 ( 0.76) $ 7.24 $ 6.04
Other comprehensive income 8310 Financial statements translation differences of foreign operations 8325 Unrealized gain (loss) on valuation of available-for-sale financial assets 8330 Cash flow hedges 8370 Share of other comprehensive income of associates and joint ventures accounted for under the equity method 8399 Income tax relating to the components of other comprehensive income 8500 Total comprehensive income for the year Profit (loss), attributable to: 8610 Owners of the parent 8620 Non-controlling interest Comprehensive income attributable to: 8710 Owners of the parent 8720 Non-controlling interest Basic earnings per share 9710 Basic earnings per share from continuing operations 9720 Basic earnings (loss) per share from discontinued operations 9750 Total basic earnings per share Diluted earnings per share 9810 Diluted earnings per share from continuing operations 9820 Diluted earnings (loss) per share from discontinued operations 9850 Total diluted earnings per share

Items

Notes
2013
2012
$ 3,524,544 ($ 3,111,743)
2,594,163 (
258,708)
(
15,109)(
41,712)
3,453 (
36,200)
6(29)
(
258,127)
376,651
$ 24,883,320
$ 12,813,174
$ 17,776,202
$ 14,783,384
$ 1,258,194
$ 1,101,502
$ 23,004,286
$ 11,900,665
$ 1,879,034
$ 912,509
6(30)
$ 7.10
$ 6.90
0.22 (
0.77)
$ 7.32
$ 6.13
$ 7.02
$ 6.80
0.22 (
0.76)
$ 7.24
$ 6.04

Other comprehensive income
8310
Financial statements
translation differences of
foreign operations
8325
Unrealized gain (loss) on
valuation of available-for-sale
financial assets
8330
Cash flow hedges
8370
Share of other comprehensive
income of associates and joint
ventures accounted for under
the equity method
8399
Income tax relating to the
components of other
comprehensive income
8500
Total comprehensive income
for the year
Profit (loss), attributable to:
8610
Owners of the parent
8620
Non-controlling interest
Comprehensive income
attributable to:
8710
Owners of the parent
8720
Non-controlling interest
Basic earnings per share
9710
Basic earnings per share from
continuing operations
9720
Basic earnings (loss) per share
from discontinued operations
9750
Total basic earnings per
share
Diluted earnings per share
9810
Diluted earnings per share
from continuing operations
9820
Diluted earnings (loss) per
share from discontinued
operations
9850
Total diluted earnings per
share

DELTA ELECTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012

(Expressed in thousands of dollars)

Equity attributable to owners of the parent

2012 Balance at January 1, 2012 Share-based payments Distribution of 2011 earnings Legal reserve Reversal of special reserve Cash dividends Difference between consideration and carrying amount of subsidiaries acquired or disposed Change in equity of associates and joint ventures accounted for under equity method Equity directly associated with non-current assets classified as held for sale Changes in non-controlling interests Other comprehensive loss for the year Profit for the year Balance at December 31, 2012 2013 Balance at January 1, 2013 Share-based payments Distribution of 2012 earnings Legal reserve Special reserve Cash dividends Difference between consideration and carrying amount of subsidiaries acquired or disposed Change in equity of associates and joint ventures accounted for under equity method Changes in non-controlling interests Other comprehensive income for the year Profit for the year Balance at December 31, 2013		Share capital - common stock	Total capital surplus			Retained Earnings	Retained Earnings		Other equityinterest	Other equityinterest		Total	Non-controlling interest	Total equity
					Legal reserve	Special reserve	Unappropriated retained earnings	Financial statements translation differences of foreign operations	Unrealized gain or loss on available-for- sale financial assets	Hedging instrument gain (loss) on effective hedge of cash flow hedges	Equity directly related to non-current assets held for sale
		$24,033,974 177,806 - - - - - - - - - $24,211,780 $24,211,780 163,653 - - - - - - - - $24,375,433	$23,824,784 1,009,205 - - - ( 21,467 ) ( 17,353 ) ( 20,618 ) - - - $24,774,551 $24,774,551 934,077 - - - 34,344 47,950 - - - $25,790,922		$11,064,579 - 1,099,103 - - - - - - - - $12,163,682 $12,163,682 - 1,610,954 - - - - - - - $13,774,636	$ 5,323,562 - - ( 3,167,470 ) - - - - - - - $2,156,092 $ 2,156,092 - - 1,918,413 - - - - - - $4,074,505	$15,827,730 - ( 1,099,103 ) 3,167,470 ( 8,417,324 ) ( 453,462 ) - - - - 14,783,384 $23,808,695 $23,808,695 - ( 1,610,954 ) ( 1,918,413 ) ( 12,843,202 ) - - - - 17,776,202 $25,212,328	($ 1,687,326 ) - - - - - - 47,593 - ( 2,619,784 ) - ($4,259,517 ) ($ 4,259,517 ) - - - - - - - 2,556,027 - ($1,703,490 )	($ 268,272 ) - - - - - - - - ( 224,643 ) - ($ 492,915 ) ($ 492,915 ) - - - - - - - 2,597,295 - $2,104,380	$ 64,521 - - - - - - - - ( 38,292 ) - $ 26,229 $ 26,229 - - - - - - - ( 7,351 ) - $ 18,878	$ - - - - - - - ( 26,975 ) - - - ($ 26,975 ) ($ 26,975 ) - - - - ( 55,138 ) - - 82,113 - $ -	$78,183,552 1,187,011 - - ( 8,417,324 ) ( 474,929 ) ( 17,353 ) - - ( 2,882,719 ) 14,783,384 $82,361,622 $82,361,622 1,097,730 - - ( 12,843,202 ) ( 20,794 ) 47,950 - 5,228,084 17,776,202 $93,647,592	$14,914,276 - - - - - - - 139,572 ( 188,994 ) 1,101,502 $15,966,356 $15,966,356 - - - - - - ( 3,607,352 ) 620,840 1,258,194 $14,238,038	$93,097,828 1,187,011 - - ( 8,417,324 ) ( 474,929 ) ( 17,353 ) - 139,572 ( 3,071,713 ) 15,884,886 $98,327,978 $98,327,978 1,097,730 - - ( 12,843,202 ) ( 20,794 ) 47,950 ( 3,607,352 ) 5,848,924 19,034,396 $107,885,630

The accompanying notes are an integral part of these consolidated financial statements. See report of independent accountants dated March 11, 2014.

DELTA ELECTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012

(Expressed in thousands of New Taiwan dollars)

						2012
CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax from continuing operations		$	22,496,554		$	21,787,618
Profit (loss) before tax from discontinued operations			132,798	(		2,758,813 )
Profit before tax			22,629,352			19,028,805
Adjustments to reconcile net income to net cash provided by
operating activities
Income and expenses having no effect on cash flows
Depreciation			7,227,049			6,545,246
Amortization			1,114,557			829,506
Provision for bad debts			177,496			111,172
Interest expense			242,701			470,905
Interest income	(		724,410 )	(		946,306 )
Dividend income	(		140,180 )	(		55,814 )
Net (gain) loss on financial assets or liabilities at fair value
through profit or loss	(		56,480 )			13,065
Share of profit of associates accounted for under the equity
method	(		880,788 )	(		724,814 )
Loss on disposal of property, plant and equipment			9,303			1,306
Gain on disposal of non-current assets classified as held for
sale (shown as profit (loss) from discontinued operations)	(		25,989 )			-
Loss (gain) on disposal of investments			400,298	(		775,815 )
Impairment loss on non-financial assets			32,141			-
(Reversal of ) impairment loss on non-financial assets
(shown as profit (loss) from discontinued operations)	(		809,194 )			809,194
Impairment loss on financial assets			42,012			-
Changes in assets/liabilities relating to operating activities
Net changes in assets relating to operating activities
Financial assets held for trading	(		15,515 )			4,557
Notes receivable	(		214,819 )			9,472
Accounts receivable	(		6,554,316 )	(		498,856 )
Accounts receivable - related parties			450,800	(		529,088 )
Other receivables			43,592			1,425,689
Other receivables - related parties			75,440	(		82,369 )
Inventories	(		2,753,789 )			3,344,114
Prepayments	(		1,483,288 )	(		2,001,826 )
Other current assets	(		17,785 )			118,318
Other non-current assets	(		79,596 )			356,120
Net changes in liabilities relating to operating activities
Notes payable			808			-
Accounts payable			6,293,187	(		2,854,448 )
Accounts payable - related parties	(		49,045 )			64,093
Other payables			3,062,366			426,967
Other current liabilities	(		184,513 )			5,957
Other non-current liabilities			24,936			51,093
Cash generated from operations			27,836,331			25,146,243
Interest received			724,410			930,370
Dividend received			308,122			356,179
Interest paid	(		226,124 )	(		467,291 )
Income tax paid	(		3,220,469 )	(		2,969,318 )
Net cash provided by operating activities			25,422,270			22,996,183

(Continued)

DELTA ELECTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED) FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012

(Expressed in thousands of New Taiwan dollars)

					2012
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of financial assets at fair value through profit or loss,
designated upon initial recognition	( $	114,700 )		$	-
Proceeds from disposal of financial assets at fair value through
profit or loss, designated upon initial recognition		970,000			-
Acquisition of available-for-sale financial assets	(	362,670 )	(		462,324 )
Proceeds from disposal of available-for-sale financial assets		801,448			698,581
Proceeds from capital reduction of available-for-sale financial
assets		-			5,184
Proceeds from capital reduction of financial assets carried at cost		-			875
Proceeds from investments accounted for under the equity method		939			859
(Increase) decrease in other financial assets	(	12,841 )			100,869
Acquisition of property, plant and equipment
(including investment property)	(	8,831,515 )	(		14,040,329 )
Proceeds from disposal of property, plant and equipment
(including investment property)		443,944			522,982
Acquisition of intangible assets	(	398,634 )	(		817,891 )
(Increase) decrease in other non-current assets	(	320,291 )			2,404,866
Net cash flow from acquisition of subsidiaries and acquisition of
assets of other companies	(	605,843 )			101,788
Disposal of subsidiaries	(	644,799 )	(		1,946,553 )
Net cash used in investing activities	(	9,074,962 )	(		13,431,093 )
CASH FLOWS FROM FINANCING ACTIVITIES
Decrease in short-term borrowings	(	576,247 )	(		10,708,580 )
Proceeds from long-term debt		3,350,440			-
Repayment of long-term debt	(	1,422,128 )	(		5,821,699 )
Exercise of employee share options		1,097,730			1,187,011
Change in non-controlling interests	(	803,844 )	(		156,385 )
Cash dividends paid	(	12,843,202 )	(		8,417,324 )
Net cash used in financing activities	(	11,197,251 )	(		23,916,977 )
Effects due to changes in exchange rate		2,777,955	(		2,247,891 )
Increase (decrease) in cash and cash equivalents		7,927,742	(		16,599,778 )
Cash and cash equivalents at beginning of year		51,096,128			67,695,906
Cash and cash equivalents at end of year	$	59,023,870		$	51,096,128

The accompanying notes are an integral part of these consolidated financial statements. See report of independent accountants dated March 11, 2014.

Attachment 3

Audit Committee's Review Report

To: The 2014 Annual General Shareholders' Meeting of Delta Electronics, Inc.

We, the Audit Committee of the Company have reviewed the business report, financial statements, consolidated financial statements and proposal for earnings distribution of the Company for the year 2013 in accordance with applicable laws and regulations and found the same have been complied with. We hereby report to the shareholders as described above in accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act.

The Audit Committee of Delta Electronics, Inc.

Independent Director: Yung-Chin Chen

==> picture [182 x 62] intentionally omitted <==

Independent Director: Tsong-Pyng Perng

==> picture [237 x 83] intentionally omitted <==

Independent Director: George Chao

==> picture [181 x 42] intentionally omitted <==

Date: March 11, 2014

AI assistant

DELTA — AGM Information 2014

52000_rns_2014-06-25_e53b6d96-8a9e-4ad0-813f-305e59c93b52.pdf

Delta Electronics, Inc. (“Company”) Minutes of 2014 Annual General Shareholders' Meeting (Translation)

I. REPORT ITEMS

II. ACKNOWLEDGEMENT ITEMS

Item 1 Acknowledge the 2013 Financial Results (Proposed by the Board of Directors)

Item 2 Acknowledge the 2013 Earnings Distribution (Proposed by the Board of Directors)

Delta Electronics, Inc. 2013 Earnings Distribution Table

III. DISCUSSION ITEMS

Item 1 Discussion of Amendments to Articles of Incorporation (Proposed by the Board of Directors)

Item 2 Discussion of the Amendments to Operating Procedures of Acquisition or Disposal of Assets (Proposed by the Board of Directors)

Comparison Table of Revised Articles of the Operating Procedures of Acquisition or Disposal of Assets

estate or equipment.

estate or other fixed assets.

Article 10

Article 10

shall be made in accordance with Article 13-1

Item 3 Discussion of Releasing the Directors from Non-Competition Restrictions (Proposed by the Board of Directors)

IV. EXTEMPORARY MOTIONS

Meeting Adjourned: 11:15 AM, June 10, 2014

Business Report

REPORT OF INDEPENDENT ACCOUNTANTS TRANSLATED FROM CHINESE

PricewaterhouseCoopers, Taiwan

March 11, 2014

DELTA ELECTRONICS, INC.

PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2013, DECEMBER 31, 2012 AND JANUARY 1, 2012

DELTA ELECTRONICS, INC. PARENT COMPANY ONLY BALANCE SHEETS (CONTINUED) DECEMBER 31, 2013, DECEMBER 31, 2012 AND JANUARY 1, 2012

DELTA ELECTRONICS, INC. PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012

DELTA ELECTRONICS, INC. PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012

DELTA ELECTRONICS, INC.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012

DELTA ELECTRONICS, INC. PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS (CONTINUED) FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012

REPORT OF INDEPENDENT ACCOUNTANTS TRANSLATED FROM CHINESE

PWCR13002529

To Delta Electronics, Inc.

PricewaterhouseCoopers, Taiwan

March 11, 2014

DELTA ELECTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2013, DECEMBER 31, 2012 AND JANUARY 1, 2012

DELTA ELECTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (CONTINUED) DECEMBER 31, 2013, DECEMBER 31, 2012 AND JANUARY 1, 2012

DELTA ELECTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012

DELTA ELECTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (CONTINUED) FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012

DELTA ELECTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012

Equity attributable to owners of the parent

DELTA ELECTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012

DELTA ELECTRONICS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED) FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012

Attachment 3

Audit Committee's Review Report

More from DELTA

DELTA AGM Information 2014