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DingZing — Annual Report 2025
May 13, 2026
52589_rns_2026-05-13_36a1761b-8571-43af-b4bd-fc2e43c54382.pdf
Annual Report
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Stock code: 6585
DingZing
DingZing Advanced Materials Inc.
2025 Annual Report
Disclosure of Dingzing's Annual Report and Related Information :
Market Observation Post System (MOPS) http://mops.twse.com.tw
Designated Information Reporting Website : Same as above
Dingzing's Official Annual Report Website : https://www.dingzing.com
Printed on April 30, 2026
-
The name, title, telephone number, and e-mail address of the spokesman or acting spokesman:
Spokesman: Keng-Hsien Lin
Title: President
Telephone number: 07-807-0166
E-mail address:[email protected]
Acting spokesman: Bin-Zhen Huang
Title: Chairman's special assistant
Telephone number: 07-807-0166
E-mail address: [email protected] -
The address and telephone number of Dingzing's headquarters, branch offices, and factories
- Headquarters
Address: No. 8-1, Beilin Rd., Xiaogang District, Kaohsiung City
Telephone number: 07-807-0166 - Pingtung Branch
Address: No. 10, Yuantung St., Pingtung City, Pingtung County
Telephone number: 08-755-0369 -
Factory
Kaohsiung Factory:
Address: No. 8-1, Beilin Rd., Xiaogang District, Kaohsiung City
Telephone number: 07-807-0166
Pingtung Factory:
Address: No. 10, Yuantung St., Pingtung City, Pingtung County
Telephone number: 08-755-0369 -
The name, address, website, and telephone number of the agency handling shares transfer
Name: Stock Affairs Agency of First Securities Inc. Website: http://www.firstsec.com.tw
Address: 6F, No. 27, Sec. 1, Anhe Rd., Daan District, Taipei City 106
Telephone number: 02-2563-5711 -
The names of the certified public accountants who duly audited the annual financial report for the most recent fiscal year, and the name, address, website and telephone number of the accounting firm to which they belong
Names of the CPAs: CPA Jun-Kai Wang, CPA A-Shen Liao
Name of Accounting Firm: Pricewaterhousecoopers Taiwan
Address: 22F, No. 95, Minzu 2nd Rd., Kaohsiung City 800
Website: http://www.pwc.tw/
Telephone number: 07-237-3116 -
The name of any exchanges where Dingzing's securities are traded offshore, and the method by which to access information on said offshore securities: None
-
The address of Dingzing's website: http://www.dingzing.com.tw/
Contents - Page
I. Report to Shareholders ... 1
II. Corporate Governance Report ... 5
1. Profiles of Directors, Supervisors, President, Vice President, Deputy Executive Vice President, Division Heads, and Branch Heads ... 5
2. Remuneration paid during the most recent year to directors, supervisors, president and vice presidents ... 12
3. Corporate governance practices ... 17
4. Certified public accountant (CPA) fee information ... 122
5. Information of CPA Change ... 122
6. If the company's chairman, president or manager responsible for financial or accounting affairs has worked in the accounting firm or its affiliates of the certifying CPAs within the past year ... 122
7. In the most recent year to the date this report was printed, directors, supervisors, managerial officers and the shareholders holding more than 10% of the shares in the transfer of shares and pledge of shares under lien, and any change thereof. ... 123
8. Information on shareholders among the top 10 by proportion of shareholding who are related parties to one another or spouse, kindred within the 2nd degree of kinship ... 124
9. Quantity of shareholdings of the same investee by the Company and Directors, Supervisors, Managerial Officer, and direct or indirect subsidiaries in proportion to the combined holdings of all, and combined to calculate the proportion of overall shareholding ... 125
III. Capital Overview ... 126
1. Capital and Shares ... 126
2. Corporate bond processing status ... 132
3. Status of preferred share: ... 133
4. Status of overseas depository receipt ... 133
5. Status of employee stock options ... 134
6. Status of new restricted employee shares ... 134
7. Status regarding issuance of new shares in connection with mergers or acquisitions of other companies’ shares ... 134
8. Implementation status of fund utilization plan ... 134
IV. Operation Overview ... 135
1. Content of business ... 135
2. Market and production & sales overview ... 150
3. Number of employees, average length of service, average age, and education of employees for the last two years and as of the date of the publication of the annual report ... 158
4. Information on environmental protection expenditure ... 158
- Employee-employer relations ... 161
- Information security management ... 161
- Material Contracts ... 165
V. A review and analysis of financial position and financial performance, and a listing of risks ... 166
1. Financial position ... 166
2. Financial performance ... 167
3. Cash flow analysis ... 168
4. The impacts of major capital expenditures on financial operations in recent years ... 169
5. Reinvestment policy in the most recent year, main reasons for its profit or loss, improvement plan and investment plan for the next year ... 170
6. The following risk items of the most recent year as of the publication date of annual report shall be analyzed and evaluated ... 172
7. Other important matters ... 177
VI. Special items to be included ... 178
1. Information related to Dingzing's affiliates ... 178
2. Private placement of securities in the most recent year and up to the date of publication of the annual report ... 182
3. Other necessary supplementary notes ... 182
4. If any of the situations listed in Article 36, paragraph 3, subparagraph 2 of the Securities and Exchange Act, which might materially affect shareholders' equity or the price of Dingzing's securities, has occurred during the most recent year or during the current year up to the date of publication of the annual report, such situations shall be listed one by one ... 182
Appendix 1: Internal Control System Statement
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I. Report to Shareholders
Dear Shareholders,
Following the inauguration of the Trump administration in the United States in 2025, a series of policy measures, such as tariffs and exchange rate-related actions, introduced unprecedented volatility to the global economy and supply chains. Against the backdrop of heightened international trade risks, customers have adopted a more conservative approach, with more cautious order placement. As a result, corporate operations and the overall industry environment have faced increased pressure and challenges. As a specialized global manufacturer of thermoplastic polyurethane (TPU) engaged in R&D and production, DingZing has leveraged our strong technological foundation to navigate this complex and evolving external environment. The Company remains committed to developing high value-added products and fully utilizing our vertically integrated, end-to-end production management system—from upstream raw material formulation, design, and material manufacturing to downstream mass production. At the same time, we believe that enhancing product quality, stability, and delivery flexibility is key to maintaining steady growth in the face of ongoing challenges.
Looking ahead to 2026, major research institutions generally forecast that, as demand momentum improves, the global economy will continue to steadily expand. The Company will continue to respond prudently to changes in the international environment while capitalizing on opportunities arising from industry recovery on the basis of stable operations.
1. 2025 operating results
Looking back on the Company's operating performance in 2025, overall results were affected by changes in global economic conditions and adjustments in customer order patterns. Although products with high technical content or higher entry barriers maintained stable performance, weaker global market demand resulted in less favorable profitability year-over-year. A summary of our operating results is provided below.
(1) 2025 business plan execution results
Unit: NT$1,000
| Item | 2025 | 2024 | Increase/decrease in amount | % change |
|---|---|---|---|---|
| Consolidated operations revenue | 2,849,596 | 3,283,286 | (433,690) | (13%) |
| Consolidated gross profit | 940,861 | 1,306,427 | (365,566) | (28%) |
| Net profit (loss) before tax | 519,760 | 933,408 | (413,648) | (44%) |
| Net profit (loss) after tax | 406,234 | 738,253 | (332,019) | (45%) |
| Earnings per share (NT$) | 5.64 | 10.44 | (4.8) | (46%) |
(2) Budget execution
Not applicable, as the Company has not made its financial projections public.
(3) Financial income, expenses, and profitability analysis
| Item | 2025 | 2024 | |
|---|---|---|---|
| Financial structure (%) | Debt ratio (%) | 20.79 | 25.95 |
| Long term funds to fixed assets (property, plant, and equipment) ratio (%) | 134.81 | 154.78 | |
| Solvency (%) | Current ratio (%) | 207.59 | 330.41 |
| Quick ratio (%) | 125.70 | 230.20 | |
| Earning power (%) | Return on assets (%) | 8.10 | 14.21 |
| Return on equity (%) | 10.31 | 20.39 | |
| Net profit margin (%) | 14.26 | 22.49 | |
| Earnings per share (NT$) | 5.64 | 10.44 |
(4) Research development
The global TPU market is expected to maintain steady growth over the next decade. In particular, demand in the United States and the Asia-Pacific region will continue to rise, with especially notable growth, reflecting the industry's strong growth momentum as well as its long-term development opportunities and potential. The Company has established a dedicated R&D department focused on the adjustment and design of raw material formulations and actively developing functional TPU materials featuring high strength, high elasticity, high toughness, and abrasion resistance. We are also collaborating with customers to co-develop innovative applications and manufacture products aligned with global market trends. Product development in 2025 and 2026 has progressed according to the planned schedules. Application fields include semiconductors, electronics, biotechnology and medical applications, industrial applications, and construction materials. These products will be gradually introduced to the market and then mass-produced. In the medium- to long-term, the Company will continue to develop high value-added products and increase shipment volumes, enhance process technologies and product quality, and strengthen our overall technological capabilities and product differentiation advantages. These efforts will reinforce our leading position in the TPU materials sector, providing long-term momentum for the Company's operational growth.
- Business plan overview for 2026
(1) Operation direction:
As the world's industries evolve rapidly, the competition between companies has grown from the relatively simple race of speed, quality, technology, flexibility, and production costs, to instead operating global platforms and resource integration between group enterprises. This Company not only continues to deepen its roots in the TPU industry, but also invests in expanding globally, making timely adjustments in marketing strategy in accordance with global trend development. The Company does this all to realize the three core values of Science, Innovation, and Collaboration in the Company's corporate culture, remaining connected locally while broadening our global horizons, with the intention of creating greater value for shareholders.
(2) Projected sales and the basis of estimations:
Unit: t
| Product category | Projected sales for 2026 |
|---|---|
| TPU film | 7,063 |
| TPU hoses and belts | 316 |
| TPU seals | 112 |
The sales numbers above are an estimate based on 2025 sales and overall 2026 economic conditions.
(3) Key production and marketing strategies:
a. Continuously refine process optimization and management models to enhance production efficiency and strengthen overall operational resilience.
b. Actively optimize the product portfolio and develop high value-added products to improve the profit structure and deepen core competitive advantages.
c. Strengthen collaboration with international brands, expand applications of new products and specifications, and develop new regional markets worldwide.
d. Closely monitor the latest industry trends and market dynamics; flexibly adjust marketing strategies to respond to market changes and enhance global visibility.
- The Company’s future development strategy
(1) We will continue to expand our presence in high value-added and diversified applications, covering multifunctional, environmentally friendly composite materials for semiconductors and electronic materials, nanofibers, and construction applications. We will also expand into major international markets, including the United States, Europe, and Asia, in order to enhance global competitiveness and drive operational growth momentum.
(2) In line with the Company’s core values of Science, Innovation, and Collaboration, we will attract and cultivate outstanding talent, strengthen our R&D capabilities and innovation momentum, and implement medium- to long-term organizational development strategies.
(3) We will focus on the development of green and environmentally friendly applications to proactively respond to ESG trends and customer needs. At the same time, we will integrate sustainability principles into our business operations, fulfill our corporate social responsibility, and strengthen corporate governance with the aim of achieving sustainable business operations.
- The impact from external competitive environment, legal regulations and overall operations
(1) External competitive environment:
The global TPU market is characterized by a moderately concentrated competitive landscape. Most large enterprises have gradually enhanced their cost competitiveness through vertical integration of key upstream raw materials, which has intensified global industry competition. However, as demand for high-end applications, such as medical devices, automotive products, and high-performance films, continues to grow, it has driven technological upgrades and created market opportunities; thus, there is increased demand for specialized material manufacturers with capabilities in technological integration and customized R&D.
According to Market Research Future, the global TPU film market reached US$3.2 billion in 2024, increased to US$3.4 billion in 2025, and will expand to US$6.7 billion by 2035, leading to a compound annual growth rate (CAGR) of nearly 7% from 2025 to 2035. Verified Market Reports revealed a similar trend, indicating that the TPU film market in the Asia-Pacific region was worth approximately US$1.5 billion in 2024 and is expected to grow to US$2.8 billion by 2033, with a CAGR of approximately 7.5%. These projections indicate steady growth in industry demand and reflect strong long-term development potential and growth momentum.
Meanwhile, driven by global decarbonization and circular economy trends, many countries’ environmental regulations and product compliance requirements are becoming increasingly stringent. The TPU industry is gradually transitioning from traditional general-purpose products to high value-added materials characterized by advanced technical specifications, compliance with international regulatory standards, and low carbon emissions. In addition to responding to fluctuations in raw
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material prices, companies must continuously invest in low-carbon manufacturing processes and recycling technologies to meet international market demand and maintain long-term competitive advantages.
(2) Regulatory environment:
The Company has always operated our business with ethics and honesty, complying with all laws and regulations, properly fulfilling our corporate social responsibility, and pursuing sustainable development. Therefore, this has no significant impact on the Company.
(3) Overall business environment:
In 2025, the global economy was affected by rising tariff levels, slowed global trade momentum, and increased geopolitical uncertainties. The International Monetary Fund (IMF) and the Organisation for Economic Co-operation and Development (OECD) estimated global economic growth (GDP) at approximately 3.2%. In 2026, the global economy is expected to enter a phase characterized by both structural adjustments and moderated growth, with a projected growth rate of approximately 3%.
In Taiwan, foreign research institutions remain optimistic about the economic outlook this year, expecting a “balanced growth” scenario driven by both domestic and foreign demand. The Taiwan Institute of Economic Research (TIER) projects Taiwan’s GDP growth at 4.05% for the year, while the Directorate-General of Budget, Accounting and Statistics (DGBAS) has revised its forecast upward to 7.71%. Against the backdrop of overall economic growth, industries such as artificial intelligence (AI), semiconductors, high-performance computing, and cloud computing all demonstrate clear growth momentum. In contrast, traditional manufacturing industries are facing multiple challenges, including reduced demand, uncertainties in tariff and trade policies, and rising cost structures. Nevertheless, by leveraging our own technological R&D capabilities and product differentiation advantages, DingZing has expanded our R&D initiatives into the electronics and semiconductor sectors. We are determined to increase the proportion of high value-added products in our portfolio and create stable, long-term value for shareholders.
Chairman: Hsun-Tai Lin [seal affixed]
Manager: Keng-Hsien Lin [seal affixed]
Accounting Manager: Meng-Yang Chiu [seal affixed]
II. Corporate Governance Report
- Profiles of Directors, Supervisors, President, Vice President, Deputy Executive Vice President, Division Heads, and Branch Heads
(1) Profiles of Directors and Independent Directors:
- Profiles of Directors and Independent Directors:
March 31, 2026
| Title | Nationality or place of registration | Name | Gender Age | Election (Appointment) Date | Term of Office | Initial Election Date | Shares at Election | Current shareholding | Current shareholding held by spouse & minor children | Shareholding held through nominees | Principal work experience and academic qualifications | Position(s) held concurrently in the company and/or in any other company | Other officer, directors or supervisors with a spousal or other 2nd degree of kinship | Note | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Number of shares | Shareholding ratio | Number of shares | Shareholding ratio | Number of shares | Shareholding ratio | Number of shares | Shareholding ratio | Title | Name | Relation | ||||||||||
| Chairman | R.O.C. | Hsun-Tai Lin | Male 71-80 | May 27, 2025 | 3 years | March 6, 1981 | 5,734,600 | 9.32% | 5,734,600 | 7.95% | 194,800 | 0.27% | - | - | Dept. of Fishery, Keelung Maritime Senior High School Chairman of Dingzing Advanced Materials Incorporated | Note 2 | Director and President | Keng-Hsien Lin | Father and son | Note 1 |
| Director | R.O.C. | Ding Er Investment Co., Ltd. | - | May 27, 2025 | 3 years | February 18, 2016 | 20,097,300 | 32.65% | 26,705,300 | 37.02% | - | - | - | - | - | - | - | - | - | - |
| R.O.C. | Representative of Juristic Person: Keng-Hsien Lin | Male 41-50 | May 27, 2025 | 3 years | February 18, 2016 | - | - | 800,900 | 1.11% | 103,000 | 0.14% | - | - | Department of East Asian Languages and Cultural Studies, University of California, USA President of Dingzing Advanced Materials Incorporated | Note 3 | Chairman Director | Hsun-Tai Lin Po-Jen Liang | Father and son Father-in-law | - | |
| Director | R.O.C. | Po-Jen Liang | Male 71-80 | May 27, 2025 | 3 years | August 15, 2016 | 180,000 | 0.29% | 181,000 | 0.25% | 50,000 | 0.07% | - | - | Chang Jung High School Director of Dingzing Advanced Materials Incorporated Director of Largan Precision Co., Ltd. | - | Director and President | Keng-Hsien Lin | Son-in-law | - |
| Independent Director | R.O.C. | Po-Jen Hu | Male 61-70 | May 27, 2025 | 3 years | May 27, 2022 | - | - | - | - | - | - | - | - | Master of Department of Industrial and Management, National Cheng Kung University KPMG Taiwan-Manager of Audit Division | 1. CPA of Hwahan Certified Public Accountants 2. Director of Fluxtek International Corp. (Juristic Person Represented: Feng Shan Hong Investment Co., Ltd.) 3. Supervisor of E-Rotek Water Systems Co., Ltd. 4. Supervisor of Quan Mei Technology Co., Ltd. 5. Supervisor of Wel Han Environmental Industrial Co., Ltd. 6. Supervisor of Liyu Technology Co., Ltd. (Juristic Person Represented: Kuang Hsin Co., Ltd.) | - | - | - | - |
| Independent Director | R.O.C. | Fu-Chiang Yang | Male 61-70 | May 27, 2025 | 3 years | May 27, 2025 | - | - | - | - | - | - | - | - | Master of Laws, National Chengchi University Judge and Presiding Judge, Taiwan Kaohsiung District Court | Managing Partner, Yang & Goodwill Attorneys at Law | - | - | - | - |
| Independent Director | R.O.C. | Li-Ling Chen | Female 61-70 | May 27, 2025 | 3 years | May 27, 2025 | - | - | - | - | - | - | - | - | Master's Degree, Graduate Institute of Finance and Information, National Kaohsiung University of Science and Technology Manager, Taiwan Cooperative Bank | - | - | - | - | |
| Independent Director | R.O.C. | Yao-Chi Wu | Male 61-70 | May 27, 2025 | 3 years | May 27, 2025 | Department of Business Administration, Soochow University Assistant Vice President, Taichung Commercial Bank/ | - | - | - | - |
Note 1: If the Chairman and the President or equivalent positions (top management) are first-degree relatives, the reasons, rationality, necessity, and information on countermeasures shall be explained: Because the Chairman and the President of the Company are relatives within the first-degree of kinship, the Company has elected one additional independent director. As a result, the Company now has four independent directors. The President is familiar with business management and formulating operational goals, which is beneficial to the future operation and development of the Company.
Note 2: Chairman of the Company, Chairman of Shanghai Dintex Trading Co., Ltd., Chairman of Dongguan Dingli Polyurethane Trading Co., Ltd., Chairman of Dingzing Advanced Materials USA, Inc., Chairman of Dingzing Advanced Materials USA LLC, Chairman of Dingzing Advanced Materials Vietnam Company Limited, Chairman of Ding Yu Investment Co., Ltd., Chairman of Ding Er Investment Co., Ltd., Chairman of Zhongyi Investment Co., Ltd.
Note 3: President of the Company, Supervisor of Shanghai Dintex Trading Co., Ltd., Supervisor of Dongguan Dingli Polyurethane Trading Co., Ltd., President of Dingzing Advanced Materials USA, INC., President of Dingzing Advanced Materials USA LLC, Director of DINGZING ADVANCED MATERIALS EUROPE GmbH, Director of Ding Yu Investment Co., Ltd., Director of Ding Er Investment Co., Ltd., Director of Zhongyi Investment Co., Ltd.
Note 4: The Company’s current Board of Directors consists of eight directors (including four independent directors). One director, Akihiko Satomi, resigned due to heavy work commitments.
2. Major Shareholders of Juristic Person Shareholders
April 30, 2026
| Name of Juristic Person Shareholder | Major Shareholders of Juristic Person Shareholder | Shareholding ratio % |
|---|---|---|
| Ding Er Investment Co., Ltd. | Hsun-Tai Lin | 51.40% |
| Shu-Hui Li | 10.37% | |
| Keng-Hsien Lin | 25.00% | |
| Fang-Yu Lin | 13.23% |
- Where the major shareholder is a juristic person, the major shareholder thereof: There is no such situation.
- Disclosure of specialized qualifications of directors and independence of independent directors
| Criteria
Name | Specialized qualification and experience | Independence status | Number of other public companies in which independent directors serve concurrently |
| --- | --- | --- | --- |
| Hsun-Tai Lin | Professional expertise: Operations Management, Technological Innovation, Risk Management, Industry Knowledge, and Leadership and Decision-Making
Education: Dept. of Fishery, Keelung Maritime Senior High School
Main positions: Chairman of the Company, Chairman of Shanghai Dintex Trading Co., Ltd., Chairman of Dongguan Dingli Polyurethane Trading Co., Ltd., Chairman of Dingzing Advanced Materials USA, Inc., Chairman of Dingzing Advanced Materials USA LLC, Chairman of Dingzing Advanced Materials Vietnam Company Limited, Chairman of Ding Yu Investment Co., Ltd., Chairman of Ding Er Investment Co., Ltd., Chairman of Zhongyi Investment Co., Ltd.
Previous experience: The company was founded in 1981 by Chairman Hsun-Tai Lin. He has plenty of management and industry experience. | There is no violation of the independence requirements under the Securities and Exchange Act among the directors of the Company. | 0 |
| Ding Er Investment Co., Ltd.
Representative: Keng-Hsien Lin | Professional expertise: Operations Management, Technological Innovation, Industry Knowledge, International Marketing, and Leadership and Decision-Making
Education: Department of East Asian Languages and Cultural Studies, University of California, USA
Main positions: President of the Company, Supervisor of Shanghai Dintex Trading Co., Ltd., Supervisor of Dongguan Dingli Polyurethane Trading Co., Ltd., President of Dingzing Advanced Materials USA, Inc., President of Dingzing Advanced Materials USA LLC, Director of Dingzing Advanced Materials Europe GmbH, Director of Ding Yu Investment Co., Ltd., Director of Ding Er Investment Co., Ltd., Director of Zhongyi Investment Co., Ltd.
Previous experience: The company's director, business director and vice president, having extensive experience in international marketing and industry management. | | 0 |
| Po-Jen Liang | Professional expertise: Operations Management, Financial and Accounting, Risk Management, and Leadership and Decision-Making
Education: Chang Jung High School
Main positions: The company's director
Previous experience: The company's director; director of Largan Precision Co., Ltd.; having extensive experience in management as a director of listed companies. | | 0 |
| Po-Jen Hu | Professional expertise: Operations Management, Financial and Accounting, Risk Management, and Leadership and Decision-Making
Education: Master of Department of Industrial and Management, National Cheng Kung University
Main positions: The company's independent director; CPA of Hwahan Certified Public Accountants; Director and Representative of Juristic Person of Fluxtek International Corp.; Supervisor of E-Rotek Water Systems Co., Ltd.; Supervisor of Quan Mei Technology Co., Ltd.; Supervisor of Wel Han Environmental Industrial Co., Ltd.; Supervisor and Representative of Juristic Person of Liyu Technology Co., Ltd.
Previous experience: The company's independent director; Manager of the Audit Department at KPMG Taiwan; part-time lecturer at a university. He is a qualified certified public accountant and has many years of working experience in business, legal, financial, accounting, or related departments of companies. | All four independent directors have met the following criteria during the two years prior to their appointment and throughout their tenure: 1. Not elected pursuant to Article 27 of the Company Act as a representative of the government, a juristic person, or their designated representative. 2. Neither the individual, nor their spouse, nor any relatives within the second degree of kinship serves as a director, supervisor, or | 0 |
| Criteria Name | Specialized qualification and experience | Independence status | Number of other public companies in which independent directors serve concurrently |
|---|---|---|---|
| Fu-Chiang Yang | Professional expertise: Business management, technological innovation, legal affairs, risk management, leadership, and decision-making. Education: Master of Laws, National Chengchi University. Main positions: Independent Director of the Company; Managing Partner, Yang & Goodwill Attorneys at Law. Previous experience: Judge and Presiding Judge, Taiwan Kaohsiung District Court; Managing Partner, Yang & Goodwill Attorneys at Law. Qualified lawyer with many years of experience in legal practice, extensive and diverse industry networks, and practical experience in corporate management. | employee of the Company or its affiliates. 3. The individual does not serve as a director, supervisor, or employee of any company having a specific relationship with the Company. 4. Does not serve as a director, supervisor, managerial personnel, or a shareholder holding more than 5% of shares in any company or institution that has financial or business dealings with the Company. 5. Has not, within the past two years, provided commercial, legal, financial, or accounting services to the Company or its affiliates. | 0 |
| Li-Ling Chen | Professional expertise: Business management, financial accounting, risk management, leadership, and decision-making. Education: Master's Degree, Graduate Institute of Finance and Information, National Kaohsiung University of Science and Technology. Main positions: Independent Director of the Company. Previous experience: Manager, Taiwan Cooperative Bank. Extensive and diverse industry networks, with experience in business, finance, accounting, and corporate operations, as well as practical experience in corporate management. | 0 | |
| Yao-Chi Wu | Professional expertise: Business management, financial accounting, risk management, leadership, and decision-making. Education: Bachelor's Degree, Department of Business Administration, Soochow University. Main positions: Independent Director of the Company. Previous experience: Assistant Vice President, Taichung Commercial Bank. Extensive and diverse industry networks, with experience in business, finance, accounting, and corporate operations, as well as practical experience in corporate management. | 0 |
Note 1: All Board members of the Company meet the professional qualification requirements, have more than 5 years of work experience, and have not fallen under any of the circumstances listed in the provisions of Article 30 of the Company Act.
Note 2: Upon inspection, both directors and independent directors comply with the principle of independence.
5. Diversification and Independence of the Board of Directors
(1) Setting of the Board Diversification Goal:
A. Article 20 of the Company's "Corporate Governance Best Practice Principles" stipulates that diversity should be considered when composing the Board of Directors. Except for the requirement that directors who also serve as company managers must not exceed one-third of the Board seats, appropriate diversification policies should be formulated based on its operations, operational patterns, and development needs. Board members should have different genders, ages, and professional knowledge, and they should possess skills such as operational judgment, accounting and financial analysis, business management, crisis management, industrial knowledge, international market view, leadership and decision-making, as well as the necessary knowledge, abilities, and qualities to perform their duties, effectively supervise and urge the Company to abide by the law, disclose important information in real time, and ethically manage the business. Directors should maintain good communication channels and positive interactions with the management team, guide the Company in executing its business, pass resolutions on
major decisions in order to ensure the Company’s development, protect shareholders’ rights and interests, and achieve the goals of corporate governance.
B. To align with the diversification policy, the goal is to have at least one female Board member
C. The goal is to have over 50% of members in the fields of finance/accounting and risk management.
(2) Board Member Diversification Policy and Implementation Status:
-
The nomination and selection of Board members of the Company are in accordance with the Company’s articles of incorporation and the “Director Election Measures”, and a candidate nomination system has been adopted. In addition to evaluating the academic qualification and work experience of each candidate, the Company also refers to the opinions of stakeholders to ensure the diversity and independence of Board members.
-
Considering the current Board of Directors of the Company, which consists of seven members (including four independent directors), overall, they possess the capabilities of business operating judgment, accounting and financial analysis, operating management, crisis management, industry knowledge, international market perspective, leadership, and decision making, as well as industry experience and specialized capabilities. Among them, Chairman Hsun-Tai Lin, director Keng-Hsien Lin; Directors with prior experience as directors of listed companies are Director Po-Jen Liang and Independent Director Po-Jen Hu; Independent Director Po-Jen Hu holds a CPA license and has practical experience in practice; Independent Director Fu-Chiang Yang holds a lawyer’s license and has practical experience in legal practice; Independent Director Li-Ling Chen previously served as a bank manager and possesses financial expertise; Independent Director Yao-Chi Wu previously served as an assistant vice president at a bank and possesses financial expertise.
Among the seven members of the Board of Directors, the proportion of members majoring in finance/accounting and risk management is 57% and 86%, respectively, achieving the goal.
- Among the seven Board members, 29% have employee status, 57% are independent directors, and 14% are female directors. Regarding the age of directors, none person is over 80 years old, two people are between 71 and 80 years old, four people are between 61 and 70 years old, and one people is under 60 years old. Regarding the seniority of independent directors, three person has less than 3 years, and one people have between 3 and 9 years.
Reasons why the Board does not meet the requirement that directors of either gender account for at least one-third of the seats, and measures adopted to enhance gender diversity on the Board:
(A) Explanation: One additional female director has been appointed to the current Board, achieving the target of having at least one female director. The Company will continue to identify suitable candidates in light of industry characteristics.
(B) Measures: The Company will expand the pool of candidates and seek qualified candidates through multiple channels. In the next Board re-election, additional female director seats will be added to promote gender diversity and inclusion and to implement the Board diversity policy.
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The diversity policy and implementation status of the current members of the Board of the Company are as follows:
| Diversified item Director name | Basic Composition | Diversified core items | |
|---|---|---|---|
| Nationality | Gender | Having employee status | Age |
| Less than 55 | 56 to 60 | 61 to 70 | 71 to 80 |
| Hsun-Tai Lin | R.O.C. | Male | ✓ |
| Keng-Hsien Lin | R.O.C. | Male | ✓ |
| Po-Jen Liang | R.O.C. | Male | |
| Independent Director Po-Jen Hu | R.O.C. | Male | |
| Independent Director Fu-Chiang Yang | R.O.C. | Male | |
| Independent Director Li-Ling Chen | R.O.C. | Female | |
| Independent Director Yao-Chi Wu | R.O.C. | Male |
(3) Independence of the Board of Directors:
The Company has 4 independent directors, accounting for $57\%$ of the total number of directors. The current 4 independent directors have expertise in finance, accounting and academic fields, and are able to effectively fulfill their supervisory functions. Chairman Hsun-Tai Lin and director Keng-Hsien Lin of the Company are father and son, while director Keng-Hsien Lin and director Po-Jen Liang are father-in-law and son-in-law. There are 3 directors who are spouses or second-degree relatives of each other, which is less than half of the total number of directors, and there are no circumstances that violate the provisions of Article 26-3(3) and (4) of the Securities and Exchange Act.
(2) Profiles of President, Vice President, Deputy Executive Vice President, Division Heads, and Branch Heads:
March 31, 2026
| Title | Nationality | Name | Gender | Election (Appointment) Date | Shareholding | Shareholding held by spouse & minor children | Shareholding held through nominees | Principal work experience and academic qualifications | Position(s) held concurrently in any other company | Manager with a spousal or other 2nd degree of kinship | Note | |||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Number of Shares | Shareholding ratio | Number of Shares | Shareholding ratio | Number of Shares | Shareholding ratio | Title | Name | Relation | ||||||||
| President | R.O.C. | Keng-Hsien Lin | Male | June 8, 2022 | 800,900 | 1.11% | 103,000 | 0.14% | — | — | Department of East Asian Languages and Cultural Studies, University of California, USA | |||||
| Special Assistant of Dingzing Advanced Materials Incorporated | ||||||||||||||||
| Vice President of Dingzing Advanced Materials Incorporated | Note 2 | Chairman | Hsun-Tai Lin | Father and son | — | |||||||||||
| Vice President (note 3) | R.O.C. | Bruce Huang | Male | August 10, 2022 | — | — | — | — | — | — | Department of Diplomacy, National Chengchi University | |||||
| Head of US Subsidiary, Dingzing Advanced Materials Incorporated | — | — | — | — | — | |||||||||||
| Head of R&D Division | R.O.C. | Tung-Shan Chiang | Male | August 11, 2020 | 35,000 | 0.05% | 6,000 | 0.01% | — | — | Master, Chemistry Section, Institute of Oceanography, National Taiwan University | |||||
| Project Senior Manager, Dingzing Advanced Materials Incorporated | — | — | — | — | — | |||||||||||
| Product Development Director | R.O.C. | Linda Chu | Female | August 11, 2020 | 32,000 | 0.04% | — | — | — | — | Department of Philosophy, Fu Jen Catholic University | |||||
| Senior Manager of Dingzing Advanced Materials Incorporated | ||||||||||||||||
| Product Development Director of Dingzing Advanced Materials Incorporated | — | — | — | — | — | |||||||||||
| Director of Financial and Accounting | R.O.C. | Meng-Yang Chiu | Male | March 8, 2022 | 10,000 | 0.01% | — | — | — | — | Master of Department of Accounting and Information, National Chung Cheng University | |||||
| Accounting Chief of Yen Sun Technology Corp. | ||||||||||||||||
| Manager of Audit Department, Pricewaterhousecoopers Taiwan | — | — | — | — | — | |||||||||||
| Vice Manager | R.O.C. | Chun-Chieh Huang | Male | December 24, 2024 | 2,000 | 0.00% | — | — | — | — | Master's Degree in Mechanical Engineering, Chang Gung University | |||||
| Vice Manager of Production Division, Dingzing Advanced Materials Inc. | — | — | — | — | — |
Note 1: If the Chairman and the President or equivalent positions (top management) are first-degree relatives, the reasons, rationality, necessity, and information on countermeasures shall be explained:
Because the Chairman and the President of the Company are relatives within the first-degree of kinship, the Company has elected one additional independent director. As a result, the Company now has four independent directors, and more than half of the directors do not concurrently serve as employees.
The President is familiar with business management and formulating operational goals, which is beneficial to the future operation and development of the Company.
Note 2: President of the Company, Supervisor of Shanghai Dintex Trading Co., Ltd., Supervisor of Dongguan Dingli Polyurethane Trading Co., Ltd., President of Dingzing Advanced Materials USA, INC., President of Dingzing Advanced Materials USA LLC, Director of Dingzing Advanced Materials Europe GmbH, Director of Ding Yu Investment Co., Ltd., Director of Ding Er Investment Co., Ltd., Director of Zhongyi Investment Co., Ltd.
Note 3: Dismissed from the position of Vice President on August 9, 2025.
- Remuneration paid during the most recent year (2025) to directors, president and vice presidents:
(1) Remuneration to directors (Including independent directors)
Unit: NT$1,000
| Title | Name | Remuneration to directors | Sum of A, B, C and D; and proportion of net income after tax | Remuneration received by directors for concurrent service as employee | Sum of A, B, C, D, E, F and G; and proportion to Net income after tax | Remuneration is received from invented companies other than Company subsidiaries or parent company |
|---|---|---|---|---|---|---|
| Base compensation (A) | Retirement pay and pension (B) | Director profit-sharing compensation (C) | Expenses and perquisites (D) | Salary, rewards, and special disbursements (E) | Retirement pay and pension (F) | Employee profit-sharing compensation (G) |
| The Company | All companies mentioned in the financial statements | The Company | All companies mentioned in the financial statements | The Company | All companies mentioned in the financial statements | The Company |
| Chairman | Hsan-Tai Lin | - | - | - | - | 2,000 |
| Aerotic Person Director Representative of Aerotic Person and President | Ding Er Investment Co., Ltd. | - | - | - | - | 2,000 |
| Keng-Hsien Lin | - | - | - | - | - | - |
| Director | Po-Jen Liang | - | - | - | - | 1,417 |
| Director | Akihiko Satomi (Note 3) | - | - | - | - | - |
| Independent Director | Po-Jen Hu | 550 | 550 | - | - | - |
| Independent Director | Fu-Chiang Yang (Note 1) | 350 | 350 | - | - | - |
| Independent Director | Li-Ling Chen (Note 1) | 350 | 350 | - | - | - |
| Independent Director | Yao-Chi Wu (Note 1) | 350 | 350 | - | - | - |
| Independent Director | Kao-Pin Su (Note 2) | 200 | 200 | - | - | - |
| Independent Director | Shun-Tien Chen (Note 2) | 200 | 200 | - | - | - |
| Independent Director | Ming-Feng Chan (Note 2) | 200 | 200 | - | - | - |
Please describe the remuneration policy, system, standards, and structure for independent directors and explain the relationship between the amount of remuneration and factors such as responsibilities, risks, and input time. The remuneration received by the directors and independent directors of the Company is handled in accordance with the provisions of the Company's Articles of Incorporation. Article 27 of the Articles of Incorporation stipulates that if the Company is profitable in a fiscal year, it may allocate no more than 5% of the earnings as director profit-sharing compensation. All independent directors of the Company serve as members of the Audit Committee and the Remuneration Committee and receive fixed base compensation.
1. Other than the above disclosure, the remuneration received by the company's directors for services provided in the most recent year (such as serving as a consultant for the parent company, all companies listed in the financial statements, or non-employee investee companies): None.
Note 1: Newly elected on May 27, 2025.
Note 2: Stepped down upon the re-election on May 27, 2025.
Note 3: Resigned after being elected on May 27, 2025, due to heavy work commitments.
(2) Remuneration to supervisors: The Company has set an Audit Committee and it is not applicable here.
- Remuneration to president and vice presidents
Unit: NT$1,000
| Title | Name | Salary (A) | Retirement pay and pension (B) | Rewards, and special disbursements (C) | Employee profit-sharing compensation (D) | Sum of A, B, C and D; and proportion of net income after tax (%) | Remuneration received from an invested company other than the Company's subsidiary or parent company | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| The Company | All companies mentioned in the financial statements | The Company | All companies mentioned in the financial statements | The Company | All companies mentioned in the financial statements | The Company | All companies mentioned in the financial statements | The Company | All companies mentioned in the financial statements | |||||
| Cash | Stock | Cash | Stock | |||||||||||
| President | Keng-Hsien Lin | 3,120 | 3,120 | 108 | 108 | 502 | 502 | 6,969 | - | 6,969 | - | 2.63% | 2.63% | - |
| Vice President | Bruce Huang (Note ) | 845 | 5,293 | 53 | 53 | 40 | 40 | - | - | - | - | 0.23% | 1.33% | - |
Note: Dismissed from the position of Vice President on August 9, 2025.
Classification of remuneration
| Classification of Remuneration paid to President and Vice Presidents | Name of President and Vice Presidents | |
|---|---|---|
| The Company | All companies mentioned in the financial statements | |
| Less than 1,000,000 | Bruce Huang (Note) | - |
| NT$1,000,000(inclusive)~NT$2,000,000(exclusive) | - | - |
| NT$2,000,000(inclusive)~NT$3,500,000(exclusive) | - | - |
| NT$3,500,000(inclusive)~NT$5,000,000(exclusive) | - | - |
| NT$5,000,000(inclusive)~NT$10,000,000(exclusive) | - | Bruce Huang (Note) |
| NT$10,000,000(inclusive)~NT$15,000,000(exclusive) | Keng-Hsien Lin | Keng-Hsien Lin |
| NT$15,000,000(inclusive)~NT$30,000,000(exclusive) | - | - |
| NT$30,000,000(inclusive)~NT$50,000,000(exclusive) | - | - |
| NT$50,000,000(inclusive)~NT$100,000,000(exclusive) | - | - |
| Over NT$100,000,000 | - | - |
| Total | 2 persons | 2 persons |
Note: Dismissed from the position of Vice President on August 9, 2025.
(3) Names of managerial officers with remuneration as employees and the status of payment:
December 31, 2025
Unit: NT$1,000
| Title | Name | Stock | Cash | Total | Proportion to net profit after tax (%) | |
|---|---|---|---|---|---|---|
| Managerial officers | Chairman | Hsun-Tai Lin | - | 12,618 | 12,618 | 3.11 |
| President | Keng-Hsien Lin | |||||
| Head of R&D Division | Tung-Shan Chiang | |||||
| Product Development Director | Linda Chu | |||||
| Director of Financial and Accounting | Meng-Yang Chiu | |||||
| Vice Manager | Chun-Chieh Huang |
(4) Provide a comparative analysis of the total amount of remuneration paid to the directors, supervisors, president, and vice president of the company and all the companies included in the consolidated financial statements, separately, as a percentage of the after-tax net earnings for the past two years. Also explain the policy, standards and composition of remuneration, the process of determining remuneration, and the relationship between management performance and future risks:
- Analysis of the total amount of remuneration paid to the Company's directors, supervisors, president, and vice president over the past two years as a percentage of the after-tax net earnings reported by the parent-company-only financial statements:
Unit: NT$1,000
| Name | The proportion of the total remuneration to the net profit after tax in 2024 | The proportion of the total remuneration to the net profit after tax in 2025 | ||
|---|---|---|---|---|
| The Company | All companies mentioned in the consolidated financial statements | The Company | All companies mentioned in the consolidated financial statements | |
| Total remuneration for the directors | 11,692 | 11,692 | 7,617 | 7,617 |
| The proportion of the total remuneration for the directors to the net profit after tax | 1.58% | 1.58% | 1.88% | 1.88% |
| Total remuneration for the president and vice presidents | 16,640 | 21,999 | 11,637 | 16,085 |
| The proportion of the total remuneration for the president and vice presidents to the net profit after tax | 2.25% | 2.98% | 2.86% | 3.96% |
- Policy, standards and composition of remuneration, the process of determining remuneration, and the relationship between management performance and future risks:
(1) The remuneration of the Company's directors is determined in accordance with the Company's Articles of Incorporation and the Regulations Governing the Payment of Employee Compensation and Remuneration for Directors and Functional Committees, as approved by the Remuneration Committee.
A. Remuneration of independent directors:
Their remuneration consists of a fixed annual fee and they do not participate in the distribution of directors' remuneration derived from annual profits.
B. Remuneration of non-independent directors:
Determined in accordance with the Company's Articles of Incorporation and based on the evaluation results under the Company's Board Performance Evaluation Policy and Organizational Charter of the Remuneration Committee.
Performance Evaluation Criteria for Individual Directors:
a. Understanding of the Company's objectives and mission; b. Awareness of directors' responsibilities; c. Level of participation in the Company's operations; d. Internal relationship management and communication; e. Professional expertise and continuing education; f. Internal control.
Key factors and weightings for director remuneration evaluation:
(A) Operating performance: The results of individual director performance evaluations are used as a reference in determining individual remuneration, accounting for 40% of the overall evaluation.
(B) Achievement and contribution: In addition to overall operating performance, future industry risks, and development trends, the Company also considers each director's achievement level and contribution in determining reasonable remuneration, accounting for 40% of the overall evaluation.
(C) Industry benchmarking: Reference to peer companies within the same industry, accounting for 20% of the overall evaluation.
(2) The remuneration of the Company's president and vice president is paid in accordance with agreement reached by both labor and management, taking into account the time they invested in, their responsibilities, their personal goal attainment, and their willingness to assume future risks. Reasonable remuneration is provided in accordance with the Company's short-term and long-term business goals financial condition, and other factors. The remuneration system will be reviewed periodically based on the Company's operating status and related laws and regulations to achieve a balance between sustainable operations and risk management.
Key factors and weightings for performance evaluation:
| Item | Weighting | Description |
|---|---|---|
| Financial performance | 40% | Focuses on overall operating results and financial indicators, while also considering the Company's relative position against industry trends and peer performance, with a comprehensive assessment of the organization's effectiveness in resource utilization and operational efficiency. |
| Business strategy | 40% | Emphasizes mid- to long-term business strategies and their implementation, including optimization of corporate governance, advancement of sustainability commitments, and the clear development of low-carbon transition initiatives, as well as integrated efforts in human resource initiatives and organizational culture building. |
| ESG performance | 20% | ESG performance is used to measure the effectiveness of promoting sustainable development. It will be incorporated into managerial performance evaluations based on the level of achievement and will serve as a key basis for determining compensation, ensuring that the compensation system is aligned with the company's sustainable development strategy. |
| Evaluation items include: | ||
| • Environmental: Completion status of greenhouse gas inventory and assurance processes, effectiveness of reduction measures, and the establishment of related management mechanisms. | ||
| • Social: Outcomes of corporate social responsibility initiatives, implementation of employee development and training, and enforcement of fair employment practices. |
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| • Governance: Operation of ethical management and risk management mechanisms, effectiveness of ESG policy implementation, completeness of information disclosure, and stakeholder communication. | ||
|---|---|---|
In summary, the Company’s policy for the remuneration of directors, the President, and Vice Presidents, as well as the procedures for determining such remuneration, take into account prevailing industry practices and consider factors including the time devoted by the individual, the responsibilities assumed, the extent to which individual objectives are achieved, performance in other positions held, and the compensation granted by the Company to individuals in comparable positions in recent years. In addition, the Company evaluates the reasonableness of the relationship between individual performance and the Company’s operating performance and future risks, based on the achievement of the Company’s short- and long-term business objectives and its financial condition, in determining remuneration.
(3) Linkage between remuneration of senior management and ESG-related sustainability performance:
ESG performance indicators cover environmental aspects (such as environmental protection measures), social responsibility (such as participation in social initiatives), and corporate governance (such as fair employment and employee development, ESG advocacy both internally and externally, and implementation of relevant policies), ensuring that the remuneration policy encourages management to focus on sustainability objectives.
| Item | Description |
|---|---|
| Environmental protection measures | Energy conservation and carbon reduction |
| Social engagement | Investment in education and support for disadvantaged groups |
| Fair employment and employee development | Emphasis on equality and career development |
| ESG advocacy and policy implementation (internal and external) | Leading teams to pursue long-term growth and positive impact |
In summary, the Company’s policy for the remuneration of directors, the President, and Vice Presidents, as well as the determination of such remuneration, is linked to individual contributions to the Company, achievement of objectives or performance outcomes, and has a positive correlation with operating performance (including ESG-related sustainability performance). Such remuneration is determined with reference to the average remuneration levels of directors and managerial personnel in domestic peer companies (including companies in other industries and the petrochemical industry). The Company reviews its remuneration system from time to time in accordance with applicable laws and regulations, with a view to achieving a balance between sustainable development and risk management.
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- Corporate governance practices
(1) Operation of the Board of Directors
Board meetings were held 7 times (A) in 2025. The attendances of directors and independent directors are as follows:
| Title | Name | Actual number of attendance (B) | Attend through proxy | Attendance rate [B/A] (%) | Remarks |
|---|---|---|---|---|---|
| Chairman | Hsun-Tai Lin | 7 | 0 | 100% | Newly assumed on March 6, 1981. |
| Assumed on May 27, 2025. | |||||
| Juristic Person Director | |||||
| Representative of Juristic Person and President | Representative of Ding Er Investment Co., Ltd. | ||||
| - Keng-Hsien Lin | 5 | 2 | 71.43% | Newly assumed on February 18, 2016. | |
| Assumed on May 27, 2025. | |||||
| Director | Po-Jen Liang | 7 | 0 | 100% | Newly assumed on August 15, 2016. |
| Assumed on May 27, 2025. | |||||
| Director | Akihiko Satomi | 2 | 0 | 100% | Newly assumed on August 15, 2016. |
| Resigned on May 27, 2025. | |||||
| Independent Director | Po-Jen Hu | 7 | 0 | 100% | Newly assumed on May 27, 2022. |
| Assumed on May 27, 2025. | |||||
| Independent Director | Fu-Chiang Yang | 5 | 0 | 100% | Newly assumed on May 27, 2025. (Note 1) |
| Independent Director | Li-Ling Chen | 5 | 0 | 100% | Newly assumed on May 27, 2025. (Note 1) |
| Independent Director | Yao-Chi Wu | 5 | 0 | 100% | Newly assumed on May 27, 2025. (Note 1) |
| Independent Director | Kuo-Pin Su | 2 | 0 | 100% | Newly assumed on August 15, 2016. |
| Dismissed on May 27, 2025. (Note 2) | |||||
| Independent Director | Shun-Tien Chen | 2 | 0 | 100% | Newly assumed on August 15, 2016. |
| Dismissed on May 27, 2025. (Note 2) | |||||
| Independent Director | Ming-Feng Chan | 1 | 1 | 50% | Newly assumed on August 15, 2016. |
| Dismissed on May 27, 2025. (Note 2) |
Note 1: Newly elected on May 27, 2025; the number of Board meetings required to be attended during the term of office was 5.
Note 2: Stepped down upon the re-election on May 27, 2025; the number of Board meetings required to be attended during the term of office was 2.
Other matters to be recorded:
- If any of the following circumstances occur in the operation of the Board of Directors, the date of the Board meeting, term, content of motion, the opinions of all independent directors, and the company's handling of the opinions of independent directors shall be disclosed:
(1) Matters listed in Article 14-3 of the Securities Exchange Act.
(2) Resolutions of the Board of Directors that are opposed or reserved by independent directors and have records or written statements, other than the above matters: None.
- The implementation of directors' avoidance of motion that involves conflict of interest shall include the names of the directors, the content of motion, the reasons for avoidance, and whether they participated in the vote or not.
| Date of Board Meeting | Name of Director | Content of motion | Reason for avoidance | Vote |
|---|---|---|---|---|
| Hsun-Tai Lin, Keng-Hsien Lin, Po-Jen Liang, Akihiko Satomi | Distribution of remuneration of directors for 2024 | Due to involvement of personal interest, recused in accordance with the law | Did not participate in the discussion or voting |
| March 4, 2025 | Hsun-Tai Lin, Keng-Hsien Lin, Po-Jen Liang | Distribution of remuneration of managers and employees for 2024 | Due to involvement of personal interest, recused in accordance with the law | Did not participate in the discussion or voting | |
|---|---|---|---|---|---|
| Hsun-Tai Lin, Keng-Hsien Lin, Po-Jen Liang, Akihiko Satomi, Po-Jen Hu | List of director (including independent director) candidates nominated by the Board of Directors | Due to involvement of personal interest, each concerned party individually recused themselves in accordance with the law. | Did not participate in the discussion or voting | ||
| Hsun-Tai Lin, Keng-Hsien Lin, Po-Jen Liang, Akihiko Satomi, Po-Jen Hu | Proposal to remove non-compete restrictions on newly appointed directors and their representatives | Due to involvement of personal interest, each concerned party individually recused themselves in accordance with the law. | Did not participate in the discussion or voting | ||
| May 6, 2025 | Po-Jen Hu | Proposal to adjust remuneration for independent directors | Due to involvement of personal interest, recused in accordance with the law | Did not participate in the discussion or voting | |
| Po-Jen Hu | Proposal to amend the CX-134 Regulations Governing the Payment of Employee Compensation and Remuneration for Directors and Functional Committees | Due to involvement of personal interest, recused in accordance with the law | Did not participate in the discussion or voting | ||
| June 24, 2025 | Po-Jen Hu, Fu-Chiang Yang, Li-Ling Chen, Yao-Chi Wu | Proposal to appoint members of the Remuneration Committee | Due to involvement of personal interest, each concerned party individually recused themselves in accordance with the law. | Did not participate in the discussion or voting | |
| Po-Jen Hu, Fu-Chiang Yang, Li-Ling Chen, Yao-Chi Wu | Proposal to appoint members of the Sustainable Development Committee | Due to involvement of personal interest, each concerned party individually recused themselves in accordance with the law. | Did not participate in the discussion or voting | ||
| Yao-Chi Wu | Designation of one director by the Board to act on behalf of the Chairperson in reviewing audit reports | Due to involvement of personal interest, recused in accordance with the law | Did not participate in the discussion or voting | ||
| August 5, 2025 | Hsun-Tai Lin, Keng-Hsien Lin, Po-Jen Liang | Proposal to review the remuneration of managerial personnel for 2025 | Due to involvement of personal interest, recused in accordance with the law | Did not participate in the discussion or voting | |
| November 4, 2025 | Po-Jen Hu, Fu-Chiang Yang, Li-Ling Chen, Yao-Chi Wu | Establishment of a Nomination Committee under the Board of Directors and adoption of the Organizational Charter of the Nomination Committee | Due to involvement of personal interest, each concerned party individually recused themselves in accordance with the law. | Did not participate in the discussion or voting | |
| December 16, 2025 | Hsun-Tai Lin, Keng-Hsien Lin, Po-Jen Liang | Distribution of year-end bonus for the Company's managerial personnel for 2025 | Due to involvement of personal interest, recused in accordance with the law | Did not participate in the discussion or voting |
- Listed companies shall disclose information regarding the cycle and period, scope, method, and content of their board's self-evaluation (or peer evaluation):
19
| Implementation status of Evaluation of the Board of Directors | ||||
|---|---|---|---|---|
| Evaluation cycle | Evaluation period | Evaluation scope | Evaluation method | Evaluation content |
| Once a year | From January 1, 2025 to December 31, 2025 | Board of Directors | Self-evaluation of the Board | 1. Degree of involvement in the Company's operations |
| 2. Enhancing the quality of the Board's decision-making | ||||
| 3. Composition and structure of the board | ||||
| 4. Selection and continuing education of directors | ||||
| 5. Internal control | ||||
| Once a year | From January 1, 2025 to December 31, 2025 | Members of the Board | Self-evaluation of the members of the Board | 1. Understanding of the Company's goals and mission |
| 2. Awareness of director's responsibilities | ||||
| 3. Degree of involvement in the Company's operations | ||||
| 4. Internal relationship management and communication | ||||
| 5. Director's expertise and continuing education. | ||||
| 6. Internal control | ||||
| Once a year | From January 1, 2025 to December 31, 2025 | Functional committees | Self-evaluation of the functional committees | 1. Degree of involvement in the Company's operations |
| 2. Awareness of the responsibilities of functional committees | ||||
| 3. Enhancing the decision-making quality of functional committees | ||||
| 4. Composition and member selection of functional committees. | ||||
| 5. Internal control |
Note: The evaluation was conducted through a questionnaire, including self-evaluation by the Board and self-evaluation by the Board members. The performance evaluation results of the Board of Directors, the Audit Committee, the Remuneration Committee, and the Sustainability Development Committee for 2025 were reported to the Board meeting on February 10, 2026. The evaluation results of the Board and the functional committees all met the evaluation criteria, and the overall operation was sound.
- Measures taken to strengthen the functionality of the Board (such as establishing an Audit Committee, enhancing information transparency, etc.) in the current and most recent year:
(1) The Company has established the Rules and Procedures of Board Meetings in accordance with the Regulations Governing Procedure for Board of Directors Meetings of Public Companies to ensure compliance. The directors and independent directors of the Company actively participate in and attend Board meetings, fully expressing their opinions. Relevant financial information is disclosed on the Market Observation Post System.
(2) The Company has established an Audit Committee consisting of four independent directors, who exercise their powers in accordance with the scope of responsibilities of independent directors. The Committee is responsible for ensuring proper expression of the Company's financial statements, selecting and dismissing certified public accountants and assessing their independence and performance, ensuring the effective implementation of the Company's internal controls, ensuring compliance with the law and regulations, and controlling existing or potential risks of the Company.
(3) The Company has established a Remuneration Committee consisting of four independent directors, which regularly evaluates and reviews the performance evaluation and remuneration policies of directors and managers. Please refer to the Item 3 of the Corporate Governance Practices and Differences from the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies and the Reasons for Such Differences for the implementation status.
(4) The Company has purchased Directors and Officers Liability Insurance to cover the liability for compensation that directors shall bear within their scope of responsibilities during their tenure.
(2) The function of Audit Committee
1. Qualifications of Audit Committee Members:
| By identity | Criteria Name | Specialized qualification and experience | Independence status | Number of public companies where the members of the Remuneration Committee are also the members of the audit committees of these companies |
|---|---|---|---|---|
| Independent Director (Convener) | Po-Jen Hu | Professional expertise: Operations Management, Financial and Accounting, Risk Management, and Leadership and Decision-Making | ||
| Education: Master of Department of Industrial and Management, National Cheng Kung University | ||||
| Main positions: The company’s independent director; CPA of Hwahan Certified Public Accountants; Director and Representative of Juristic Person of Fluxtek International Corp.; Supervisor of E-Rotek Water Systems Co., Ltd.; Supervisor of Quan Mei Technology Co., Ltd.; Supervisor of Wel Han Environmental Industrial Co., Ltd.; Supervisor and Representative of Juristic Person of Liyu Technology Co., Ltd. | ||||
| Previous experience: The company’s independent director; Manager of the Audit Department at KPMG Taiwan; part-time lecturer at a university. He is a qualified certified public accountant and has many years of working experience in business, legal, financial, accounting, or related departments of companies. | The Company’s four independent directors have not violated the independence requirements specified in the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies. | 0 | ||
| Independent Director | Fu-Chiang Yang | Professional expertise: Business management, technological innovation, legal affairs, risk management, leadership, and decision-making. | ||
| Education: Master of Laws, National Chengchi University. | ||||
| Main positions: Independent Director of the Company; Managing Partner, Yang & Goodwill Attorneys at Law. | ||||
| Previous experience: Judge and Presiding Judge, Taiwan Kaohsiung District Court; Managing Partner, Yang & Goodwill Attorneys at Law. Qualified lawyer with many years of experience in legal practice, extensive and diverse industry networks, and practical experience in corporate management. | 0 | |||
| Independent Director | Li-Ling Chen | Professional expertise: Business management, financial accounting, risk management, leadership, and decision-making. | ||
| Education: Master’s Degree, Graduate Institute of Finance and Information, National Kaohsiung University of Science and Technology. | ||||
| Main positions: Independent Director of the Company. | ||||
| Previous experience: Manager, Taiwan Cooperative Bank. Extensive and diverse industry networks, with experience in business, finance, accounting, and corporate operations, as well as practical experience in corporate management. | 0 |
20
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| Independent Director | Yao-Chi Wu | Professional expertise: Business management, financial accounting, risk management, leadership, and decision-making.
Education: Bachelor’s Degree, Department of Business Administration, Soochow University.
Main positions: Independent Director of the Company.
Previous experience: Assistant Vice President, Taichung Commercial Bank. Extensive and diverse industry networks, with experience in business, finance, accounting, and corporate operations, as well as practical experience in corporate management. | | 0 |
| --- | --- | --- | --- | --- |
2. Audit Responsibilities:
Review of financial reports
The Board of Directors has prepared the Company’s 2025 Business Report, financial statements, and proposal for earnings distribution. The financial statements have been audited by PwC Taiwan, and an audit report has been issued. The aforementioned Business Report, financial statements, and earnings distribution proposal have been reviewed by the Audit Committee, which found no material irregularities.
Assessment of the effectiveness of internal control systems
The Audit Committee has evaluated the effectiveness of the Company’s internal control policies and procedures (including controls related to finance, operations, risk management, information security, outsourcing, and legal compliance). The Committee has also reviewed regular reports from the Company’s internal audit department, the external auditors, and management, including reports on risk management and compliance. The Committee found that the Company’s risk management and internal control systems are effective, and that appropriate control mechanisms have been implemented to monitor and address non-compliance.
Appointment of external auditors
The Audit Committee is responsible for overseeing the independence of the external auditors to ensure the fairness of the financial statements. In principle, except for tax-related services or specifically approved engagements, the external auditors cannot provide other services to the Company. All services provided by the external auditors must be approved by the Audit Committee.
To ensure the independence of the external auditors, the Audit Committee has established an independence assessment checklist with reference to Article 47 of the Certified Public Accountant Act and Bulletin No. 10 of the Norm of Professional Ethics for Certified Public Accountant: Integrity, Objectivity, and Independence. The assessment covers the auditors’ independence, professional competence, and suitability, including whether they have related-party relationships with the Company or any business or financial interests with the Company. On March 4, 2025, the Audit Committee and the Board of Directors passed resolutions stating that CPA CHUN-KAI WANG and CPA A-SHEN LIAO of PwC Taiwan meet the independence assessment criteria and are qualified to serve as the Company’s financial and tax certifying CPAs.
- A total of 6 (A) Audit Committee meetings were held in 2025. The attendance of independent directors is as follows:
| Title | Name | Actual number of attendance (B) | Attend through proxy | Attendance rate (%) (B/A) | Remarks |
|---|---|---|---|---|---|
| Independent Director | Po-Jen Hu | 6 | 0 | 100% | Reappointed on May 27, 2025 |
| Independent Director | Fu-Chiang Yang | 4 | 0 | 100% | Newly appointed on June 24, 2025 (Note 1) |
| Independent Director | Li-Ling Chen | 4 | 0 | 100% | Newly appointed on June 24, 2025 (Note 1) |
| Independent Director | Yao-Chi Wu | 4 | 0 | 100% | Newly appointed on June 24, 2025 |
22
| (Note 1) | |||||
|---|---|---|---|---|---|
| Independent Director | Kuo-Pin Su | 2 | 0 | 100% | Dismissed on May 27, 2025 (Note 2) |
| Independent Director | Shun-Tien Chen | 2 | 0 | 100% | Dismissed on May 27, 2025 (Note 2) |
| Independent Director | Ming-Feng Chan | 1 | 1 | 50% | Dismissed on May 27, 2025 (Note 2) |
| Note 1: The number of Audit Committee meetings required to be attended during the term of office was 4. Note 2: The number of Audit Committee meetings required to be attended during the term of office was 2. Other matters to be recorded: 1. If any of the following circumstances occur, the dates of meetings, terms, contents of motion, resolutions of the Audit Committee and the Company’s response to the Audit Committee’s opinion shall be specified: (1) Matters listed in Article 14-5 of the Securities Exchange Act. | |||||
| Date of the Audit Committee meeting | Content of motion | Opinion of the Audit Committee members | The Company’s response to the opinion of the Audit Committee members | ||
| March 4, 2025 | 1. Proposal for the Company’s 2024 business report and financial reports. | Approved by all Committee members present in the meeting | Submitted to the Board meeting for approval of the resolution. | ||
| 2. Proposal for the Company’s 2024 earnings distribution. | |||||
| 3. Proposal for the Company’s 2024 Internal Control Statement. | |||||
| 4. Proposal to evaluate the independence and competence of the certifying CPAs for the Company’s financial report. | |||||
| 5. Proposal to appoint the Company’s certifying CPAs. | |||||
| 6. Proposal to pre-approve the provision of non-assurance services by the certifying CPAs, their firm, and the firm’s affiliates to the Company and its subsidiaries. | |||||
| 7. Proposal to amend the Company’s Articles of Incorporation. | |||||
| May 6, 2025 | 1. Proposal for the Company’s financial report for the first quarter of 2025. | Approved by all Committee members present in the meeting | Submitted to the Board meeting for approval of the resolution. | ||
| 2. The Company’s proposal for acquisition of real estate. | |||||
| June 24, 2025 | 1. Proposal to elect the convener of the Audit Committee. | Approved by all Committee members present in the meeting | Submitted to the Board meeting for approval of the resolution. | ||
| August 5, 2025 | 1. Proposal for the Company’s financial report for the second quarter of 2025. | Approved by all Committee members present in the meeting | Submitted to the Board meeting for approval of the resolution. | ||
| 2. Proposal to dismiss managerial personnel of the Company. | |||||
| November 4, 2025 | 1. Proposal for the Company’s financial report for the third quarter of 2024. | Approved by all Committee members present in the meeting | Submitted to the Board meeting for approval of the resolution. | ||
| December 16, 2025 | 1. Proposal for the Company’s 2026 business plan. | Approved by all Committee members present in the meeting | Submitted to the Board meeting for approval of the resolution. | ||
| 2. Proposal for the Company’s 2026 audit plan declaration form. | |||||
| Resolution of the Audit Committee: Upon inquiry by the Chairperson, the resolution was approved by all Committee members present in the meeting | |||||
| The Company’s response to the opinion of the Audit Committee members: Approved by all directors present in the meeting | |||||
| (2) Other matters which were not approved by the Audit Committee but were approved by two-thirds or more of all directors: None. |
-
If there are independent directors' avoidance of motions in conflict of interest, the independent directors' names, contents of motion, reasons for avoidance and voting shall be specified: None.
-
Communication status between independent directors, internal audit director and certified public accountants (should include significant matters, methods, results, etc. of the communication carried out on the Company's financial and business status):
(1) The internal audit director shall, upon completion of the audit operation in accordance with the audit plan, submit the audit report and follow-up report to the independent directors for review, and communicate and discuss the implementation status of internal audits and the operation of internal controls with the independent directors via email, phone call, or meeting. They shall also attend the Audit Committee meeting and regular Board meetings to report on the implementation status of audits. Communication between the Audit Committee and the internal audit director for 2025:
- The audit plan for the next fiscal year shall be submitted to the Board of Directors for approval after being reviewed by the Audit Committee before the end of each fiscal year.
- The internal audit director shall report the implementation status of the audits to the Audit Committee every quarter.
- The internal audit report shall be submitted to the Audit Committee (independent directors) for review within one month from the date of completion of the audit.
- The Audit Office and internal units shall continuously monitor and review the implementation of the improvement measures for the opinions or deficiencies raised during self-audit, as well as the improvement measures listed in the Statement on Internal Control, and submit a written report to the Audit Committee.
-
The evaluation of the effectiveness of the Company's internal control system and the submission of the Statement on Internal Control for review by the Audit Committee shall be conducted annually.
-
A summary of communication for 2025 is as follows:
| Date | Communication meeting | Matter of communication | Result |
|---|---|---|---|
| March 4, 2025 | Audit Committee | Internal audit report for December 2024 - January 2025 | No objection |
| May 6, 2025 | Audit Committee | Internal audit report for February 2025 - March 2025 | No objection |
| August 5, 2025 | Audit Committee | Internal audit report for April 2025 - June 2025 | No objection |
| November 4, 2025 | Audit Committee | Internal audit report for July 2025 - September 2025 | No objection |
| December 16, 2025 | Audit Committee | Internal audit report for October 2025 | No objection |
(2) The Company's certified public accountants regularly attend the Audit Committee meetings to report on the results of the financial statement audit and communication matters required by law. If there are any special circumstances, they will also report to the Audit Committee in a timely manner. As of the date of the publication of the annual report, there were no such special circumstances.
23
(3) Implementation Status of Corporate Governance as required for company, and any nonconformity to the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof
| Items for evaluation | Implementation Status | Deviation from the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies and reasons | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| 1. Has the Company established and disclosed its corporate governance practices based on the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies? | ✓ | In accordance with the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies, the Company has established a Corporate Governance Best Practice Principles, which are disclosed on the Company's official website and the Market Observation Post System. | No major difference | |
| 2. Equity structure and shareholders' equity(1) Has the Company instituted an internal procedure for handling suggestions, questions, disputes of the shareholders and legal actions, and comply with the procedure properly? | ✓ | (1) The Company has established Rules and Procedures of Shareholders' Meetings and holds annual general meetings as a regular channel of communication with shareholders, in order to establish a good and timely communication mechanism with investors.The Company has assigned a spokesperson and an acting spokesperson, and has disclosed the contact information on the Company's official website and the Market Observation Post system. Shareholders can express their opinions through phone calls or emails, and the Company will handle them in accordance with procedures. | No major difference | |
| (2) Has the Company kept track on the major shareholders roster of the Company and the parties controlling these shareholders? | ✓ | (2) The Company has entrusted the Stock Affairs Agency Department of First Securities Co., Ltd. to handle shareholder related affairs. It will grasp the major shareholders and their ultimate controllers based on the shareholder register at the stock affairs agency, and regularly report our directors, managers, and major shareholders in accordance with regulations. | No major difference | |
| (3) Has the Company established and implemented the risk control mechanism and firewall between the corporate headquarters and the affiliates? | ✓ | (3) The Company has established written regulations for business and financial transactions with its affiliates in accordance with the regulations of the competent authority. The regulations include the Regulations for the Supervision and Management of Subsidiaries and the Regulations for the Transaction with Affiliated Companies and provide risk management measures. | No major difference | |
| (4) Has the company adopted internal rules prohibiting company insiders from trading securities using information not disclosed to the market? | ✓ | (4)1. The Company adheres to the highest guiding principles of ethical and upright operation, and upholds the standards of corporate ethics, fairness, and impartiality both externally and internally. The Company adheres to ethics, strictly abides by government laws and regulations, and carries out its business in accordance with Article 5 of the "Code of Ethical Corporate Management".2. In order to guide the behavior of the Company's personnel to comply with ethical standards and make stakeholders aware of the Company's ethical behavior standards, the Company has consulted the "Reference Example for Ethical Behavior Standards for TWSE/TPEx Listed Companies" to establish the "Code of Ethical Behavior" to prevent illegal and disorderly behavior. The Company's directors, managers, and employees are not allowed to demand or accept bribes, or engage in fraudulent activities during the performance of their duties. The Company has | No major difference | |
| a) the Company's employees and their employees in accordance with the regulations of the competent authority. The Company has also discussed the "Reference Example for Ethical Behavior Standards for TWSE/TPEx Listed Companies" to establish the "Code of Ethical Behavior" to prevent illegal and disorderly behavior. The Company's directors, managers, and employees are not allowed to demand or accept bribes, or engage in fraudulent activities during the performance of their duties. The Company has also discussed the "Reference Example for Legal and Disorder" to provide legal and disorderly behavior. The Company has also discussed the "Reference Example for Legal and Disorder" to provide legal and disorderly behavior. The Company's directors, managers, and employees are not allowed to demand or accept bribes, or engage in fraudulent activities during the performance of their duties. The Company has also discussed the "Reference Example for Legal and Disorder" to provide legal and disor- |
| Items for evaluation | Implementation Status | Deviation from the Corporate Governance Best Practice Principles for TWSE/TPEX Listed Companies and reasons | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| also established regulations such as the “Internal Material Information Processing Procedure” and the “Management Measures for Preventing Insider Trading” as well as a reporting system in accordance with the law. |
-
The Board meeting has passed the revision of Article 10 of the “Corporate Governance Best Practice Principles”, which states that TWSE/TPEx listed companies must emphasize shareholders’ right-to-know and ensure that (I) to (IV) comply with the provisions of the “Corporate Governance Best Practice Principles”; they must also check whether a summary of the explanation of item 4 under Insider Trading: “34. Assess the difference between the operation of the project and the governance practices of TWSE/TPEx listed companies and the reasons for those differences” is in place. Before the quarterly Board meeting approves the financial report, it should be advocated in writing (e-mail) that, “The stock trading control measures taken by internal personnel of the Company from the date of learning of the Company’s financial report or related performance content include (but are not limited to) the restriction that directors and internal personnel shall not trade their shares during the lock-in period 30 days before the annual financial report announcement and 15 days before the quarterly financial report announcement”.
-
Each year, the Company arranges courses related to ethical corporate management, and the Management Division advocates relevant laws and regulations. The Company held seven Board meetings in 2025 and notified directors, managers, employees, important units, and subsidiary managers of the meeting dates and the lock-in period of each quarter’s financial report to prevent directors and insiders from accidentally violating this regulation. In 2025, directors, managers, and employees participated in internal and external training courses related to the Code of Ethical Corporate Management and Ethical Conduct, as well as courses advocating the prohibition of insider trading, which reminded directors not to trade their shares during the lock-in period of 30 days before the annual financial report announcement and 15 days before the quarterly financial report announcement. A total of 780 people participated, totaling 780 hours of instruction, and a 100% success rate was achieved. The status of promotion and implementation of ethical corporate management was reported to the Board meeting on February 10, 2026, and the execution results were also disclosed on the Company’s website https://www.dingzing.com. | |
| 3. Composition and Responsibilities of the Board of Directors
(1) Has the Board established a diversity policy, specific management goals and implemented it accordingly? | ☑ | (1) - Diversity, professionalism, and independence of the Board of Directors: Article 15 of the Company’s articles of incorporation stipulates the appointment of 7 to 11 directors, who will be nominated through a candidate nomination system. The shareholders’ meeting will select candidates from among the list of candidates to serve a 3- | No major difference | |
25
| Items for evaluation | Implementation Status | Deviation from the Corporate Governance Best Practice Principles for TWSE/TPEX Listed Companies and reasons | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| year term with the possibility of reelection. In accordance with paragraph 3, Article 20 of the Company’s “Corporate Governance Best Practice Principles”, diversification will be considered when composing the Board of Directors; except for the requirement that directors who also serve as company managers must not exceed one-third of the Board seats, appropriate diversification policies should be formulated based on its operations, operational patterns, and development needs, including but not limited to the standards for the following two main aspects: |
(1) Basic conditions and values: Gender, age, nationality, and culture. The proportion of female directors should reach one-third of the Board seats.
(2) Professional knowledge and skills: Professional background (such as law, accounting, industry knowledge, finance, marketing, or technology), professional skills and industry experience. In accordance with paragraph 4, Article 20 of the Company’s “Corporate Governance Best Practice Principles”, the Board of Directors must generally possess the necessary knowledge, abilities and qualities to perform their duties. To achieve the goal of corporate governance, the Board of Directors as a whole must possess the following abilities:
(A) Operational judgment ability.
(B) Accounting and financial analysis skills.
(C) Business management ability.
(D) Crisis management capability.
(E) Industrial knowledge.
(F) International market view.
(G) Leadership skills.
(H) Decision making ability.
- The following goals have been set to strengthen Board diversity:
(1) The Company’s Board of Directors is composed of eight directors. To emphasize gender equality in the composition, one female director has been appointed to the current Board, achieving the goal of having at least one female director. The Company will continue to identify suitable candidates based on industry characteristics.
(2) To align with the diversification policy, excessive concentration of backgrounds and expertise among Board members should be avoided. In order to effectively provide professional insights as well as financial and operational risk warnings for the Company, the goal is to have a membership ratio of over 50% in the fields of finance/accounting and risk management.
- Implementation status:
(1) The nomination and selection of the Company’s Board members are in compliance with the Company’s articles of incorporation and the “Director Election Measures”, and a candidate nomination system has been adopted. In addition to evaluating the academic qualifications of each candidate, the Company refers to the opinions of | |
26
| Items for evaluation | Implementation Status | Deviation from the Corporate Governance Best Practice Principles for TWSE/TPEX Listed Companies and reasons | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| stakeholders to ensure the diversity and independence of Board members. |
(2) The Company’s current Board of Directors consists of eight members (including four independent directors), who possess overall abilities in operational judgment, accounting and financial analysis, business management, crisis management, industry knowledge, international market view, leadership skills and decision-making, as well as industry experience and professional abilities. Among them, those with experience in business management and the industry are Chairman Hsun-Tai Lin, Director Keng-Hsien Lin; directors who previously worked for TWSE/TPEx listed companies include Director Po-Jen Liang and Director Po-Jen Hu; those with a CPA license and practical experience are Independent Director Po-Jen Hu; those with a lawyer’s license and practical experience are Independent Director Fu-Chiang Yang; Independent Directors Li-Ling Chen and Yao-Chi Wu previously served as bank managers or assistant vice presidents and thus possess financial expertise.
Among the seven members of the Board, the proportions of members with expertise in finance/accounting and risk management are 57% and 86%, respectively, meeting the targets.
(3) Among the seven Board members, 29% have employee status, 57% are independent directors, and 14% are female directors. Regarding the age of directors, none person is over 80 years old, two people are between 71 and 80 years old, four people are between 61 and 70 years old, and one people is under 60 years old. Regarding the seniority of independent directors, three person has less than 3 years, and one people have between 3 and 9 years. | |
| (2) Further to the establishment of the Remuneration Committee and the Auditing Committee, has the Company voluntarily established other functional committees? | | ☑ | (2) The Company has established a Remuneration Committee, an Audit Committee, and a Sustainable Development Committee, and established a Nomination Committee in 2025. | As described on the left |
| (3) Has the Company established a methodology for evaluating the performance of its Board of Directors, performed evaluations on an annual basis, submitted the results of the performance evaluation to the Board, and used such as a reference for individual director remuneration and renomination? | ☑ | | (3) On November 12, 2019, the Company’s Board of Directors approved the Management Measures for Performance Evaluation of the Board of Directors and Functional Committees, stipulating that performance evaluations of the Board, individual directors, the Remuneration Committee, and the Audit Committee must be conducted at least once a year. Internal evaluations are conducted at the end of each year in accordance with the Regulations to assess performance for that year.
The performance evaluation of the Board of Directors covers five key aspects:
(1) Level of participation in the Company’s operations.
(2) Enhancement of the quality of Board decision-making.
(3) Composition and structure of the Board. | No major difference |
| Items for evaluation | Implementation Status | Deviation from the Corporate Governance Best Practice Principles for TWSE/TPEX Listed Companies and reasons | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| (4) Election and continuing education of directors. | ||||
| (5) Internal control. |
The performance evaluation of individual directors covers the following items:
(1) Understanding of the Company’s objectives and mission.
(2) Awareness of directors’ responsibilities.
(3) Level of participation in the Company’s operations.
(4) Internal relationship management and communication.
(5) Professional expertise and continuing education.
(6) Internal control.
The performance evaluation of functional committees (Audit Committee, Remuneration Committee, and Sustainable Development Committee) covers the following items:
(1) Level of participation in the Company’s operations.
(2) Understanding of the responsibilities of the functional committees.
(3) Enhancement of the quality of decision-making of the functional committees.
(4) Composition of the functional committees and selection of members.
(5) Internal control.
The evaluation is conducted internally and implemented by the Shareholder Services Department using internal questionnaires. The evaluation covers the operation of the Board, the level of director participation, and the operation of functional committees (Audit Committee, Remuneration Committee, and Sustainable Development Committee). It includes directors’ evaluation of the Board’s operations, directors’ self-assessment of their participation, and functional committee members’ evaluation of committee operations. The results of the aforementioned performance evaluations serve as reference for the selection or nomination of directors, and the performance evaluation results of directors and functional committee members are also used as reference in determining their individual remuneration.
After all questionnaires are collected in January each year, the Shareholder Services Department analyzes the results in accordance with the aforementioned Regulations. It reports the results to the Board of Directors, and proposes improvement measures based on directors’ recommendations.
In January 2026, the Company completed the 2025 performance evaluation of the Board of Directors, individual directors, and functional committees (Audit Committee, Remuneration Committee, and Sustainable Development Committee), covering the period from January 1 to December 31, 2025. The evaluation results and areas for continued enhancement in 2025 were reported at the Board meeting held on February 10, 2026. The overall performance evaluation results of the Board and each functional committee for 2025 met the evaluation standards, indicating that their overall operations were sound. There were no recommendations or improvement measures. | |
| (4) Has the Company evaluated the independence of the | ☑ | | (4) In accordance with Article 30 of the Corporate Governance Best Practice Principles, the Company conducts an annual | No major difference |
| Items for evaluation | Implementation Status | Deviation from the Corporate Governance Best Practice Principles for TWSE/TPEX Listed Companies and reasons |
|---|---|---|
| Yes | No | Summary |
| commissioned certified public accountants regularly? | ||
| 4. Does the TWSE/TPEX Listed Company have an appropriate and appropriate number of corporate governance personnel, and has the Company designated a Corporate Governance Senior Officer to deal with corporate governance related affairs (including, but not limited to, providing directors and supervisors with information required for the execution of their duties; assisting directors and supervisors in complying with the laws and regulations; conducting board meeting and shareholders' meeting related matters; and preparing the minutes for board meetings and shareholders' meeting in accordance with the law, etc.)? | ✓ | |
| 2. The main responsibilities of the corporate governance director include handling corporate governance-related matters. The scope of authority and business conducted in 2025 are as follows: | ||
| (1) Assisting independent directors and directors in performing their duties, providing necessary information, and arranging continuing education. | ||
| (2) Assisting the Board of Directors and shareholders meetings in procedural matters and compliance with decision-making procedures. | ||
| (3) Assisting new directors in taking office and continuing education. | ||
| (4) Handling director liability insurance for 2025 and reporting to the Board meeting in November. | ||
| (5) To implement corporate governance, performance evaluations have been conducted for the Board of Directors, Board members, and functional committees for 2025 and reported to the Board meeting in February 2026. | ||
| (6) One investor conference was held for 2025 regarding operating performance. Necessary information is regularly disclosed to investors to ensure the protection of shareholders' interests. | ||
| (7) The general annual meeting was held in May 2025, and the registration for the date of the meeting was carried out. Meeting notices, agendas, and minutes were prepared within the statutory deadline. | ||
| (8) Formulating the Board meeting agenda, notifying the directors seven days before the meeting, convening the meeting, providing meeting materials, and sending the minutes of the Board meeting after the meeting. | ||
| (9) Other matters specified in the Company's Articles of Incorporation or contracts. | ||
| 3. Continuing education of Meng-Yang Chiu, corporate governance director of the Company, in 2025: | No major difference | |
| Title | Name | Date of training |
| Corporate governance director | Meng-Yang Chiu | July 9, 2025 |
| August 21, 2025 | BCSD Taiwan | CDP-IFRS S2 Alignment: Guidance and Training on Issue |
| Items for evaluation | Implementation Status | Deviation from the Corporate Governance Best Practice Principles for TWSE/TPEX Listed Companies and reasons | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Yes | No | Summary | ||||||||
| Interpretation and Enhancing Climate-Related Disclosures to Strengthen Corporate Climate Resilience | ||||||||||
| 5. Has the Company established a communications channel and established a designated zone on its website for stakeholders (including, but not limited to, shareholders, employees, customers, and suppliers), and has the Company properly responded to all CSR issues such stakeholders are concerned with? | ✓ | In order to pursue sustainable business operations, the Company has, through comprehensive discussions with department heads and review by senior managers, identified that its stakeholders mainly include employees, customers, suppliers (contractors), shareholders (investors), society, and the government. The Company maintains good communication with stakeholders according to the business scope undertaken by of each department. In addition to establishing a spokesperson and deputy spokesperson system, the Company has set up a stakeholder section on its website to respond to important corporate social responsibility issues that stakeholders are concerned about. Information about communication with stakeholders are as follows:Report on Communication with StakeholdersDingging identifies key stakeholder groups and communication priorities in accordance with the five principles for stakeholder engagement: Dependency, Responsibility, Influence, Diverse Perspectives, and Tension. Based on a comprehensive evaluation, the Company has identified six major stakeholder groups: employees, customers, suppliers, shareholders/investors, government agencies, and local communities. In addition, a stakeholder survey on key issues was conducted for the six categories of stakeholders to understand their level of concern regarding different topics. A total of 25 valid questionnaires collected in 2024 were used for analysis in the current year.Communication with stakeholders for 2024 was reported to the Board of Directors on November 4, 2025. | No major difference | |||||||
| Stakeholders | Material Issues of Concern | Communication Channels/ Methods of Response | Communication Frequency | Designated Contact Window | ||||||
| Employees | Career Development and Talent Cultivation Human Rights and Talent Attraction and Retention | Employee satisfaction survey | Once a year | Director of Human Resources – Jui-Kung Pan E-MAIL : [email protected] | ||||||
| Mailbox and hotline of the Director of the Management Division | Throughout the year | |||||||||
| Internal social media page and bulletin board | Throughout the year | |||||||||
| Customers | Product Quality and Safety | E-mail, phone calls, or visits by designated sales personnel | Irregular | Director of Product Sales – Linda Chu E-MAIL : [email protected] | ||||||
| Sustainable and Innovative Products Energy and GHG management | Company website | Throughout the year | ||||||||
| Customer visits or on-site tours and certification audits | Irregular | |||||||||
| Suppliers | Product quality and safety Chain Management Waste Management | Technical exchange meetings | Once a year | Manager of Procurement Department – Mina Huang E-MAIL : [email protected] | ||||||
| Phone calls or e-mails from designated procurement personnel | Throughout the Year | |||||||||
| Supplier visits or on-site tours and certification audits | Throughout the year | |||||||||
| Shareholders/ Investors | Ethical management Climate change response Energy and GHG management Sustainable innovative products | Annual Report and Annual Shareholders Meeting | Once a year | Director of Finance and Accounting – Meng-Yang Chiu E-MAIL : [email protected] of Human Resources – Jui-Kung Pan E-MAIL : | ||||||
| Company website and Market Observation Post System (MOPS) | Throughout the Year | |||||||||
| Investor hotline and e-mail | Throughout the year |
| Items for evaluation | Implementation Status | Deviation from the Corporate Governance Best Practice Principles for TWSE/TPEX Listed Companies and reasons | ||||||
|---|---|---|---|---|---|---|---|---|
| Yes | No | Summary | ||||||
| Institutional shareholder visits | Irregular | [email protected] | ||||||
| Government Agencies | Ethical management Energy and GHG management Waste management Water resources and wastewater management | Supervision and audit mechanisms of government agencies | Irregular | Director of Human Resources – Jui-Kung Pan E-MAIL : [email protected] | ||||
| Official documents | Irregular | |||||||
| Declaration reviews and on-site inspections | Irregular | |||||||
| Local Communities | Energy and GHG management Water resources and wastewater management Waste management Social engagement | Activities organized by community associations | Irregular | Director of Human Resources – Jui-Kung Pan E-MAIL : [email protected] | ||||
| 6. Has the Company appointed a specialized shareholder services agent to deal with shareholder affairs? | ✓ | The Company has entrusted the Stock Affairs Agency Department of First Securities Co., Ltd. to handle shareholder related affairs. | No major difference | |||||
| 7. Disclosures (1) Has the Company established a website for the disclosure of Company's financial and business, and corporate governance? | ✓ | 1. The Company has set up an investor related information disclosure section on the company website, which can be linked to the Market Observation Post System for regular disclosure of financial and business related information of the Company. | No major difference | |||||
| (2) Has the Company adopted other means of disclosures (e.g., the installation of a website in English language, appointment of designated persons for the gathering and disclosure of information, the proper implementation of the spokesman system, and the minutes of the investor conference on record posted on the website)? | ✓ | 2. The Company has appointed dedicated personnel to be responsible for the collection and disclosure of company information, and has implemented a spokesperson system to ensure that information that may affect shareholders' and stakeholders' decisions can be disclosed in a timely and appropriate manner. The Company simultaneously releases material information in both Chinese and English, as well as relevant Chinese and English briefing materials for corporate investor meetings. In addition to the Market Observation Post System, the information is posted on the company website for full disclosure. | No major difference | |||||
| (3) Does the Company announce and report the annual financial report within two months after the end of the fiscal year? Does the Company announce and report the first, second, and third quarter financial reports and the monthly operating conditions well in advance of the required deadlines? | ✓ | 3. The Company has announced and reported financial statements and monthly revenues within the specified time frame in accordance with the List of Matters to be Handled by Issuers of Listed Marketable Securities. If there are any other major information that may affect shareholders or stakeholders' decisions, it shall be disclosed promptly. | No major difference | |||||
| 8. Is there any other important information to facilitate a better understanding of the Company's corporate governance practices (including, but not limited to, employee rights and benefits, employee care, investor relations, supplier | ✓ | 1. Employee rights and welfare: The Company has established an Employee Welfare Committee to fully promote and implement employee welfare matters, and provides retirement benefits in accordance with the law. 2. Investor relations: In addition to having a spokesperson system, the Company also announces financial, business, and major information on the Market Observation Post System in a timely manner. The Company's official website also has an | No major difference |
| Items for evaluation | Implementation Status | Deviation from the Corporate Governance Best Practice Principles for TWSE/TPEX Listed Companies and reasons | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| relations, stakeholder rights, status of directors’ and supervisors’ continuing education, implementation of risk management policies and risk assessment criteria, implementation of customer related policies, and purchase of liability insurance for directors and supervisors by the Company)? | investor section that discloses promptly the Company's financial, business and corporate governance information. | |||
| 3. Supplier relations: The Company operates on the principle of ethical corporate management and establishes a good and long-term cooperative relationship with suppliers. | ||||
| 4. Stakeholder rights: The Company has established a spokesperson and acting spokesperson communication system, and assigned a contact for stakeholders to ensure that the Company maintains good communication channels with employees, customers, and suppliers to protect their legal rights. | ||||
| 5. Continuing education of directors: The Company's directors possess specialized knowledge and have taken courses in securities law and regulations in accordance with the law to obtain certificates of completion. | ||||
| 6. Implementation of risk management policies and risk evaluation standards: The Company has established internal management regulations to conduct risk assessments. | ||||
| 7. Implementation of customer policies: The Company maintains a good relationship with its customers and has dedicated personnel to provide timely customer service. | ||||
| 8. Director liability insurance: The Company has purchased liability insurance for its directors and independent directors. | ||||
| 9. State of corrective action taken for responding to the results of the corporate governance assessment announced by Taiwan Stock Exchange Corporation in the Corporate Governance Center the most recent fiscal year, and the priority for improvement on issues pending further corrective action and related measures: | ||||
| The Company does not have any item to be strengthened. |
32
Note: Evaluation form for the assessment of certified public accountant
Dingzing Advanced Materials Inc.
Evaluation Form for the Independence and Suitability of Certified Public Accountant and the Associated Accounting Firm 2025
(1) Evaluation unit: Audit committee and Board of Directors
(2) Evaluation year: 2025
(3) Evaluation date: March 4, 2025
(4) Appointed firm and certified public accountants for the evaluation:
Certified Public Accountants Jun-Kai Wang and A-Shen Liao of PwC Taiwan
(5) Evaluation content:
The following are formulated with reference to Article 47 of the Certified Public Accountant Act, the "Bulletin of the Norm of Professional Ethics for Taiwan CPA No. 10: Integrity, Fairness, Objectivity, and Independence":
| Evaluation item | Evaluation result |
|---|---|
| 1. There is no direct or significant indirect financial interest relationship between the certified public accountants and the Company. | ☑ Yes ☐ No |
| 2. There is no significant close business relationship between the certified public accountants and the Company. | ☑ Yes ☐ No |
| 3. The certified public accountants did not have any potential employment relationship with the Company during the audit. | ☑ Yes ☐ No |
| 4. The certified public accountants have not engaged in any financial borrowing or lending with the Company. | ☑ Yes ☐ No |
| 5. The certified public accountants have not received any significant presents or gifts from the Company, the Company’s directors, or the Company’s managers (with the value exceeding general social etiquette standards). | ☑ Yes ☐ No |
| 6. The certified public accountants have not provided audit services to the Company for 7 consecutive years. | ☑ Yes ☐ No |
| 7. The certified public accountants do not hold any shares in the Company. | ☑ Yes ☐ No |
| 8. The certified public accountants, their spouses, their dependent relatives, and their audit team all have not held any position as the Company’s director, manager, or other position with a significant impact on the audit case during the audit period or within the past 2 years, and it has also been confirmed that they will not hold any of the aforementioned positions during future audits. | ☑ Yes ☐ No |
| 9. Have the certified public accountants met the independence standards set forth in the Announcement on the Bulletin of the Norm of Professional Ethics for Certified Public Accountants of the Republic of China No. 10, and obtained an “Independence Declaration” issued by the certified public accountants? | ☑ Yes ☐ No |
| 10. The Company has obtained information on the 13 Audit Quality Indicators (AQIs) provided by the CPA firm and assessed the audit quality of the CPA firm and the audit team in accordance with the Guidelines on Interpreting Audit Quality Indicators (AQIs) issued by the competent authority. | ☑ Yes ☐ No |
(6) Evaluation results:
The financial statements for this year were audited by Certified Public Accountants Jun-Kai Wang and A-Shen Liao of PwC Taiwan. After evaluation, they both meet the independence and competence requirements.
(7) Does the Company conduct regular assessments of the independence of its certifying CPAs?
The Company conducts annual assessments of the independence and competence of its certifying CPAs. In addition to requiring the CPAs to provide a Statement of Independence, the Company also performs evaluations based on the criteria set forth in the table above. The Company has confirmed that, with the exception of fees related to audit and tax services, the CPAs have no other financial interests or business relationships with the Company. The results of the most recent assessment were approved by the Audit Committee on March 4, 2025, and subsequently reported and approved at the March 4, 2025, Board of Directors meeting.
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(4) If the Company has established a Remuneration Committee or Nominating Committee, its composition, responsibilities and operating status shall be disclosed:
- Renumeration Committee
(1) Information on Remuneration Committee Members
| By identity | Name | Specialized qualification and experience | Independence status | Number of public companies where the members of the Remuneration Committee are also the members of the remuneration committees of these companies |
|---|---|---|---|---|
| Independent Director (Convener) | Fu-Chiang Yang | Professional expertise: Business management, technological innovation, legal affairs, risk management, leadership, and decision-making. | ||
| Education: Master of Laws, National Chengchi University. | ||||
| Main positions: Independent Director of the Company; Managing Partner, Yang & Goodwill Attorneys at Law. | ||||
| Previous experience: Judge and Presiding Judge, Taiwan Kaohsiung District Court; Managing Partner, Yang & Goodwill Attorneys at Law. Qualified lawyer with many years of experience in legal practice, extensive and diverse industry networks, and practical experience in corporate management. | The Company's four independent directors have not violated the independence requirements specified in the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies. | 0 | ||
| Independent Director | Po-Jen Hu | Professional expertise: Operations Management, Financial and Accounting, Risk Management, and Leadership and Decision-Making. | ||
| Education: Master of Department of Industrial and Management, National Cheng Kung University. | ||||
| Main positions: The company's independent director; CPA of Hwahan Certified Public Accountants; Director and Representative of Juristic Person of Fluxtek International Corp.; Supervisor of E-Rotek Water Systems Co., Ltd.; Supervisor of Quan Mei Technology Co., Ltd.; Supervisor of Wel Han Environmental Industrial Co., Ltd.; Supervisor and Representative of Juristic Person of Liyu Technology Co., Ltd. | ||||
| Previous experience: The company's independent director; Manager of the Audit Department at KPMG Taiwan; part-time lecturer at a university. He is a qualified certified public accountant and has many years of working experience in business, legal, financial, accounting, or related departments of companies. | 0 | |||
| Independent Director | Li-Ling Chen | Professional expertise: Business management, financial accounting, risk management, leadership, and decision-making. | ||
| Education: Master's Degree, Graduate Institute of Finance and Information, National Kaohsiung University of Science and Technology. | ||||
| Main positions: Independent Director of the Company. | ||||
| Previous experience: Manager, Taiwan Cooperative Bank. Extensive and diverse industry networks, with experience in business, finance, accounting, and corporate operations, as well as practical experience in corporate management. | 0 |
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| Independent Director | Yao-Chi Wu | Professional expertise: Business management, financial accounting, risk management, leadership, and decision-making.
Education: Bachelor’s Degree, Department of Business Administration, Soochow University.
Main positions: Independent Director of the Company.
Previous experience: Assistant Vice President, Taichung Commercial Bank. Extensive and diverse industry networks, with experience in business, finance, accounting, and corporate operations, as well as practical experience in corporate management. | | 0 |
| --- | --- | --- | --- | --- |
Note: For relevant information, please refer to the disclosure of professional qualifications and independence of directors, as well as the diversification and independence of directors. All independent directors of the Company meet the independence requirement.
(2) Duties of the Remuneration Committee
The Committee shall exercise the due care of a good administrator and faithfully perform the following duties, and submit its recommendations to the Board of Directors for discussion.
- Establish and periodically review the policies, systems, standards, and structure for the performance evaluation and remuneration of directors and managerial personnel.
- Periodically evaluate and determine the remuneration of directors and managerial personnel.
(3) Information on Operations of Remuneration Committee
A. The Remuneration Committee of the Company is consisted of 4 members.
B. Term of office of the current members: June 24, 2025 to May 26, 2028, A total of 5 (A) Remuneration Committee meetings were held in the 2025, The qualifications of the committee members and the attendance are as follows:
| Title | Name | Actual number of attendance (B) | Attend through proxy | Attendance rate (B/A) (%) | Remarks |
|---|---|---|---|---|---|
| Independent Director | Fu-Chiang Yang | 3 | 0 | 100% | Newly assumed on June 24, 2025. (Note 1) |
| Independent Director | Po-Jen Hu | 5 | 0 | 100% | Newly assumed on June 8, 2022. Reappointed on June 24, 2025. |
| Independent Director | Li-Ling Chen | 3 | 0 | 100% | Newly assumed on June 24, 2025. (Note 1) |
| Independent Director | Yao-Chi Wu | 3 | 0 | 100% | Newly assumed on June 24, 2025. (Note 1) |
| Independent Director | Kuo-Pin Su | 2 | 0 | 100% | Resigned on May 27, 2025. (Note 2) |
| Independent Director | Shun-Tien Chen | 2 | 0 | 100% | Resigned on May 27, 2025. (Note 2) |
| Independent Director | Ming-Feng Chan | 1 | 1 | 50% | Resigned on May 27, 2025. (Note 2) |
| Note 1: The number of Remuneration Committee meetings required to be attended during the term of office was 3. | |||||
| Note 2: The number of Remuneration Committee meetings required to be attended during the term of office was 2. |
Other matters to be noted:
- Where the Board may not take or revise the advice of the Remuneration Committee, specify the date and the session of the Board, the content of the motion, the resolution of the Board, and the response to the opinions of the Company towards the advice of the Remuneration Committee (if the resolution of the Board suggested better position of remuneration than the advice of the Remuneration Committee, specify the reasons and the variations):
Summary of key communications and resolutions:
| Remuneration Committee | Agenda | Resolution of the Remuneration Committee | Company’s Response to the Remuneration Committee’s Opinions |
|---|---|---|---|
| March 4, 2025 | 1. Proposal for the distribution of employee compensation and directors’ remuneration for 2024. | ||
| 2. Proposal for the distribution of directors’ remuneration for 2024. | |||
| 3. Proposal for the distribution of compensation for managerial personnel for 2024. | |||
| 4. Performance evaluation of the Board of Directors and functional committees for 2024. | Approved as proposed by all attending members | Approved as proposed | |
| May 6, 2025 | 1. Proposal to adjust the remuneration of independent directors. | ||
| 2. Proposal to amend the CX-134 Regulations Governing the Payment of Employee Compensation and Remuneration for Directors and Functional Committees. | Approved as proposed by all attending members | Approved as proposed | |
| June 24, 2025 | Proposal to elect the covener of the Remuneration Committee. | Approved as proposed by all attending members | Approved as proposed |
| August 5, 2025 | Proposal to review the remuneration of managerial personnel for 2025. | Approved as proposed by all attending members | Approved as proposed |
| December 16, 2025 | 1. Proposal for the distribution of year-end bonuses for managerial personnel for 2025. | ||
| 2. Periodic assessment of the definition and salary levels of entry-level employees for 2025. | Approved as proposed by all attending members | Approved as proposed |
-
If there is any member with objection or preservation with records or written statement to the resolution by Remuneration Committee, the date and session of Remuneration Committee, the content of subject, the comments of all members, and the measures in response to these comments: There is no such situation.
-
Nomination Committee
(1) Information on Nomination Committee Members:
| By identity | Criteria Name | Specialized qualification and experience | Independence status |
|---|---|---|---|
| Independent Director (Convener) | Yao-Chi Wu | Professional expertise: Business management, financial accounting, risk management, leadership, and decision-making. Education: Bachelor's Degree, Department of Business Administration, Soochow University. Main positions: Independent Director of the Company. Previous experience: Assistant Vice President, Taichung Commercial Bank. Extensive and diverse industry networks, with experience in business, finance, accounting, and corporate operations, as well as practical experience in corporate management. | The Company's four independent directors have not violated the independence requirements specified in the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies. |
| Independent Director | Po-Jen Hu | Professional expertise: Operations Management, Financial and Accounting, Risk Management, and Leadership and Decision-Making Education: Master of Department of Industrial and Management, National Cheng Kung University Main positions: The company's independent director; CPA of Hwahan Certified Public Accountants; Director and Representative of Juristic Person of Fluxtek International Corp.; Supervisor of E-Rotek Water Systems Co., Ltd.; Supervisor of Quan Mei Technology Co., Ltd.; Supervisor of Wel Han Environmental Industrial Co., Ltd.; Supervisor and Representative of Juristic Person of Liyu Technology Co., Ltd. Previous experience: The company's independent director; Manager of the Audit Department at KPMG Taiwan; part-time lecturer at a university. He is a qualified certified public accountant and has many years of working experience in business, legal, financial, accounting, or related departments of companies. | |
| Independent Director | Fu-Chiang Yang | Professional expertise: Business management, technological innovation, legal affairs, risk management, leadership, and decision-making. Education: Master of Laws, National Chengchi University. Main positions: Independent Director of the Company; Managing Partner, Yang & Goodwill Attorneys at Law. Previous experience: Judge and Presiding Judge, Taiwan Kaohsiung District Court; Managing Partner, Yang & Goodwill Attorneys at Law. Qualified lawyer with many years of experience in legal practice, extensive and diverse industry networks, and practical experience in corporate management. | |
| Independent Director | Li-Ling Chen | Professional expertise: Business management, financial accounting, risk management, leadership, and decision-making. Education: Master's Degree, Graduate Institute of Finance and Information, National Kaohsiung University of Science and Technology. Main positions: Independent Director of the Company. Previous experience: Manager, Taiwan Cooperative Bank. Extensive and diverse industry networks, with experience in business, finance, accounting, and corporate operations, as well as practical experience in corporate management. |
(2) Duties of the Nomination Committee:
The Nomination Committee aims to enhance the effectiveness of the Company's Board of Directors. Its principal duties are as follows:
A. To identify suitable candidates for directors and submit a list of director nominees to the Board of Directors, and to conduct a prior review of the qualifications, educational and professional background, and whether any of the circumstances set forth in Article 30 of the Company Act apply to candidates recommended by shareholders or directors. The review results, together with a recommended list of director candidates, are submitted to the Board of Directors for resolution and then provided as reference for shareholders in electing suitable directors. Where a director candidate recommended by a shareholder holding more than $1\%$ of the Company's issued shares is, after prior review by the Committee, not included in the recommended list, the name of such shareholder and
the reasons for not adopting the recommendation are disclosed. In nominating independent director candidates, due consideration is given to the candidate's qualifications, professional expertise, integrity, and whether they meet the requirements under the Securities and Exchange Act, the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies, and the criteria for independent directors set by the Taiwan Stock Exchange or the Taipei Exchange. The primary consideration is alignment with the long-term interests of shareholders. The Company shall also disclose the candidate's current and past 3 years' experience as a director, committee member, or chairperson of other companies.
B. To establish standards for the formation of committees under the Board of Directors and to recommend their organizational charters. Such standards are reviewed at least once annually, and amendments are proposed to the Board of Directors as appropriate.
C. To review the qualifications of candidates for committee membership and any potential conflicts of interest, and to recommend to the Board of Directors candidates for new committee members and conveners.
D. To annually review the qualifications of committee conveners and members, and to recommend to the Board of Directors whether replacement is necessary. The terms of office of committee conveners and members align with those of directors, with a term of 3 years as a general principle.
(3) Operation of the Nomination Committee:
A. The Company's Nomination Committee consists of four members.
B. Term of the current committee: November 4, 2025, to May 26, 2028. The Nomination Committee convened one meeting in 2025 (A). The qualifications and attendance of the members are as follows:
| Title | Name | Actual Attendance (B) | Attendance by Proxy | Attendance Rate (%) (B/A) | Remarks |
|---|---|---|---|---|---|
| Independent Director | Yao-Chi Wu | 1 | 0 | 100% | Newly appointed on November 4, 2025 |
| Independent Director | Po-Jen Hu | 1 | 0 | 100% | Newly appointed on November 4, 2025 |
| Independent Director | Fu-Chiang Yang | 1 | 0 | 100% | Newly appointed on November 4, 2025 |
| Independent Director | Li-Ling Chen | 1 | 0 | 100% | Newly appointed on November 4, 2025 |
| Other matters to be disclosed: | |||||
| 1. Description of the meeting dates and session numbers of the Nomination Committee’s principal agenda items, the content of such agenda items, any recommendations or objections raised by Nomination Committee members, the resolutions of the Nomination Committee, and the Company’s response to the Nomination Committee’s opinions: | |||||
| Summary of key communications and resolutions: | |||||
| Nomination Committee | Agenda | Resolution of the Nomination Committee | Company’s Response to the Nomination Committee’s Opinions | ||
| December 16, 2025 | Proposal to elect the convener of the Nomination Committee. | Approved as proposed by all attending members | Approved as proposed |
3. Sustainability Development Committee
(1) Information on Sustainability Development Committee Members
| By identity | Name | Specialized qualification and experience | Independence status |
|---|---|---|---|
| Independent Director (Convener) | Li-Ling Chen | Professional expertise: Business management, financial accounting, risk management, leadership, and decision-making. | |
| Education: Master’s Degree, Graduate Institute of Finance and Information, National Kaohsiung University of Science and Technology. | |||
| Main positions: Independent Director of the Company. | |||
| Previous experience: Manager, Taiwan Cooperative Bank. Extensive and diverse industry networks, with experience in business, finance, accounting, and corporate operations, as well as practical experience in corporate management. | |||
| With experience in sustainability risk assessment. | The Company’s four independent directors have not violated the independence requirements specified in the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies. | ||
| Independent Director | Po-Jen Hu | Professional expertise: Operations Management, Financial and Accounting, Risk Management, and Leadership and Decision-Making | |
| Education: Master of Department of Industrial and Management, National Cheng Kung University | |||
| Main positions: The company’s independent director; CPA of Hwahan Certified Public Accountants; Director and Representative of Juristic Person of Fluxtek International Corp.; Supervisor of E-Rotek Water Systems Co., Ltd.; Supervisor of Quan Mei Technology Co., Ltd.; Supervisor of Wel Han Environmental Industrial Co., Ltd.; Supervisor and Representative of Juristic Person of Liyu Technology Co., Ltd. | |||
| Previous experience: The company’s independent director; Manager of the Audit Department at KPMG Taiwan; part-time lecturer at a university. He is a qualified certified public accountant and has many years of working experience in business, legal, financial, accounting, or related departments of companies. | |||
| With experience in sustainability information measurement, disclosure, and assurance. | |||
| Independent Director | Fu-Chiang Yang | Professional expertise: Business management, technological innovation, legal affairs, risk management, leadership, and decision-making. | |
| Education: Master of Laws, National Chengchi University. | |||
| Main positions: Independent Director of the Company; Managing Partner, Yang & Goodwill Attorneys at Law. | |||
| Previous experience: Judge and Presiding Judge, Taiwan Kaohsiung District Court; Managing Partner, Yang & Goodwill Attorneys at Law. Qualified lawyer with many years of experience in legal practice, extensive and diverse industry networks, and practical experience in corporate management. | |||
| With experience in sustainability compliance, governance, and risk management. | |||
| Independent Director | Yao-Chi Wu | Professional expertise: Business management, financial accounting, risk management, leadership, and decision-making. | |
| Education: Bachelor’s Degree, Department of Business Administration, Soochow University. | |||
| Main positions: Independent Director of the Company. | |||
| Previous experience: Assistant Vice President, Taichung Commercial Bank. Extensive and diverse industry networks, with experience in business, finance, accounting, and corporate operations, as well as practical experience in corporate management. | |||
| With experience in sustainability risk assessment. |
40
(2) Duties of the Sustainable Development Committee:
A. To formulate, promote, and strengthen the Company's sustainable development policies, annual plans, and strategies.
B. To review, monitor, and revise the implementation and effectiveness of sustainable development.
C. To oversee sustainability-related disclosures and review the sustainability report.
D. To supervise the implementation of the Company's Sustainable Development Best Practice Principles and other sustainability-related matters as resolved by the Board of Directors.
(3) Operation of the Sustainable Development Committee:
A. The Company's Sustainable Development Committee consists of four members.
B. Term of the current committee: November 4, 2025, to May 26, 2028. The Sustainable Development Committee convened one meeting in 2025 (A). The qualifications and attendance of the members are as follows:
| Title | Name | Actual Attendance (B) | Attendance by Proxy | Attendance Rate (%) (B/A) | Remarks |
|---|---|---|---|---|---|
| Independent Director | Li-Ling Chen | 2 | 0 | 100% | Newly appointed on June 24, 2025 (Note 1) |
| Independent Director | Po-Jen Hu | 3 | 0 | 100% | Reappointed on June 24, 2025 |
| Independent Director | Fu-Chiang Yang | 2 | 0 | 100% | Newly appointed on June 24, 2025 (Note 1) |
| Independent Director | Yao-Chi Wu | 2 | 0 | 100% | Newly appointed on June 24, 2025 (Note 1) |
| Independent Director | KUO-PIN SU | 1 | 0 | 100% | Dismissed on May 27, 2025 (Note 2) |
| Independent Director | SHU-TIEN CHEN | 1 | 0 | 100% | Dismissed on May 27, 2025 (Note 2) |
| Independent Director | MING-FENG CHANG | 1 | 0 | 100% | Dismissed on May 27, 2025 (Note 2) |
Note 1: The number of Sustainable Development Committee meetings required to be attended during the term of office was 2.
Note 2: The number of Sustainable Development Committee meetings required to be attended during the term of office was 1.
Summary of key communications and resolutions:
| Sustainable Development Committee | Agenda | Resolution of the Sustainable Development Committee | Company's Response to the Sustainable Development Committee's Opinions |
|---|---|---|---|
| May 6, 2025 | Proposal to adopt the Regulations Governing the Preparation and Filing of Sustainability Reports | Approved as proposed by all attending members | Approved as proposed |
| June 24, 2025 | Proposal to elect the convener of the Sustainable Development Committee | Approved without objection by all members; Member Li-Ling Chen was elected as convener of the Committee | Approved as proposed |
| August 5, 2025 | 1. Proposal for the 2024 Sustainability Report 2. Proposal to amend the CX-167 Regulations Governing the Preparation and Filing of Sustainability Reports | Approved as proposed by all attending members | Approved as proposed |
(5)Implementation status of the promotion of sustainable development, deviations from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof
| Items for advocacy | Operation Status | Deviations from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| 1. Has the Company established a governance framework to advocate sustainable development and set up a dedicated (concurrently) unit, which is headed by a senior executive at the authorization of the Board and is supervised by the Board, to advocate sustainable development? | ☑ | (1) In December 2024, Dingzing established the “Sustainability Development Committee” as the highest-level organization for promoting corporate sustainability. Independent Director Li-Ling Chen serves as the Chief Convener. Under the Sustainability Development Committee, five working groups were established based on the management dimensions: Corporate Governance, Risk Management, Employee Care & Social Commitment, Customer Service, and Environmental Sustainability. The working groups convene biannual meetings to review the execution performance of their respective sustainability projects, respond to stakeholder expectations, and formulate sustainability strategies. The outcomes and strategic goals are submitted to the Board of Directors at the end of each year to effectively promote Dingzing’s sustainability strategy. The Board of Directors receives quarterly reports from the management team. The management must propose corporate strategies to the Board, which is responsible for evaluating the feasibility of such strategies, monitoring their progress, and urging adjustments by the management team as needed. (2) Sustainability-related topics are jointly convened and discussed by the Chairman and the President. Discussion items include: 1. Continually identifying sustainability-related issues and formulating responsive action plans, such as addressing climate change risks and opportunities and enhancing disclosure of industry-specific indicators (SASB); 2. Revising targets and policies related to sustainability topics, such as greenhouse gas (GHG) inventory and verification, carbon neutrality roadmaps, and energy strategies; 3. Overseeing the implementation of sustainability practices and planning third-party assurance for sustainability reports, with phased verification to be completed progressively. (3) On June 8, 2022, the Board of Directors approved a schedule for GHG inventory and verification. The status of the GHG inventory and verification is reported to the | As explained on the left column | |
| commissioner, and the management team. The management must discuss the impact of the GHG inventory and verification on sustainability. The Board of Directors have been informed that the GHG inventory and verification is not a "sustainable" process. The Board of Directors have been informed that the GHG inventory and verification is not a "sustainable" process. The Board of Directors have been informed that the GHG inventory and verification is not a "sustainable" process. The Board of Directors have been informed that the GHG inventory and verification is not a "sustainable" process. The Board of Directors have been informed that the GHG inventory and verification is not a "sustainable" process. The Board of Directors have been informed that the GHG inventory and verification is not a "sustainable" process. The Board of Directors have been informed that the GHG inventory and verification is not a "sustainable" process. | ||||
| 2. Has the company established a governance framework to advocate sustainable development and set up a dedicated (concurrently) unit, which is headed by a senior executive at the authorization of the Board and is supervised by the Board, to advocate sustainable development? | ☑ | (1) In December 2024, Dingzing established the “Sustainability Development Committee” as the highest-level organization for promoting corporate sustainability. Independent Director Li-Ling Chen serves as the Chief Convener. Under the Sustainability Development Committee, five working groups were established based on the management dimensions: Corporate Governance, Risk Management, Employee Care & Social Commitment, Customer Service, and Environmental Sustainability. The working groups convene biannual meetings to review the execution performance of their respective sustainability projects, respond to stakeholder expectations, and formulate sustainability strategies. The outcomes and strategic goals are submitted to the Board of Directors at the end of each year to effectively promote Dingzing’s sustainability strategy. The Board of Directors receives quarterly reports from the management team. The management must propose corporate strategies to the Board, which is responsible for evaluating the feasibility of such strategies, monitoring their progress, and urging adjustments by the management team as needed. (2) Sustainability-related topics are jointly convened and discussed by the Chairman and the President. Discussion items include: 1. Continually identifying sustainability-related issues and formulating responsive action plans, such as addressing climate change risks and opportunities and enhancing disclosure of industry-specific indicators (SASB); 2. Revising targets and policies related to sustainability topics, such as greenhouse gas (GHG) inventory and verification, carbon neutrality roadmaps, and energy strategies; 3. Overseeing the implementation of sustainability practices and planning third-party assurance for sustainability reports, with phased verification to be completed progressively. (3) On June 8, 2022, the Board of Directors approved a schedule for GHG inventory and verification. The status of the GHG inventory and verification is reported to the | As explained on the left column |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPExListed Companies and reasons thereof |
|---|---|---|
| Yes | No | Summary |
| 2. Does the Company conduct risk assessment on environmental, social and corporate governance issues related to the Company's operations, and has the Company established the relevant risk management policies or strategies based on the materiality principle? | ✓ | |
| Aspect | Material Topic | Impact Description |
| Environment | Climate change response | The Company must identify |
| 3. Does the Company conduct risk assessment on environmental, social and corporate governance issues related to the Company's operations, and has the Company established the relevant risk management policies or strategies based on the materiality principle? | ✓ | |
| Aspect | Material Topic | Impact Description |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | |||||
|---|---|---|---|---|---|---|---|
| Yes | No | Summary | |||||
| factors arising from climate change that may affect operations, such as floods or droughts, increased customer demand for sustainable products, and rising raw material costs, and take early action to avoid business disruption. | highest oversight body for climate risk management and is responsible for reviewing identified climate risks and approving management strategies. Dingzing's climate risk assessment procedures are handled by the Sustainable Development Committee via three functional groups: the Climate Policy and Strategy Team, the Physical Climate and Resource Utilization Team, and the Market and Reputation Team. These teams develop management strategies, action plans, and targets for key climate issues to achieve comprehensive climate risk management. These procedures have been incorporated into the Company's routine internal risk management framework, and climate risk assessments are conducted periodically based on climate and sustainability trends to ensure timely monitoring of current risks. | ||||||
| Environment | Energy and greenhouse gas management | Improving the energy mix and implementing carbon reduction measures can reduce greenhouse gas emissions | Dingzing recognizes the growing impact of greenhouse gases on the global climate and environment. To fulfill its corporate responsibility as a global citizen, the Company has committed to conducting baseline greenhouse gas inventories for its plants, enabling it to effectively monitor emissions and |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | |||||
|---|---|---|---|---|---|---|---|
| Yes | No | Summary | |||||
| and mitigate climate impacts. Effectively understanding emissions data and setting carbon reduction targets helps the Company meet local regulatory requirements, fulfill its duty as a supplier for major brands, and minimize its contribution to global climate change. Failure to manage emissions may result in carbon taxes, carbon fees, and regulatory penalties, as well as adverse | implement voluntary reduction plans based on the results. Greenhouse gas inventories and assurance are conducted in accordance with the GHG Protocol. The Company has also installed solar panels and upgraded to energy-efficient equipment. |
46
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | |||||
|---|---|---|---|---|---|---|---|
| Yes | No | Summary | |||||
| operational impacts due to inability to fulfill bank loan criteria or noncompliance with clients’ carbon reduction requirements. | |||||||
| Social | Diversity, inclusion and human rights protection | In today’s ESG-focused environment, human rights and inclusive workplaces are key business issues. Strong human rights management helps build a respectful and equitable workplace culture and reduces risks of human rights violations. | Dingzing Advanced Materials is committed to building a workplace that upholds human rights and diversity in line with ESG principles, ensuring a positive work environment and protecting the rights of employees and stakeholders. The Company provides awareness programs and training on human rights, diversity and inclusion, and updated requirements from time to time. It also maintains grievance channels and related policies. |
47
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | |||||
|---|---|---|---|---|---|---|---|
| Yes | No | Summary | |||||
| Additionally, a diverse, inclusive workplace enhances corporate image, attracts diverse talent, and supports sustainable development. By establishing a sound human rights policy, the Company can reduce legal risks while enhancing employee loyalty and productivity and safeguarding stakeholders’ human rights. | |||||||
| Social | Talent attraction and retention | Taiwan’s declining birthrate has tightened labor supply, and | To address the issue of talent attraction and retention, the Company has continuously enhanced compensation and benefits in recent years and completed its stock listing. |
48
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | ||||||
|---|---|---|---|---|---|---|---|---|
| Yes | No | Summary | ||||||
| competition for talent continues to intensify. Effective talent attraction and retention measures can reduce turnover, attract new talent, and strengthen the Company's competitive edge. Failure to do so may lead to staff departures, hiring difficulties, and operational impacts. | Through related policies and systems, the Company has committed to achieving its talent attraction and retention goals. Dingzing has expanded staffing in relevant departments; strengthened training, certification, and audit activities; and continues to improve its performance evaluation system to enhance employee engagement. | |||||||
| Social | Occupational health and safety | Providing a safe and healthy workplace and strengthening health management helps improve operational | The Company recognizes employee safety and health as the foundation of its operations. Dingzing is committed to maintaining a safe, healthy, and quality working environment for employees and contractors, thereby protecting their physical and mental well-being and reducing occupational safety risks. |
| Items for advocacy | Operation Status | Deviation s from the Sustainab le Development Best Practice Principles for TWSE/T PEx Listed Compani es and reasons thereof | |||||
|---|---|---|---|---|---|---|---|
| Ye s | N o | Summary | |||||
| resilience and long-term competitiveness. Weak management may result in workplace accidents, regulatory violations, litigation risks, and reputational damage, leading to reduced stakeholder trust and operational stability. | The Company arranges professional certification programs and provides training courses. Equipment is continuously upgraded and additional safety protection devices are installed. | ||||||
| Gov erna nce | Ethical management | Ethical management is fundamental to business operations. Strong ethical standards help build stakeholder trust, gain stakeholder support, reduce the likelihood of unlawful | Based on an operating philosophy of integrity, transparency, and accountability, the Company has adopted ethics-based policies approved by the Board to create a sustainable operating environment. To strengthen management conduct and employee ethics, the Company regularly provides corporate governance training for directors and periodically promotes business ethics awareness, which enhances the understanding of ethical management |
50
| Items for advocacy | Operation Status | Deviation s from the Sustainab le Development Best Practice Principles for TWSE/T PEx Listed Compani es and reasons thereof |
|---|---|---|
| Yes | No | Summary |
| Product | Product quality and safety | To ensure that products consistently meet or exceed customer expectations, Dingzing has established a sound |
| 1. Maintained the validity of the ISO 9001 quality management system certification, ISO 14001 certification, ISO 45001 |
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| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | ||||||
|---|---|---|---|---|---|---|---|---|
| Yes | No | Summary | ||||||
| quality management system that enhances customer confidence. The Company also manages the use of hazardous substances throughout the product life cycle to avoid adverse impacts on the environment or on human rights. | certification, GRS recycling loop certification, OEKO-TEX Standard 100 certification, and IATF 16949 certification. 2. Obtained Bluesign, ISCC PLUS, ISO 13485, and GHG Protocol certifications. 3. Conducted regular quality management education and training. 4. Invested NT$6.81 million in the Product Testing Laboratory in 2025. | |||||||
| Product | Sustainable innovative products | Dingzing has been engaged in the TPU industry for more than 40 years and understands that product innovation is critical to sustainable development. Without continuous innovation, | Dingzing is committed to developing applications for green recycled materials and continuously expanding their use. The Company aims to become an important member of the industry's green supply chain and contribute to energy saving, carbon reduction, and environmental sustainability. 1. R&D investment in 2025 totaled NT$125,652,000, representing 4.64% of total revenue. |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | ||||||
|---|---|---|---|---|---|---|---|---|
| Yes | No | Summary | ||||||
| the Company may be unable to respond to environmental and industry changes, resulting in loss of customers and market share. To implement the Company's sustainable development goals, Dingzing continuously expands TPU applications and launches high value-added products that meet customers' core needs, effectively enhancing corporate competitive ness while helping | 2. The Company employed 16 R&D personnel in 2025. |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | ||||||
|---|---|---|---|---|---|---|---|---|
| Yes | No | Summary | ||||||
| customers achieve environmental goals. | ||||||||
| 3. Environmental Issues(1) Has the Company established an appropriate environmental management system in accordance with its industrial characteristics? | ✓ | (1) The Company obtained ISO14001 environmental management system certification in August 2011; our latest certification is valid from August 29, 2023 to August 28, 2026. Compliance with the environmental safety and health policy formulated by the Company can assist the Company in adopting a correct environmental attitude and adhere to established environmental safety and health management goals to enable employees to understand what they should do for environmental safety and health management, and strengthen the concept of Pollution Prevention in the sustainable development of the enterprise, pursue the achievement of environmental protection goals and a foundation of sustainable operation. Pursue sustainable environmental management and set “reducing waste volume” as a short-term and medium-term performance indicator for environmental management, in a hope to effectively reduce the impact of business activities on the environment and ensure effective environmental management. Status of obtained environmental management system certifications: Kaohsiung factory: ISO 14001 (Certificate valid from August 29, 2023, to August 28, 2026.) Pingtung factory: ISO 14001 (Certificate valid from September 16, 2024, to September 16, 2027.) | No significant deviation | |||||
| (2) Has the Company made effort to enhance the efficient use of energy and used regenerated materials that | ✓ | (2) The Company has obtained the Global Recycled Standard (GRS) certification. Our main product, TPU film, is made from biodegradable TPU (thermoplastic polyurethane) and does not produce toxic gases during the heating process. We will continue to use eco-friendly recycled materials to minimize our environmental footprint. | No significant deviation |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPExListed Companies and reasons thereof | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| have a low impact on the environment? | ||||
| (3) Has the Company assessed the potential current and future risks and opportunities from climate change for the Company, and has the Company taken countermeasures to address the issues? | ✓ | (1) Yes, in 2023, the Company followed the regulatory authority’s guidelines to assess climate-related risks and opportunities. A total of 13 climate-related topics were incorporated into the Company’s climate risk assessment procedures, including 6 transition risks, 2 physical risks, and 5 opportunities. Based on the materiality assessment results, the Company ultimately identified the following three key climate topics for Dingzing: Carbon Pricing Mechanism, Changes in Rainfall and Climate Patterns, and Development or Expansion of Low-Carbon / Eco-Friendly Products and Services. Corresponding management measures and goals have been formulated for these three topics. Considering that there were no significant changes in regulatory requirements or industry trends over the past 2 years, the Company has continued to adopt the climate risk and opportunity assessment results from 2023. For detailed disclosures, please refer to Section 5.1.3 “Climate Strategy” of the 2025 Dingzing Sustainability Report.(2) The Company is concerned about climate change issues, and can alleviate the negative impacts of climate change by promoting improvements in the energy structure or other carbon reduction measures which can reduce greenhouse gas emissions. In 2017, the Company voluntarily purchased 100,000 kWh of green electricity, which is 100% renewable energy primarily derived from wind and solar power. Dingzing is actively promoting a transition to low-carbon energy and has already installed solar power generation equipment on the rooftops of its facilities. | No significant deviation | |
| (4) Has the Company compiled statistics on greenhouse gas emissions, | ✓ | (1) Greenhouse gas management | As explained on the left column | |
| the Greenhouse Gas Industry, and the Company's Greenhouse Gas Industry. The Company's Greenhouse Gas Industry is a large-scale, well-informed, and well-educated company that is not only responsible for the development of greenhouse gas, but also for the development of greenhouse gas in the area of the Greenhouse Gas Industry. The Company's Greenhouse Gas Industry is a large-scale, well-informed, and well-educated company that is not only responsible for the development of greenhouse gas in the area of the Greenhouse Gas Industry. |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPExListed Companies and reasons thereof | |||
|---|---|---|---|---|---|
| Yes | No | Summary | |||
| water consumption, and total volume of waste materials for the past two years, and has the Company formulated policies for greenhouse gas reduction, water use reduction, and other waste management? | Material issue | Energy and greenhouse gas management | |||
| Impact Description | By promoting improvements in the energy structure or other carbon reduction measures which can reduce greenhouse gas emissions, the negative impacts of climate change on the Company can be mitigated. An effective understanding of greenhouse gas emissions data and the establishment of carbon reduction targets helps the Company meet local regulatory requirements and supplier requirements set by brand customers while also reducing its impact on global climate change. Failure to effectively control greenhouse gas emissions may lead to increased carbon taxes or carbon fees, regulatory penalties for noncompliance, or adverse impacts on operations due to failure to meet banks’ lending requirements or customers’ carbon reduction requirements. | ||||
| Policies and commitment | Dingzing is well aware of the climate and environment of the Earth which are gradually deteriorating due to the impact of greenhouse gases. As a global citizen and to fulfill our corporate responsibility, we will focus on the baseline inventory of greenhouse gas emissions in the factory, in order to ensure that our factory truly controls greenhouse gas emissions. Based on the inventory results, we will further implement voluntary greenhouse gas reduction plans. | ||||
| Management policy | To reduce the impact of operational processes, Dingzing promotes the optimization of production processes, replaces energy-saving facilities such as energy-saving equipment and LED lighting intelligent control systems, and improves energy utilization to reduce equipment |
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| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | |||
|---|---|---|---|---|---|
| Yes | No | Summary | |||
| energy consumption. In addition, we actively purchase and use green energy, and strengthen green construction to increase green space and trees, in order to reduce the generation of greenhouse gases. | |||||
| Responsible Unit | Administration Department | ||||
| Resources Invested | Greenhouse gas inventories and assurance are conducted in accordance with the GHG Protocol Installs solar panels and replaces energy-saving equipment | ||||
| Grievance Mechanism | A contact channel is available on the Company's website: http://www.dingzing.com/tw/contactUS | ||||
| Short-, Medium-, and Long-Term Goals | The Company plans to disclose its greenhouse gas (GHG) reduction target by 2027, using no later than 2026 as the base year, in reference to Taiwan's "Sustainable Development Roadmap" and "Sustainable Development Action Plan." | ||||
| Grievance Mechanism | A contact channel is available on the Company's website: http://www.dingzing.com/tw/contactUS | ||||
| 2025 Action Plan and Performance | The annual electricity-related emissions reduction in Year 114 is nearly 10%. The solar power system at the Pingtung plant is currently under construction, with a total area of 2,640.89 square meters. | ||||
| Effectiveness Evaluation | Third-party verification is outsourced annually to ensure the quality of inventory data. Internal meetings are held each year to review the Company's progress in reducing carbon emissions intensity. | ||||
| Dingzing's energy management policies and initiatives are guided by its commitment to sustainable operations, energy conservation, carbon reduction, and coexistence with the environment, and are built around the Company's three core values of Science, Innovation, and Collaboration. To |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPExListed Companies and reasons thereof | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| effectively achieve electricity-saving objectives, actual monthly power consumption is recorded in the Monthly Electricity Usage Log, and electricity consumption targets are established. When usage falls short of targets, the causes are proactively reviewed and corrective actions are implemented when necessary. Dingzing also manages production equipment, lighting systems, and power distribution boxes through routine inspections, and shuts down idle facilities to prevent unnecessary electricity use. Additionally, the Company is actively driving its low-carbon energy transition through the installation of rooftop solar power systems, which currently span a total area of 14,596 square meters. In 2025, Dingzing’s solar systems generated a total of 1,685,879 kWh of electricity, all of which was sold to Taiwan Power Company. Total self-generated energy amounted to 6,070.5468 GJ, reducing annual greenhouse gas emissions by approximately 1,975.7 tons of CO2e. Greenhouse Gas Inventory Under the challenge of global climate change, companies must find ways to reduce greenhouse gas emissions during their operations in order to mitigate the negative impact on the environment. To effectively manage greenhouse gas emissions in the factory area, Dingzing has been collecting energy usage data since 2021, and conducting inventory of refrigerant and fire extinguisher gas filling data of different equipment to evaluate greenhouse gas emission activities and formulate carbon reduction policies. Dingzing also actively advocates energy conservation and carbon reduction to its employees, strengthens its concept of carbon reduction, encourages the shutdown of unused air conditioning, electronic equipment, and public appliances at any time to implement the spirit of energy conservation and carbon reduction. In addition, the Company actively replaces traditional equipment and lighting fixtures with more energy-efficient facilities to gradually reduce greenhouse gas emissions. In 2022, the Company established a greenhouse gas inventory mechanism with reference to the ISO 14064-1:2018 GHG |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPExListed Companies and reasons thereof | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| inventory standard, and has subsequently conducted annual greenhouse gas inventories by category to monitor greenhouse gas usage and emissions. Since 2022, the Company has progressively expanded both its inventory boundary and reporting categories. In 2024, the inventory boundary covered the Kaohsiung factory, Pingtung factory, and Taichung Office, and the reporting categories covered Category 1 through Category 4. Starting in 2025, the Company adopted the GHG Protocol Corporate Standard for disclosure and gradually introduced a voluntary Scope 3 inventory mechanism to identify indirect emissions arising from key value chain activities and to strengthen overall emissions management. In 2025, Scope 3 was the primary source of emissions, accounting for approximately 79.1% of total emissions, whereas Scope 1 and Scope 2 combined accounted for approximately 20.9%. Compared with the previous year, total greenhouse gas emissions increased in 2025, mainly due to the transition in inventory methodology from the ISO framework to the GHG Protocol, together with the expanded inclusion of Scope 3 emission categories, which increased the overall reported total. However, examining Scope 1 and Scope 2, combined emissions in 2025 decreased by approximately 1,702 tons of CO2e compared to the previous year, representing a reduction of more than 7%, and reduction was primarily attributable to the effectiveness of energy management and emission reduction measures. Moreover, greenhouse gas emissions intensity in 2025 was 7.8071 tons of CO2e per NT$1 million of revenue. This was slightly higher than the 7.3030 tons of CO2e per NT$1 million recorded in the previous year, and was mainly due to lower revenue and changes in the energy consumption mix. Energy Conservation and Carbon Reduction Measures Electricity consumption is Dingzing’s primary source of energy use and greenhouse gas emissions. To reduce energy intensity at its facilities, the Company continues to implement various energy-saving management measures. In daily operations, equipment usage controls are enforced, such as |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPExListed Companies and reasons thereof | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| shutting down idle machinery, fans, and lighting during daily break periods to reduce unnecessary energy consumption. At the same time, Dingzing promotes paperless operations through the gradual adoption of online approval workflows and electronic document management systems to reduce paper use and related resource consumption.In terms of equipment management, Dingzing continues to review high energy-consuming and fuel-consuming equipment. When equipment replacement is required, the feasibility of adopting electricity-powered equipment is evaluated in order to reduce fuel use and related air pollutant emissions.Overall, the Company’s key focus in 2025 was the optimization of energy-saving management practices and the evaluation of equipment replacement, combined with the progressive establishment of data collection and management mechanisms for energy conservation and carbon reduction.Going forward, Dingzing will systematically identify major emission sources based on greenhouse gas inventory results and carbon reduction targets, and develop specific energy-saving and carbon reduction initiatives. The Company will also strengthen the quantitative evaluation and tracking of carbon reduction results to continuously improve energy efficiency and reduce environmental impacts.In 2025, Dingzing launched the installation project for a solar power generation system at the Pingtung factory. Solar panels were installed on the plant rooftop, with a total installation area of approximately 2,640.89 square meters and an installed capacity of 565.46 kWp. Under the initial plan, the system will operate in grid-connected mode, with self-generation for self-use as the primary principle. In the future, electricity generated will be prioritized for plant production and operational needs, thereby reducing reliance on purchased electricity; lowering greenhouse gas emissions; and supporting the Company’s energy conservation, carbon reduction, and sustainable development goals.(2) Waste Management |
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| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPExListed Companies and reasons thereof | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| Dingzing prioritizes environmental protection and has established the Waste Management Measures to strictly monitor waste and promote waste reduction throughout its operations. Key initiatives include waste reuse programs (such as recycling polystyrene, packaging bags, and waste plastics), expanding recyclable categories, and upgrading equipment to reduce waste lubricants. The Company also carefully selects raw materials and suppliers, continuously improves technologies, seeks environmentally friendly materials, and complies with relevant regulations and customer requirements. As Dingzing primarily manufactures various film materials for sale to downstream processors after packaging, various packaging materials—including cartons, cardboard, paper tubes, polystyrene, bubble wrap, and adhesive tapes—are used to ensure transportation safety. The Company actively works with customers to reduce packaging usage without compromising product protection. This is achieved through redesigned packaging, the use of thinner materials, or more compact packaging designs, such as replacing polystyrene packaging with carton packaging, reducing carton dimensions to minimize the use of fillers (such as bubble wrap and dividers), and selecting recyclable packaging materials such as cardboard, paper, and plastics. In addition, Dingzing strictly implements a Zero Material Waste policy during the production process. Residual materials generated during production are collected and reused through remelting to manufacture Provecta™ Recycled advanced film products. By using recycled materials, the Company reduces the demand for virgin materials, minimizes waste and environmental impact, and creates economic benefits. |
Waste Disposal Monitoring and Control
Dingzing monitors and controls the generation and flow of waste and harmful substances, and minimizes waste output through “zero material waste” and packaging material reduction, in order to reduce resource waste and achieve environmental protection and reduce environmental burden. Dingzing attaches great importance to resource classification and recycling, and has set up a resource recycling area in the | |
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| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPExListed Companies and reasons thereof | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| factory. According to regulatory definitions, the resource waste that may be produced in the factory, such as paper, metal, glass, plastic, etc., is collected in a centralized manner and cleared by external qualified resource recyclers. Hazardous waste is clearly labeled with the waste name, stored centrally, and then handed over to a qualified waste disposal vendor for disposal. When outsourcing hazardous waste treatment, Dingzing will assign dedicated personnel to conduct on-site audits to ensure that there is no environmental pollution during the treatment process. GPS tracking will also be set up on their transportation vehicles, and waste treatment companies are required to fill out the Waste Treatment Tracking Audit Form when collecting waste at the factory to ensure that hazardous waste is confirmed and properly disposed of. There was no case of the waste treatment vendor violating regulations in 2025.Dingzing Waste Flow Map | ||||
| Raw material | ||||
| Upstream of the value chain | ||||
| Production | ||||
| Self-operating | ||||
| Waste | ||||
| Downstream of the value chain | ||||
| Raw material | ||||
| Unsurfacturing | ||||
| Product | ||||
| Waste | ||||
| Waste | ||||
| Waste Composition and Disposal Structure In 2025, Dingzing's total waste generated amounted to 404.88 metric tons, including mixed waste plastics, mixed waste wood, mixed waste fiber or other cotton/fabric materials, waste lubricating oil, and mixed waste paper. The Company manages waste through incineration and recycling. Since launching its waste reutilization program in 2022, Dingzing has recycled and reused materials such as polystyrene foam, packaging |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof |
|---|---|---|
| Yes | No | Summary |
| bags, and waste plastics. As a result, in 2025, the waste recycling rate reached 65.45%, representing a 30.07% increase compared with the previous year. | ||
| Item (Unit: ton) | Factory | 2023 |
| Non-hazardous business waste | Hazardous business waste | Waste Proportion |
| Recovery | Kaohsiung factory | 8.65 |
| Pingtung factory | 1.83 | 0.00 |
| Incineration | Kaohsiung factory | 279.70 |
| Pingtung factory | 59.17 | 0.55 |
| Total quantity | Kaohsiung factory | 288.35 |
| Pingtung | 61.55 | 71.22 |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Yes | No | Summary | |||||||||
| factory | |||||||||||
| Total | 349.90 | 367.18 | 404.88 | ||||||||
| Annual Revenue (NT$ Million) | 2,647 | 3,128 | 2,708 | ||||||||
| Waste Intensity(t / NT$M) | 0.1322 | 0.1174 | 0.1495 | ||||||||
| Note 1: The Pingtung factory sends recyclable waste back to the Kaohsiung factory for processing.Note 2: Hazardous waste information was not included in 2023 and 2024. Accordingly, the relevant information has been restated.Water Resources and Wastewater ManagementDingzing understands the importance of water resources for the environment and the society. In the context of limited water resources, the Company complies with government regulations and administrative policies to move towards sustainable water resource management. Dingzing sources its water from Taiwan Water Corporation. Water used at the Kaohsiung factory is supplied by the Fengshan Water Treatment Plant, whereas the Pingtung factory sources water from the Pingtung Export Processing Zone Water Purification Plant. According to the Aqueduct Water Risk Atlas by the World Resources Institute (WRI), all of Dingzing’s operating sites are located in areas with low to medium water stress.To reduce the potential impact of plant water consumption on local water resources, the Company has established water resource management systems at its facilities. Water usage is regularly monitored, water-saving measures are implemented to reduce consumption, and internal water recycling systems are optimized, including the reuse of cooling water.Wastewater collection pipelines at the plants are connected to |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPExListed Companies and reasons thereof | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| centralized wastewater treatment facilities for treatment and are never discharged directly into external drainage channels. In view of potential water shortage risks, Dingzing has conducted water resource risk assessments. Current water use at the plants is mainly concentrated in air-conditioning cooling systems, whereas production processes do not have direct water demands. Accordingly, the impact of water supply interruptions on the Company is relatively limited. Dingzing's water source is municipal tap water, and in the event of a water suspension, Taiwan Water Corporation would provide advance notice. The plants would then prepare water reserves in advance or arrange water tanker deliveries to address temporary shortages. Dingzing's wastewater mainly consists of domestic wastewater, which is uniformly discharged to wastewater treatment facilities for processing, and regular water quality testing is conducted. Through these measures, the Company seeks to prevent adverse impacts from water scarcity and pollution. Dingzing also reduces water consumption at the source, strengthens wastewater treatment, and builds cooperative relationships to achieve the sustainable use and management of water resources. Water Use Structure and Management The Company's water use mainly consists of process water and domestic water, with 100% sourced from municipal tap water. In 2025, total water withdrawal amounted to 90,064 tons, with a water withdrawal intensity of 33.2585 tons per NT$1 million of revenue. In 2024, total water withdrawal was 87,259 tons, with a water withdrawal intensity of 27.8961 tons per NT$1 million of revenue. Most of Dingzing's water demand is related to cooling towers. During routine internal inspections in 2025, the Company identified aging cooling towers and excessive algae buildup, which had caused significant water accumulation. As a result, the cleaning frequency of the cooling towers was increased, leading to a slight rise in water withdrawal. Dingzing will continue to monitor and review water usage conditions and seek additional feasible measures to improve water resource efficiency. |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof |
|---|---|---|
| Yes | No | Summary |
| Region | Kaohsiung | Pingtung |
| Total water intake | 67,322 | 23,719 |
| Total emission | 32,059 | 10,495 |
| Water consumption | 35,263 | 13,224 |
| Annual Revenue (NT$ Million) | 2,647 | 3,128 |
| Water intake intensity (t / NT$M) | 34.3940 | 27.8961 |
| Note 1: In 2024, the reporting boundary for 2023 was expanded to include both the Kaohsiung factory and the Pingtung factory. Accordingly, the relevant information was restated in 2024. Wastewater Control The wastewater from Dingzing primarily consists of circulating cooling water and domestic sewage, which are collected through wastewater collection pipelines and transported to the wastewater treatment factory for centralized treatment, and they are never directly discharged into external ditches. The Company entrusts external organizations to conduct water quality testing every six months to ensure that the wastewater meets the Discharge Water Standards. We also cooperate with the wastewater treatment factory in Linhai Industrial Zone and Pingtung Technology Industrial Park to assist the Company in monitoring the discharged wastewater at any time. The monthly monitoring results of the wastewater is |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPExListed Companies and reasons thereof | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| provided to the Company for verification and filing, so as to effectively control the drainage volume and water quality. On January 8, 2025, Dingzing received a notice from the Joint Wastewater Treatment Plant of the Kaohsiung Linhai, Linyuan, and Dafa Industrial Parks under the Ministry of Economic Affairs, indicating that the wastewater discharged on January 6 exceeded the plant’s influent limit standards based on sampling test results. Following an internal review, the Company determined that the temporary irregularity was caused by the impact of year-end cleaning operations on wastewater quality. Upon receiving the notice, the Company immediately implemented adjustment and corrective measures, including strengthening wastewater discharge management, reviewing relevant operating procedures, and enhancing employee awareness and control measures, while continuing to monitor water quality changes. All corrective actions have been completed, and the discharged wastewater quality has returned to compliant levels. In addition, during routine water quality testing on April 2, 2025, at the Pingtung plant, the ammonia nitrogen level in the discharged wastewater was found to exceed the park’s acceptance standards. On November 5 of the same year, an elevated pH level (9.32) was also detected in the discharged wastewater. Internal investigations revealed that these abnormalities were mainly caused by the decomposition of organic matter in the septic tank and prolonged retention time, leading to increased ammonia nitrogen levels. Additionally, during maintenance of the cooling tower system, higher dosages of chemicals were applied to inhibit biofilm formation, which also contributed to the irregularities. Following these incidents, the Company promptly implemented measures such as optimizing wastewater treatment operating conditions, reviewing chemical dosing management mechanisms, and strengthening routine monitoring and employee training. All improvement measures have now been completed, and verification sampling conducted by the joint wastewater treatment plant confirmed |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Yes | No | Summary | |||||||||
| that the issues have been effectively resolved, with discharged wastewater quality restored to compliant levels. The Company will continue to carry out water quality monitoring and management to reduce the risk of similar occurrences in the future. | |||||||||||
| Water quality standards | 2023 | 2024 | 2025 | Regulatory standard value | |||||||
| Kaohsiung | Pingtung | Kaohsiung | Pingtung | Kaohsiung | Pingtung | Kaohsiung | |||||
| pH | 7.65 | 7.76 | 7.63 | 7.01 | 7.12 | 8.24 | 5~9 | ||||
| COD (mg/L) | 144.5 | 6.3 | 123 | 57.7 | 112.25 | 17.1 | 480 | ||||
| SS (mg/L) | 69 | 0.2 | 17.85 | 13 | 21.85 | 2.1 | 240 | ||||
| Note 1: The Kaohsiung factory follows the management standards for the use and discharge of sewage in the Linhai Industrial Park.Note 2: The Pingtung factory follows the management standards for the use and discharge of sewage in the Pingtung Technology Industrial Park. | |||||||||||
| 4. Social issues (1) Has the Company established related management policy and procedure in accordance with | ✓ | (1) The Company complies with labor laws and regulations, and formulates our Social Responsibility Policy in accordance with international human rights conventions such as the UN Universal Declaration of Human Rights and the International Labor Organization’s Declaration on Fundamental Principles and Rights at Work. We do not employ child labor or forced labor, and prohibit any discriminatory measures when hiring employees.Human Rights and Diverse and Inclusive Workplace | No significant deviation |
| Items for advocacy | Operation Status | Deviations from the Sustainable Development Best Practice Principles for TWSE/TPExListed Companies and reasons thereof | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| applicable legal rules and international conventions on human rights? | Dingzing recognizes and voluntarily adheres to internationally recognized human rights standards, including the Universal Declaration of Human Rights, the United Nations Global Compact, the United Nations Guiding Principles on Business and Human Rights, and the International Labour Organization (ILO). The Company has adopted a Social Responsibility Management Policy, respects the protections set out in human rights conventions, and has published the policy on its corporate website. During the manufacturing and sale of related products and the provision of after-sales services to customers, Dingzing Advanced Materials complies with its human rights policy and code of conduct. Additionally, the Company conducts annual reviews of employee awareness and compliance with core requirements related to labor rights, ethical integrity, child labor, labor-management relations, forced labor, working hours, and anti-discrimination. Going forward, the Company will continue to monitor human rights issues and promote relevant training programs to strengthen awareness and reduce the likelihood of related risks. During the manufacturing and sale of related products and the provision of after-sales services to customers, Dingzing Advanced Materials follows the principles below: • Prohibition on forced labor, coerced labor, and prison labor. • Prohibition on the recruitment of child labor and the exploitation children in any form. • Respect for employees’ rights to freedom of association and collective bargaining. • Provision of an equitable and fair working environment and prohibition on all forms of discrimination, harassment, and abuse. • Provision of safe and healthy working and living conditions to protect employee safety and health. • Provision of reasonable compensation and benefits sufficient to meet employees’ basic needs. • Appropriate arrangement of production plans and provision of reasonable working hours, rest periods, and leave. |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| Dingzing attaches great importance to the rights and interests of workers and has formulated human rights related policies, including: The Management Measures in Work Rules - Appeals and Punishments for Sexual Harassment Prevention; the Management Measures for the Elimination of All Forms of Racial Discrimination; the Management Measures for Child and Youth Labor; and the Management Measures in Work Rules - Working Hours, Rest, Vacation and Leave. These ensure the freedom of association of employees and suppliers, and that there is no child labor employed and no incident of discrimination and violation of freedom of association. The Company also complies with the Gender Equality in Employment Act and other relevant regulations by implementing measures such as parental leave and family care leave, thereby fostering a friendly and inclusive workplace. Dingzing has formulated the Employee Appeal Management Measures, provided an email address [email protected] and a mailing address for complaints, and confirms the mail receipt status daily. If there is any complaint, the Company will handle it as soon as possible and ensure that all personnel involved in the complaint process have full confidentiality responsibilities, and do not disclose information related to the complainant and the process to protect the rights and interests of employees. In November 2023, Dingzing established a social responsibility management system and framework in line with international standards, conducting a comprehensive review of the Company’s policies and regulations. Enhancements were made to systems related to the prevention of sexual harassment, racial discrimination, prohibition of child labor, and employee grievance mechanisms. In 2025, the Company conducted human rights-related training programs, including courses on anti-bullying (prevention of unlawful workplace harassment and violence) and personal data protection. A total of 682 attendees were recorded, with 508 total training hours completed. Going forward, the Company will continue to monitor human rights issues and promote relevant training programs to strengthen human rights awareness and reduce the likelihood of related risks. |
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| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPExListed Companies and reasons thereof | ||||||
|---|---|---|---|---|---|---|---|---|
| Yes | No | Summary | ||||||
| Employee DiversityAs of the end of 2025, Dingzing had a total of 635 full-time employees, with no contract-based hires. The Company ensures that compensation and benefits are not influenced by gender, age, nationality, race, religion, or job position. However, due to the nature of the industry, which requires strong science and engineering skills, male employees comprised 80.16% of the workforce. In terms of age distribution, employees aged between 30 and 50 represented the largest group, accounting for 82.21% of all employees, followed by those under 30 years old, who made up 10.71%. This age structure supports the Company's rapid growth. Dingzing is committed to building a diverse, equitable, and inclusive workplace. In 2025, the Company employed five individuals with disabilities, exceeding legal requirements. | ||||||||
| (2) Has the Company established and implemented reasonable employee benefit measures (including compensation, leave, and other benefits), and are operational performance and results appropriately reflected in employee compensation? | ✓ | (2) Dingzing provides employees with stable compensation packages that are competitive in the market. In 2025, overall salary levels remained generally in line with the previous year. Compensation levels are determined based on each employee's educational background, work experience, professional knowledge and skills, years of service, and individual performance. Total compensation for all employees does not differ on the basis of gender, age, race, nationality, religion, political affiliation, or sexual orientation. | No significant deviation | |||||
| Salary Ratio by Gender | ||||||||
| 2025 | Senior supervisors | Mid-level supervisors | General employees | |||||
| Gender | Male | Female | Male | Female | Male | |||
| Salary | 80 | 100 | 97 | 100 | 123 | |||
| Compensation | 99 | 100 | 101 | 100 | 123 | |||
| Note 1: Senior executives include Chairman, President, Director General, Senior Manager, Deputy Plant Manager, Department Head, Manager, Supervisor, Division Director and Special Assistant. |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPExListed Companies and reasons thereof | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| Note 2: Mid-level managers include Deputy Department Head, Assistant Manager, Deputy Supervisor, Section Chief, Team Leader, Deputy Team Leader, Senior Specialist, Principal Engineer, and Secretary. | ||||
| Note 3: Remuneration includes: base salary, overtime pay, meal allowance, unused leave bonus, quarterly bonus, holiday bonuses, year-end bonus, profit-sharing bonus, director remuneration, raffle prizes, travel allowance, maternity allowance, commemorative pure gold badge and ring for long-serving employees, subsidies from the Employee Welfare Committee and talent award. | ||||
| Note 4: Employees who joined, resigned, or took unpaid leave during the year are excluded from the statistics. | ||||
| Dingzing is also committed to providing a transparent and fair compensation system. The ratio of the highest paid individual’s annual total income to the median annual total income of other employees (excluding the highest paid individual) in 2025 (that is, the “median ratio”) was 6.64. The ratio of the percentage increase in annual total income of the highest paid individual in 2025 to the median increase in annual total income of other employees (excluding the highest paid individual) is 5.42. | ||||
| Dingzing provides employees with reasonable rights and benefits. In accordance with the Employee Welfare Fund Act, Dingzing’s Employee Welfare Committee (below, the Welfare Committee) is established with the approval of the competent authority. The committee meets every two months to listen to employee opinions and give feedback. It also cares about the physical and mental health of employees, and has diverse and rich club activities, providing employees with opportunities to learn and improve leisure and entertainment, and maintaining a good and harmonious labor management relationship. | ||||
| Employees are the most important asset of the Company, and the Welfare Committee is committed to creating the most suitable high-quality environment for employees in the hope that employees can balance work and life to achieve a state of happiness. The Committee primarily handles large-scale corporate events, club activities, employee tourism |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPExListed Companies and reasons thereof | |||
|---|---|---|---|---|---|
| Yes | No | Summary | |||
| coordination, bonus and allowance distribution and other welfare measures.Dingzing is committed to providing comprehensive care for its employees. Based on the physical and emotional needs of employees at different stages of life, including single life, marriage, childbirth, parenting, and caring for elderly family members, the Company provides corresponding resources and support. Through these efforts, Dingzing seeks to create a friendly, secure, and inclusive workplace environment that fosters employee well-being and work-life balance. | |||||
| Category | Benefit | Description | |||
| Compensation and Protection | Various bonuses | To recognize employees’ hard work and contributions, the Company offers a diversified bonus program, including bonuses for the three major festivals, birthday gifts, and perfect attendance bonuses, as well as marriage, childbirth, and funeral allowances. In 2025, a total of 35 employees applied for marriage, childbirth, or funeral allowances. | |||
| Long service recognition | Employees who reach specified service milestones are presented with honorary awards such as pure gold medals and commemorative rings in recognition of their long-term contributions. | ||||
| Employee insurance and retirement plans | In accordance with the Labor Pension Act, the Company contributes pension funds monthly to employees’ individual pension accounts at no less than 6% of monthly salary. Employees’ voluntary contribution rate reached 11.2%. The Company also provides retirement consultation services and retirement planning seminars. |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | ||||
|---|---|---|---|---|---|---|
| Yes | No | Summary | ||||
| Retirement recognition | Employees reaching retirement age are presented with commemorative gold medals as an expression of the Company's appreciation and recognition. | |||||
| Family-Friendly Marriage and Parenting Support | Marriage gift and marriage leave | The Company provides marriage gifts and marriage leave. Employees may flexibly arrange leave within 1 year from the date of marriage registration. | ||||
| Maternity leave/ paternity leave | The Company provides comprehensive maternity leave and paternity leave programs to support employees' physical well-being and family needs during pregnancy and childbirth. In 2025, a total of 14 employees applied. | |||||
| Childcare subsidy | The Company provides childcare and education subsidies, with applications accepted in two rounds each year. In the first half of 2025, 63 employees received a total of NT$168,000; in the second half, 58 employees received a total of NT$152,000. | |||||
| Childcare resources | The Company partners with daycare centers and kindergartens to provide childcare discounts and preferential arrangements for employees' children. | |||||
| Family care leave | Total family care leave hours applied for in 2025 reached 1,071.5 hours, reflecting the Company's continued promotion of family-friendly policies. | |||||
| Lactation Room | A lactation room is provided for employees' use during working hours. |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPExListed Companies and reasons thereof | ||||
|---|---|---|---|---|---|---|
| Yes | No | Summary | ||||
| Physical and Mental Well-being | Employee travel | Employees with at least 1 year of service are provided a travel subsidy of NT$12,000 and 3 days of travel leave. | ||||
| Friendly leave programs | The Company provides birthday leave (1 paid day after 1 year of service), pet care leave (treated the same as family care leave and not affecting perfect attendance eligibility), as well as menstrual leave, health check leave, and other leave benefits. | |||||
| Employee clubs | The Company has established 15 employee clubs of various interests, including the E7 Fun Club, Dingzing Hiking Team, DZ Badminton Club, Movie Lovers Club, and Oily Beats Club. Each club may receive subsidies three times per year, at NT$5,000 per subsidy, to promote employee interaction. | |||||
| Contracted vendors | The Company partners with 13 preferred vendors, including restaurants, daycare centers, kindergartens, travel, and lodging providers, to offer employee discounts. | |||||
| Large-scale events | The Company holds an annual year-end party featuring raffles and cash prizes, and also organizes events such as Family Day from time to time to engage employees across the Company, promote cross-department communication and collaboration, and share the Company’s future business outlook and sustainability vision. | |||||
| Parental Leave |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPExListed Companies and reasons thereof | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| To encourage and support employees in raising their children with confidence, Dingzing complies with Taiwan’s Gender Equality in Employment Act and has established comprehensive application mechanisms for family care leave and parental leave, enabling eligible employees to apply based on their needs while safeguarding their rights and interests. In 2025, a total of 53 employees were eligible for parental leave, 5 of whom applied, representing an application rate of 9.43%. In the same year, 4 employees were due to return to work following unpaid parental leave, and 3 employees actually returned, representing a return-to-work rate of 75%. Moreover, the 2 employees who returned to work in 2024 both remained employed for more than 1 year, resulting in a retention rate of 100%. Dingzing has also entered into partnership agreements with 5 licensed preschools and provides childcare subsidies, enabling employees to focus on their work while also caring for their families. | ||||
| (3) Has the Company provided a safe and healthy work environment for employees, and provided education on labor safety and health regularly? | ✓ | (3) Occupational Health and Safety | No significant deviation | |
| Management Approach | ||||
| Impact Description | ||||
| Policy and Commitment | We recognize that employee safety and health are the foundation of business operations. Therefore, we are committed to ensuring health and safety by providing a secure, healthy, and high-quality working environment for employees and contractors, protecting their physical and mental well-being, and reducing occupational safety and health risks. |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | |||
|---|---|---|---|---|---|
| Yes | No | Summary | |||
| Management Approach | We comply with occupational safety and health regulations and adopt a management system framework to establish mechanisms for safety, hygiene, and health control. Occupational Safety and Health Committee meetings are held regularly (quarterly) to discuss safety and health issues at the plants, in conjunction with on-site inspections to create a safe workplace and enhance employee operational safety. | ||||
| Responsible Unit | Occupational Safety Team | ||||
| Resources Invested | Arranges training for employees to obtain relevant operational licenses and provides educational training courses. Equipment is gradually updated and fitted with additional safety protection devices. | ||||
| Grievance Mechanism | Quarterly Occupational Safety and Health Committee meetings are held to track management goals and enhance performance in occupational safety and health. Occupational Safety Team extension: 15501 e-mail: [email protected] | ||||
| Short-, Medium-, and Long-Term Goals | Short-term: Maintain the effectiveness of the ISO 45001 management system by 2027. Medium-term: Maintain the effectiveness of the ISO 45001 management system and pass TOSHMS certification by 2028. Long-term: Maintain the effectiveness of the ISO 45001 management system and TOSHMS certification by 2031, and achieve zero occupational injuries. | ||||
| 2025 Action Plan and Performance | ISO 45001 management system certification obtained. In 2025, a total of 2,730 hours of occupational safety and health training were conducted, with 302 participant instances. |
| Items for advocacy | Operation Status | Deviation s from the Sustainable Development Best Practice Principles for TWSE/T PEx Listed Companies and reasons thereof | |||
|---|---|---|---|---|---|
| Yes | No | Summary | |||
| Effectiveness Evaluation | An internal trace audit of the ISO 45001 management system is conducted annually. A third-party recertification audit is conducted every three years. Occupational incident data is reviewed quarterly. | ||||
| In order to ensure the safety and health of all employees of the Company, Dingzing promotes “valuing industrial safety” and “creating a zero-disaster environment” to protect employee safety, is committed to eliminating any potential hazards, improving employee safety and health awareness, and complying with regulations and responsibilities. We attach great importance to protecting the environment, preventing pollution, preventing hazards, and achieving sustainable development. We discuss with employees and their representatives to develop occupational safety and health policies to ensure compliance with legal regulations, prevent injuries and diseases, and continuously improve to achieve the goal of sustainable development. | |||||
| In accordance with ISO45001:2018 Occupational health and safety management systems, Dingzing fully understands the hazards and risks in the workplace, evaluates the impact on all personnel within the Company (including all employees, contractors and visitors), applies the system to production and operational activities, and ensures that all personnel have the correct understanding, to ensure that employees work in a healthy and non-invasive environment. Internal surveillance audits of the ISO 45001 management system are conducted annually, and recertification audits by an independent third-party certification body are conducted every 3 years. In 2023, the Company passed an audit assessment conducted by an external organization, with the certification valid from March 24, 2023, to March 23, 2026. Dingzing subsequently passed a surveillance audit conducted by a third-party organization on March 25, 2024, and completed a follow-up surveillance audit conducted by a third-party organization on March 28, 2025. | |||||
| Participation, Consultation and Communication of Occupational Safety and Health Workers |
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| Items for advocacy | Operation Status | | | Deviation
s from the
Sustainable
Development Best
Practice
Principles
for
TWSE/T
PEx
Listed
Companies
and
reasons
thereof |
| --- | --- | --- | --- | --- |
| | Yes | No | Summary | |
| | | | Dingzing has established an Occupational Safety and Health Committee, with labor representatives accounting for more than half of the members. Regular meetings of the Committee are held every quarter, and both the labor and the management sign labor contracts to protect the work rights and interests of employees. In order to prevent occupational injuries and ensure the safety and health of workers, we have established labor safety and health work rules for all employees to abide by and jointly prevent accidents and work safety incidents. The main communication topics for the 2025 Occupational Safety and Health Committee meeting are as follows:
1. Reduce the probability of occupational disasters and implement 6S.
2. Implement automatic equipment inspection and maintenance.
3. Implement garbage classification and resource recycling.
4. Handle on-the-job training matters.
5. Implement work environment monitoring matters.
6. Follow the SOP for operational procedures
In addition, the Company has established communication management procedures to establish internal and external communication channels for the environmental safety and health inspection aspect and the environmental safety and sanitation management system, so as to facilitate communication between different departments and levels within the Company, and to receive, record and respond to information conveyed by external stakeholders (including residents outside the factory, environmental protection groups, medias, academic institutions, contractors, suppliers, county and city governments’ environmental protection bureaus, and business institutions).
Contractor Management
The Company has established a Contractor Construction Management System with standardized procedures for contractors’ occupational safety and health management. The system covers pre-construction review, on-site supervision during construction, and post-construction corrective | |
79
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| mechanisms to ensure safe contractor operations and reduce occupational safety and health risks related to operations. Prior to commencement of work, contractors are required to submit construction plans and risk assessments for internal review. The Company verifies contractors’ training records, professional certifications, and safety protection measures. Contract terms also clearly require contractors to comply with occupational safety, environmental protection, and other applicable regulatory obligations. During construction, the engineering and occupational safety units conduct on-site supervision and inspections to enforce personnel access control, hazard communication, and implementation of safety measures; deficiencies are reported and corrected promptly. For high-risk work activities, such as working at height, electrical work, and lifting operations, specific safety operating procedures and protection requirements are in place to prevent occupational accidents. The Company has also established an incident reporting and investigation mechanism. When safety violations or incidents occur, contractors are required to take immediate corrective action, with follow-up monitoring of effectiveness. If necessary, control measures such as work suspension or personnel replacement may be imposed to prevent recurrence. Through its contractor management mechanisms, the Company systematically identifies and controls occupational safety and health risks associated with construction activities, including potential hazards such as falls, electric shock, machinery-related injuries, and traffic safety risks. The following measures are implemented to reduce adverse impacts, minimize occupational safety and health risks to employees, contractors, and the work environment, and continuously strengthen risk prevention and management capabilities: | ||||
| - Establishment of plant access control and identification systems to ensure controlled personnel entry and exit. | ||||
| - Enforcement of safety requirements for high-risk operations (such as fall protection for work at height, lockout/tagout, and hot work control). |
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| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| • Strengthening on-site inspections and immediate corrective action mechanisms for deficiencies. | ||||
| • Requiring contractors to install necessary protective equipment and safety signage. | ||||
| • Incorporating safety performance into contractor management and contract performance evaluations. |
Occupational Safety and Injury Prevention
Hazard Identification and Risk Management
The Company has formulated occupational safety and health regulations and sets specific, measurable and achievable goals, and emphasizes the continuous improvement of employee occupational safety and health protection measures to achieve the best occupational safety and health performance. The Company promotes corporate risk management and categorizes hazards into five categories through systematic procedures, including physical, chemical, biological, human factors engineering, and others. In order to improve the level of safety and health and ensure implementation, we implement the establishment, change, procurement, contracting, emergency response, automatic inspection and improvement, as well as audit, correction, and recording of safety and health management systems, in order to improve safety and health standards and ensure firm implementation.
Dingzing calculates the likelihood of occurrence through the frequency of operations exposure and the probability of event occurrence, and ranks the risk levels based on the severity of injury or loss. In order to effectively reduce the occurrence of risks, the Company has established risk prevention measures, improved software and hardware facilities and protective equipment, and strictly supervised the implementation of control measures to effectively reduce the occurrence of hazards. The operation of the management mechanism is handled in accordance with the Management Measures for Occupational Safety and Health Hazard Identification in the factory area. The following are the existing protective measures of Dingzing: | |
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| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPExListed Companies and reasons thereof | ||||
|---|---|---|---|---|---|---|
| Yes | No | Summary | ||||
| Category | Hazard risk | Description of protective measures | ||||
| Hardware measures | Fall/roll off | Guardrails/enclosures, safety nets, safety ropes, safety lifting equipment, aerial work vehicles, mobile construction frames, etc. | ||||
| Collision | Guardrails/enclosures, contact prevention devices (including alarms and contact stop devices), etc. | |||||
| Object falling off | Guardrails/enclosures/safety nets, anti-slip tongue plates, over winding prevention devices, etc. | |||||
| Clipping/rolling | Guardrails/guards, braking devices, manual safety devices, light sensitive safety devices, power blocking devices, contact prevention devices, etc. | |||||
| Exposure to harmful substances | Double sleeves, leak detectors, anti-spill berms, liquid trays, flushing facilities, ventilation and exhaust devices, etc. | |||||
| Electric shock | Anti-electric shock devices, residual current circuit breakers, grounding facilities, etc. | |||||
| Fire/explosion | Explosion-proof electrical equipment, fire detectors, fire protection facilities, high-temperature automatic sprinkler systems, explosion-proof walls, static elimination equipment (such as static clamps, static brushes, static copper wires, static cloths, increasing working environment humidity, etc.), frozen/refrigerated storage, etc. | |||||
| Object rupture | Intrinsic safety design (design pressure higher than the maximum pressure in case of abnormality), temperature/pressure gauges, high |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | |||
|---|---|---|---|---|---|
| Yes | No | Summary | |||
| temperature/high pressure alarms, high temperature/high pressure interlock shutdown systems, pressure relief devices (including safety valves, rupture discs, pressure regulating devices, etc.), vacuum breaking devices, etc. | |||||
| Chemical leakage | Double sleeves, leak detectors, anti-spill berms, liquid trays, emergency shut-off valves, sprinkler systems, flushing facilities, ventilation and exhaust devices, etc. | ||||
| Software | Training, a variety of certificates of conformity, health checks, emergency response plans or procedures, work permits, locking/tagging, different standard operating procedures (SOPs) and work instructions (WIs) (with their names or numbers marked), daily inspections, regular inspections, contracting management, procurement management, change management, personnel monitoring throughout the process, etc. | ||||
| Protective equipment | Respiratory aspect | Simple masks, dust-proof masks, respiratory protective equipment with filter canisters, masks with filter canisters and air pipes, self-contained breathing apparatuses (SCBA), etc. | |||
| Protective clothing | Generally divided into A/B/C/D levels and selected according to the required protection level. | ||||
| Protective gloves | Fireproof gloves, antifreeze gloves, acid and alkali resistant gloves, insulated gloves, etc. | ||||
| Other | Safety masks, safety goggles, safety shoes, safety belts, safety helmets, etc. | ||||
| Accident Investigation and Subsequent Handling |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPExListed Companies and reasons thereof | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| Dingzing attaches great importance to the immediate reporting, rigorous investigation, and prevention of recurrence of every accident. It has formulated the Accident Handling Management Measures to standardize the procedures for accident reporting, investigation and improvement, in order to ensure effective solutions and avoid the recurrence of the same injuries, unhealthy conditions, diseases, and accidents. After an accident occurs, on-site personnel should immediately carry out emergency response measures, and the supervisor of the accident unit should set up an investigation team composed of relevant units to jointly investigate and analyze the causes of the accident. After investigation, the accident unit should propose corresponding corrective and preventive measures based on the investigated causes, and the responsible unit should continue supervising and tracking to reduce losses and prevent similar situations from happening again. All Dingzing factories manage on-site personnel and contractors in accordance with government regulations, and the management model is adjusted dynamically in line with regulatory updates. In 2025, the Company reported six incidents, including falling from height, cut injuries, being caught in equipment, and falling objects. The Disabling Injury Frequency Rate (FR) was 4.60, and the Disabling Injury Severity Rate (SR) was 244. There were no cases of occupational disease. Dingzing will continue to promote safe operating procedures and provide relevant education and training to maintain employee safety awareness and ensure a safe working environment. Starting in 2025, contractor access records and working hours were incorporated into the Company’s occupational safety management system. Contractors entering the plants are required to register and sign in, allowing the Company to track the number of entries and total working hours. In 2025, contractor access to the Kaohsiung factory totaled 1,658 visits and 13,264 total working hours, and contractor access to the Pingtung factory totaled 741 visits and 5,928 total working hours. |
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| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | ||||
|---|---|---|---|---|---|---|
| Yes | No | Summary | ||||
| 2025 | ||||||
| Category | No. of employees | Non-employee workers | ||||
| Total working hours (note 1) | 1,301,704 | 19,192 | ||||
| Number of general occupational injuries (note 2) | 6 | 0 | ||||
| Number of serious occupational injuries (note 3) | 0 | 0 | ||||
| Death toll | 0 | 0 | ||||
| Total number of recordable occupational injuries (person times) | 6 | 0 | ||||
| Lost working days (note 4) | 318 | 0 | ||||
| Total Recordable Incident Rate (TRIR) (Note 5) | 0.92 | 0 | ||||
| Death rate caused by occupational injuries | 0 | 0 | ||||
| Severe occupational injury rate (note 6) | 0 | 0 | ||||
| Frequency of disability injuries (FR) (note 7) | 4.60 | 0 | ||||
| Rate of severe disability injuries (SR) (note 8) | 244 | 0 | ||||
| Note 1: Total working hours refers to the actual hours worked by all workers during the reporting period and is based primarily on the monthly data reported to the Occupational Safety and Health Administration, Ministry of Labor. Total working hours = number of employees at the end of each month × actual working days of each month × daily working hours for the year. Note 2: Number of lost working days less than 180 days. Note 3: Number of lost working days more than 180 days with no death toll. Note 4: Starting from the day after the injury or death. Note 5: Total Recordable Incident Rate (TRIR) = (Number of recordable occupational injury cases × 200,000) ÷ Total hours worked. |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPExListed Companies and reasons thereof | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| Note 6: Death rate caused by occupational injuries = (number of deaths caused by occupational injuries ÷ total hours worked) × 1,000,000.Note 7: Disabling Injury Frequency Rate (FR) = (Number of recordable injury cases × 1,000,000) ÷ Total hours worked. FR is rounded down to two decimal places.Note 8: Disabling Injury Severity Rate (SR) = (Number of lost workdays due to disabling injuries × 1,000,000) ÷ Total hours worked. SR is rounded down to the nearest whole number.Creating a Secure Workplace Occupational Safety TrainingDingzing strengthens employees’ awareness of workplace safety in compliance with applicable regulations. In addition to the required 3-hour general occupational safety and health training for new employees, the Company conducts regular training every 6 months on fire safety, hazard communication, and emergency response procedures. Through practical drills, relevant personnel are trained to develop the knowledge and skills required to respond effectively in emergency situations and implement appropriate measures at different stages of an incident to minimize losses. To reduce the risk of fire, equipment is being progressively upgraded to explosion-proof specifications, including explosion-proof lighting fixtures and motors. Preventive fire protective measures such as annual inspections of equipment and piping systems are also carried out. In addition to mandatory safety and health training, an emergency response drill plan was implemented in 2025 to help employees ensure proper handling and response in the event of an incident. The Company has also joined the Southern District Toxic Disaster Joint Prevention Organization and regularly participates in meetings and drills, while updating the Company’s mutual aid organization information from time to time. In 2025, total occupational safety and health training hours reached 2,730 hours, with 302 attendees.Training courses included safety and health training for first-aid personnel, personnel engaged in special operations, and operators of hazardous machinery or equipment. |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| Health Promotion | ||||
| The Company takes care of the health of its employees and conducts health checkups for on-the-job workers every three years. We hire professionals who meet the qualifications of Labor Health Service Physicians/Labor Health Service Nurses to provide health services, and for different work shifts provide health services in multiple sessions in regular workplaces to improve service delivery. Health checkups are conducted during working hours and within 1 hour after work to promote worker participation. In order to encourage workers to participate in workplace health services, overtime pay is given to workers who participate in health services after work. The checkup covers thirteen items: general examination, urine examination, blood routine examination, liver and kidney function, blood lipids, gallbladder function, blood sugar, heart function, chest X-ray, hepatitis, cancer screening, ultrasound, ABI and rheumatoid arthritis, and the comprehensive health care is provided at a frequency higher than the legally prescribed frequency. The health checkup results report is centrally managed by dedicated personnel, and individual health checkup reports are delivered to employees while paying attention to the protection of their privacy. In addition, Dingzing regularly organizes health promotion activities to encourage employees to achieve work-life balance, and is committed to promoting a healthy lifestyle and behavior. | ||||
| Health Services | ||||
| Employee Health Checkups | Activity Description | |||
| Dingzing places great importance on employees’ physical and mental well-being. The Company offers health checkups at a frequency that exceeds statutory requirements, with comprehensive examination items to help employees better understand their health status, practice self-care, and seek medical attention when necessary. In 2025, the employee health checkup participation rate reached 99%. |
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| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | |||
|---|---|---|---|---|---|
| Yes | No | Summary | |||
| Ergonomic Hazard Prevention Program | In 2025, the Company conducted a musculoskeletal symptom survey for all employees, analyzed and compiled statistics on related occupational injuries, and followed up with workers who reported ergonomic hazards to better understand their conditions and implement measures such as engineering improvements. The Company also provided employee training to promote awareness and prevent musculoskeletal injuries, illnesses, and other related hazards. | ||||
| Abnormal Workload-Induced Disease Prevention Program | The Company has established occupational safety and health work rules aimed at preventing diseases caused by abnormal workloads, including shift work, night work, and long working hours, through a systematic management approach. Relevant policies and preventive measures are publicly communicated to ensure compliance with labor regulations. | ||||
| Prevention Program for Unlawful Workplace Harassment and Violence in the Course of Duty | Dingzing has clearly adopted a zero-tolerance policy toward unlawful workplace harassment and violence, and prohibits all forms of such conduct between supervisors and subordinates, as well as among co-workers. In 2025, external instructors were engaged to provide relevant training to managers and employees of all departments, covering awareness and identification of unlawful workplace conduct, prevention measures, | ||||
| and the use of personal protective equipment. | |||||
| and the use of personal protective equipment | The Company was the first to conduct a survey to assess and report the impact of the work of the company on the safety of work-related injuries and the impact of work-related injuries on workers. | ||||
| Measures of Workplace Harassment and Violence in the Course of Duty | Yes | No | Workplace Harassment and Violence Prevention Program | The Company was the first to conduct a survey to assess and report the impact of work-related injuries and the impact of work-related injuries on workers. | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof |
| Workplace Harassment and Violence Prevention Program | The Company was the first to conduct a survey to assess and report the impact of work-related injuries and the impact of work-related injuries on workers. |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | |||
|---|---|---|---|---|---|
| Yes | No | Summary | |||
| handling procedures, and complaint and reporting channels. | |||||
| Maternal Health Protection Program | In 2025, the Company implemented maternal health protection measures for 3 employees. Relevant protective measures are in place for pregnant employees, including individual health consultations and assessments arranged by occupational nurses with occupational health physicians, assignment to day shifts only (without rotation to evening or night shifts), exemption from overtime work, and avoidance of ergonomic hazards involving lifting or carrying heavy loads. These measures are intended to ensure appropriate job suitability and protect eligible female employees from health risks. | ||||
| Health Promotion Activities | Dingzing actively promotes health and wellness activities and encourages employees to participate in sports or outdoor interest clubs, including the Hiking Club, E7 Fun Club, Oily Beats Club, Badminton Club, Movie Lovers Club, Baseball Club, Billiards Club, and Arts & Crafts Club. In 2025, these clubs organized a total of 38 events, with cumulative participation by 620 attendees. | ||||
| Health Seminars | To enhance employee health awareness, Dingzing invited resident physicians from Siaogang Hospital to conduct seminar sessions. In 2025, three seminars were held on health examination consultation topics, with total participation by 125 attendees. |
89
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| (4) Has the Company established the training program for the effective planning of career development for employees? | P | (2) Career Development and Talent Cultivation | ||
| Talent Cultivation and Development | ||||
| Dingzing adheres to the fundamental concept of talent being the foundation of the enterprise, plans and improves internal training courses, schedules an annual training plan, and conducts personnel training plan discussions every quarter in each department, so that employees can adapt to changes in the environment and improve their professional abilities at any time, and motivate them to grow and continue learning. | ||||
| To strengthen overall employee capabilities and support career development, the Company has established a tiered training framework based on job level and departmental functions. | ||||
| New hires receive foundational training shortly after joining the Company, which covers general occupational safety and health, hazard communication, confidentiality requirements, and company orientation, helping them to quickly integrate into the workplace. For general employees, training focuses on enhancing workplace safety and health awareness, and includes fire drills, emergency evacuation, information security, health seminars, sexual harassment prevention, and professional ethics. External training is also arranged based on job requirements, such as specialized safety programs for personnel operating high-risk equipment or engaged in special operations. Mid-level managers are required to complete training courses for occupational safety and health supervisors, and they also receive practical coaching through shop floor management improvement programs such as 5S and TPM to strengthen their production management capabilities. | ||||
| Additionally, supervisors responsible for production operations are provided with necessary on-the-job occupational safety training and external programs. Senior management training focuses on leadership development and strategic perspective, with advanced programs covering ISO certification implementation, corporate governance, and deputy management systems. External professional training is also arranged as needed to enhance decision-making quality and sustainable governance capabilities. Through continued investment in training resources and systematic talent development, Dingzing aims to build a learning-oriented | No significant deviation |
90
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | ||||||
|---|---|---|---|---|---|---|---|---|
| Yes | No | Summary | ||||||
| organizational culture, strengthen corporate resilience, and achieve sustainable growth for both the Company and its employees.In 2025, Dingzing increased both the number of participants and total training hours to enhance the professional capabilities of on-site technical personnel. Total employee training hours reached 404 hours, with an average of 0.64 hours per employee. The average score in the 2025 overall training satisfaction survey was 3.25, and total spending on training was approximately NT$520,000. | ||||||||
| 2025 Training Statistics | ||||||||
| Gender | Male | Female | ||||||
| Employee category | Total training hours | No. of Person (participants) | Average training hours | Total training hours | ||||
| Senior supervisors | 32 | 21 | 1.52 | 12 | ||||
| Mid-level supervisors | 63 | 137 | 0.46 | 0 | ||||
| General personnel | 270 | 351 | 0.77 | 27 | ||||
| Total | 365 | 509 | 0.72 | 39 | ||||
| (5) Does the Company comply with laws, regulations, and international standards when handling issues such as customer health and safety, customer | ✓ | (3) Customer Relations1. Customer Relationship ManagementThe Company is committed to the development of high value-added differentiated products, backed by an experienced R&D team and stable production quality. With Taiwan as the operations and R&D hub, Dingzing has established subsidiaries and sales locations in China, Southeast Asia, Europe, and the United States, forming a global service network. A dedicated service team is in place to manage delivery timelines, quantities, quality, packaging, and logistics, ensuring comprehensive support. Through regular and ad-hoc proactive visits, Dingzing stays closely aligned with customer needs and collaborates with brand manufacturers across industries to co-develop new application products. In | No significant deviation |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| privacy, and marketing and labeling of products and services? Has the Company established a policy and complaint procedure to protect consumer and customer rights and interests? | response to future industrial developments and overall economic trends, the Company has defined the following strategic directions: Short-term strategy: Deepen existing customer relationships to enhance overall satisfaction and increase market share. Long-term strategy: Expand product application development with high value-added and diversified offerings to capture new market opportunities, especially in Europe, the U.S., Southeast Asia, and emerging global markets. | |||
| As global awareness of environmental sustainability continues to rise, applications that have traditionally used materials such as PVC, PE, nylon, NBR, and PET are gradually shifting toward TPU products that offer better performance, stronger environmental advantages, and easier processing. Leading brands across various industries are increasingly adopting TPU materials for new product development and applications. | ||||
| Through long-term cooperation, Dingzing has also built close relationships with major brand customers across industries, including outdoor and leisure equipment, sporting goods and functional apparel, medical consumables, automotive, and consumer electronics. The range of product applications and industry customers continues to expand, and the Company has earned strong recognition from its customers. | ||||
| Customer Rights Policy | ||||
| Adhering to principles of integrity and corporate responsibility, the Company places great importance on protecting customer rights. Communication channels are established via the Company’s website, allowing for prompt contact and feedback to ensure customer needs are addressed in a timely manner. Products are developed using environmentally friendly materials, balancing innovation, quality stability, and environmental responsibility. Measures are in place to ensure product and service safety and protect customer data, actively fulfilling product responsibility. | ||||
| The Company will continue referencing domestic and international regulations and sustainability standards to enhance customer rights management mechanisms, gradually build and refine relevant policy frameworks, and deepen |
92
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| partnerships with customers to promote value co-creation and sustainable development. | ||||
| Customer Communication Channels | ||||
| Regular visits: At least once per month to understand customer product experience. | ||||
| Ad-hoc communication: Irregular contact, with key customers contacted via phone, email, or video at least once every two weeks. | ||||
| Project control during development: Provide regular updates on new product development and production status during the collaboration period, until mass production stabilizes. | ||||
| Customer Complaint Handling Process | ||||
| Upon receiving a customer complaint, the responsible sales unit immediately investigates the issue and fills out a “Customer Complaint Handling Form,” briefly describing the customer information and complaint details. Once the form is received, an investigation is conducted to determine responsibility. The outcome must be approved by the responsible supervisor and forwarded to the responsible unit to propose corrective measures. After approval, the responsible unit must respond to the customer within the specified time. Dingzing defines a major customer complaint incident as any single customer complaint case resulting in losses of NT$3,000,000 or more. No major customer complaint incidents occurred in 2025. | ||||
| 2. Customer Privacy | ||||
| Dingzing places great importance on the protection of customer data and privacy. In addition to signing non-disclosure agreements (NDAs) based on customer requirements, the Company has established a comprehensive information security management mechanism to ensure the confidentiality and security of customer information. Dingzing has implemented policies and procedures such as the Information Security Policy, Internal Control System for Information Security Management, and the Procedures for Cybersecurity Incident Reporting and Response. All internal personnel, outsourced service providers, and visitors are required to comply with these regulations. Security is maintained through access control, firewall and filtering |
93
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPExListed Companies and reasons thereof | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| software deployment, abnormal download activity alerts, off-site backup, internal cybersecurity awareness campaigns, and other measures to prevent data breaches due to human or non-human causes. As of the end of 2025, there were no incidents of customer data loss, leakage, or privacy infringement complaints. Product Quality Assurance We believe that quality assurance is the most fundamental commitment to our customers. Dingzing upholds the highest standards for product quality, operating a dedicated product testing laboratory. All products undergo multiple testing stages prior to shipment, including tensile strength, specific gravity, hardness, yellowing, and melting point tests to ensure durability and stability, thereby meeting customer requirements. In addition, the Company conducts four quality management training sessions per year, covering topics such as Incoming Quality Control (IQC), In-Process Quality Control Section (IPQCS), and Final Quality Control (FQC). In 2025, the training participation rate of the quality control department reached 100%. In addition to maintaining the core management system certifications at its Kaohsiung and Pingtung factories, including ISO 9001, ISO 14001, and ISO 45001, Dingzing further expanded its certification portfolio in 2025. In line with international trends, the Company transitioned from the ISO 14064 standard to full adoption of the GHG Protocol for greenhouse gas inventories and assurance. Moreover, the Pingtung factory obtained Bluesign certification, and the Kaohsiung factory successfully obtained ISCC PLUS sustainability and carbon certification, as well as ISO 13485 medical device quality management certification. Furthermore, to fulfill sustainability commitments and meet the needs of domestic and international customers, Dingzing also complies with multiple international standards, including OEKO-TEX, GRS recycling loop, and IATF 16949, ensuring that its processes and products meet leading global sustainability standards. |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| Quality Management Certifications | ||||
| Label/Certification | Description | |||
| ISO 9001:2015 Quality Management System | The ISO 9001 Quality Management System (QMS), established by the International Organization for Standardization (ISO), is a universal standard designed to help businesses maintain the quality of their products and services. It covers the entire process from product manufacturing to service delivery, including departments such as sales, procurement, training, warehousing, outsourcing, quality control, R&D, production, and services. This system ensures consistent and stable quality and is one of the most well-known ISO certifications today. Certificate Validity Period: Kaohsiung factory: July 31, 2024, to July 31, 2027 Pingtung factory: August 28, 2024, to August 28, 2027 |
| Items for advocacy | Operation Status | Deviation s from the Sustainab le Develop ment Best Practice Principles for TWSE/T PEx Listed Compani es and reasons thereof | |||
|---|---|---|---|---|---|
| Yes | No | Summary | |||
| OEKO-TEX® Standard 100 Eco-friendly Textile Standard |
OEKO-TEX®
CONFIDENCE IN TEXTILES
STANDARD 100 | The OEKO-TEX logo is one of the world-renowned textile industry logos, primarily applicable to different production stages of raw textile materials, intermediate products and end products to determine whether harmful substances that may affect human health remain, so as to serves as a reference for the public to purchase environment friendly textiles. In the restrictions of OECO-TEX, in addition to current international and national legal requirements, the relevance of future development is considered. To ensure consumer health, Dingzing was certified in 2015, and continues to maintain the certification validity in 2025. Certificate Valid Until December 15, 2026. | |
| | | | Global Recycled Standard
Global Recycled Standard | In view of the global trend towards sustainable environmental protection, the mode of recycling is gradually gaining attention, and major brands’ factories are also adopting environment friendly recycled materials. To verify that the materials provided by Dingzing are indeed recycled materials, the Company obtained the Global Recycled Standard (GRS) in 2020. GRS not only regulates the proportion of products using recycled materials, but also includes the monitoring of the social responsibility, environment | |
96
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | |||
|---|---|---|---|---|---|
| Yes | No | Summary | |||
| and related chemicals of production sites to ensure that the products comply with the EU's REACH SVHS, ZDHC Manufacturing Restricted Substances List (ZDHC MRSL), and the GRS Hazard Codes. Certificate Valid Until May 12, 2026. | |||||
| Automotive Industry Quality Management System IATF 16949 Certification | IATF 16949:2016, the requirements of a quality management system for organizations in the automotive industry, is a standard developed by the International Automotive Task Force (IATF) based on the framework of ISO 9001:2015 Quality Management System. Certificate Validity Period: Kaohsiung factory: July 2, 2024, to July 1, 2027 Pingtung factory: March 2, 2026, to March 1, 2029 | ||||
| Bluesign | Bluesign® is an internationally recognized environmental certification standard headquartered in Switzerland. Established in 2000, it is designed to manage the textile supply chain at the source and ensure that product manufacturing meets the highest standards of environmental, health, and safety (EHS) performance. It not only assesses finished products but also strictly monitors raw materials, chemicals, wastewater discharge, and air emissions to ensure they are safe for both people and the | ||||
| industry. The following are the requirements of the following: | |||||
| 1. Product Quality Management System IATF 16949 Certification | IATF 16949:2016 | IATF 16949:2016 | IATF 16949:2016 | IATF 16949:2016 | Certification Standard: IATF 16949:2016 |
| 2. Quality Management System IATF 16949 Certification | IATF 16949:2016 | IATF 16949:2016 | IATF 16949:2016 | IATF 16949:2016 | Certification Standard: IATF 16949:2016 |
| 3. Environmental Management System IATF 16949 Certification | IATF 16949:2016 | IATF 16949:2016 | IATF 16949:2016 | IATF 16949:2016 | Certification Standard: IATF 16949:2016 |
| 4. Environmental Management System IATF 16949 | IATF 16949:2016 | IATF 16949:2016 | IATF 16949:2016 | IATF 16949:2016 | Certification Standard: IATF 16949:2016 |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | |||
|---|---|---|---|---|---|
| Yes | No | Summary | |||
| environment. Products carrying the Bluesign® label represent a high standard of sustainable production.Certificate Valid Until February 18, 2028. | |||||
| International Sustainability and Carbon Certification - ISCC PLUS | ISCC PLUS is a voluntary international sustainability and carbon certification standard applied primarily to supply chain management for bio-based materials, recycled waste materials, and circular economy feedstocks. This certification helps companies demonstrate compliance with environmental requirements and is widely used in industries such as chemicals, plastics, food, and feed. Through a mass balance approach, it enables the traceability of sustainable raw materials throughout the supply chain. | ||||
| (6) Has the Company established a supplier management policy that requires suppliers to comply with regulations on environmental protection, occupational | P | Sustainable Supply Chain ManagementIn addition to demanding sustainable development, Dingzing carefully selects suppliers who fulfill their corporate social responsibility. We hope that all business partners with Dingzing can uphold the principle of honesty and integrity, and therefore formulated the Supplier Management Measures to evaluate suppliers based on their quality, production capacity and technical capabilities. We prioritize our cooperation with companies that are legitimate and reputable and have not violated human rights or environmental regulations. In the future, we plan to gradually incorporate ESG standards into our supplier selection and audit items. If a supplier commits a significant violation related to | No significant deviation |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPExListed Companies and reasons thereof | ||||
|---|---|---|---|---|---|---|
| Yes | No | Summary | ||||
| safety and health, and labor rights issues? Has the Company established an implementation method for such? | environmental, human rights, or other ESG-related matters, Dinging reserves the right to immediately terminate business relations and may request the supplier to submit a review and improvement plan within a specified period. If the issue is not resolved within the given timeframe, Dinging will terminate the partnership. All of the Company’s major customers have certain ESG requirements. In 2025, 61% of Dinging’s key suppliers publicly declared their commitment to ESG. | |||||
| New Supplier Evaluation Process | ||||||
| The adoption of new suppliers is subject to a preliminary quality system review by the purchasing unit, which evaluates the quality, production capacity and technical capabilities of the suppliers. Based on the evaluation results, the suppliers are divided into three levels: A, B, and C. After evaluation, suppliers on the A and B levels are qualified suppliers, while suppliers on the C level are unqualified suppliers and will not be used. | ||||||
| Grade | A | B | C | |||
| Points | 70 points or above | 60–69 points | Below 60 points | |||
| Regular Supplier Audits | ||||||
| At the end of each year, Dinging conducts evaluations of its major suppliers, who are required to complete a Supplier Evaluation Form. Qualified suppliers remain on the approved supplier list, whereas suppliers that fail to meet requirements may be replaced. In 2025, all major suppliers completed the evaluation process and passed the assessment. | ||||||
| A supplier is classified as a major (key) supplier if all three of the following criteria are met: | ||||||
| 1. The supplier directly affects product quality, packaging quality, or the operation of production equipment. | ||||||
| 2. Annual procurement value reaches NT$5,000,000 or more. | ||||||
| 3. The relationship is not limited to a 1-year engagement, and ongoing cooperation is expected in the future. | ||||||
| Supplier Audit Items |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPExListed Companies and reasons thereof |
|---|---|---|
| Yes | No | Summary |
| Technological and other development and innovation capabilities | 30% | |
| Delivery time and compliance (production capacity) | 30% | |
| Quality management of 5 major factors (document control, training, process operations, quality control and inventory control) | 40% | |
| Supplier Audit Status for the Past 3 Years | ||
| 2023 | 2024 | |
| Number of audited firms | 18 | 18 |
| Number of qualified firms | 18 | 18 |
| Qualifying rate | 100% | 100% |
| Note: The suppliers listed are major (key) suppliers above a specified capital threshold. Dingzing places strong emphasis on sustainable supply chain management and has established a Supplier Code of Conduct as an important framework for supplier engagement. The Code applies to major suppliers and key business partners, and suppliers are required to comply with the relevant standards in the course of their operations. The Code covers areas including business ethics, legal compliance, human rights protection, labor conditions, environmental protection, and occupational safety and health. Key requirements include ethical business conduct and anti-corruption, prohibition of forced labor and discrimination, reasonable working hours and compensation, environmental pollution prevention, and workplace safety management, with the aim of promoting compliance and sustainability across the supply chain. As of the end of 2025, a total of 22 suppliers had signed the Supplier Code of Conduct. The Company will continue to promote adoption and implementation of relevant standards among suppliers, gradually expand supply chain |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies and reasons thereof | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| management coverage, and strengthen supply chain risk control and sustainability performance. | ||||
| 5. Does the Company refer to international standards or guidelines in the preparation of its reports, such as Sustainability Report, that disclose non-financial information? Has the Company obtained a third-party verification or assurance opinion on previously-disclosed reports? | ✓ | Although the Company’s capital is NT$721 million—below the NT$2 billion threshold required for mandatory preparation—Dingzing has voluntarily compiled its 2024 Sustainability Report throughout 2025 to demonstrate its commitment to sustainable development. The report presents the Company's practices and achievements in corporate governance, operational performance, environmental protection, and social participation, serving as an important channel for communicating non-financial information and for comprehensively reviewing and enhancing sustainability performance. This report is prepared in accordance with the GRI Sustainability Reporting Standards (GRI Standards) and references regulatory guidelines for the disclosure of climate-related financial risks and opportunities. It is also simultaneously disclosed on the Market Observation Post System (MOPS) and the Company's official website. The report is scheduled to obtain third-party verification or assurance in 2025. | As explained on the left column | |
| 6. Describe the difference, if any, between actual practice and the corporate social responsibility principles, if the company has implemented such principles based on the Corporate Social Responsibility Best Practice Principles for TWSE/TPEx Listed Companies: The Company’s Board of Directors has established the Sustainable Development Best Practice Principles, and has long considered issues related to corporate social responsibility in both the design of our corporate system and the direction of our operational strategies. We have made positive and concrete efforts in promoting corporate governance, developing sustainable environments, maintaining social welfare, and disclosing corporate social responsibility. Our approach is based on positive humanistic thinking, and we have incorporated this into our methods, aiming to integrate our corporate culture. As a result, our overall operation with regards to corporate social responsibility conforms to the best practice principles, and there are no significant differences. |
| Items for advocacy | Operation Status | Deviation from the Sustainable Development Best Practice Principles for TWSE/TPExListed Companies and reasons thereof | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| 7. Other useful information for explaining the implementation and status of sustainable development practices:1. The Company's waste is transported and processed by outsourced legal operators in accordance with environmental protection laws and regulations.2. The Company has an Employee Welfare Committee that organizes welfare activities for employees, such as company trips and other employee related activities, signs contracts with designated stores, establishes club activities, and provides employees with a good working environment and reasonable benefits to achieve work-life balance.3. The Company respects the human rights of all colleagues, provides fair and appropriate job opportunities to applicants and employees regardless of their race, beliefs, religion, political affiliation, gender, marital status, disabilities, or other government-protected factors, and applies these principles to recruitment, employment, training, promotion, salary and benefits.4. The reporting of the Company's information to the Market Observation Post System is managed by a dedicated person. The person is responsible for collecting and disclosing the Company's information, ensuring that important information that may affect the decisions of shareholders and stakeholders can be disclosed in a timely and proper manner.5. The Company actively engages in social welfare activities and regularly donates to the Kaohsiung Harbor City Police Friends Association, the Xiaogang Volunteer Fire Brigade of the Kaohsiung City Volunteer Fire Department, and other social welfare organizations to give back to society.6. The Company conducts employee satisfaction surveys each year, and the results, together with improvement plans, are disclosed on its official website. The latest survey showed an overall employee satisfaction score of 3.23 out of 5, which generally aligned with the previous year. Based on the survey results, the Company has implemented improvement measures such as adjusting compensation and benefits, strengthening internal communication mechanisms, and providing more career development opportunities, with the aim of continuously enhancing employee job satisfaction.7. In accordance with the Personal Data Protection Act, the Company has established a personal data protection policy, with relevant details and implementation status disclosed on its official website. A dedicated unit is responsible for personal data management. In 2025, personal data protection awareness and training programs recorded 352 attendees and 352 total training hours. Furthermore, the number of personal data security incidents during the past year was zero, ensuring the security of customer and employee personal data. |
103
Climate-related information for TWSE/TPEx Listed Companies
Risks and opportunities posed by climate change to the Company and the relevant countermeasures taken by the Company
| Item | Implementation status |
|---|---|
| 1. Please specify the supervision and governance duties of the Board of Directors and management on climate-related risks and opportunities. | As the highest body for climate governance of Dingzing, the Board of Directors is responsible for decision making and policy formulation on climate issues. Under the Board of Directors, the Sustainable Development Committee, chaired by Independent Director Ms. Li-Ling Chen as the Chief Convener, is tasked with the coordination and promotion of risk assessment on climate issues related to the Company. In accordance with its authority and responsibility on climate issues, the Sustainable Development Committee is further divided into three functional groups, namely, the Climate Policy and Strategy Group, the Physical Climate Risk and Resource Utilization Group, and the Market and Reputation Group. Each functional group is headed by a group leader appointed by the Chair. Each leader oversees and promotes risk assessment on climate issues within the group; furthermore, they report to the Sustainable Development Committee on the assessment results along with the risk management response measures. The results submitted by these three groups are subsequently consolidated by the Sustainable Development Committee and submitted to the Board of Directors for approval, with the aim of integrating climate risk management into internal management procedures. Since 2023, the Board of Directors has annually overseen the current status of Dingzing’s climate-related management and progress toward achieving its targets. On an ad hoc basis each year, the Sustainable Development Committee reports to the Board of Directors on the results of the annual climate risk assessment, the management strategies adopted by each unit, and the progress toward short-, medium-, and long-term targets. Through continuous monitoring and review, Dingzing implements its climate risk management framework, ensuring that identified climate risks are minimized, while progressively enhancing the Company’s operational climate resilience to achieve its long-term climate objectives. |
| The highest body for climate governance | |
| Responsible for the formulation of climate strategies and decision making on significant climate issues. | |
| Coordinator | |
| 2. Please specify how the Company’s business, strategy, and finances are affected (in short, medium and long term) by the climate risks and opportunities | (1) Transition risk: Carbon Pricing Mechanism (medium-term; occurring within 3–10 years) |
| Taiwan’s Climate Change Response Act stipulates that Taiwan shall achieve net-zero greenhouse gas emissions by 2050. To achieve this national goal, the Act provides for the phased imposition of carbon fees on enterprises in Taiwan, based on their carbon emission levels from high to low. The first phase is expected to take effect in 2026, targeting enterprises with annual carbon emissions exceeding 25,000 metric tons. |
| Item | Implementation status |
|---|---|
| identified by the Company. | Dingzing's carbon emissions in 2025 were approximately 21,000 metric tons. As a result, the Company is not included among the entities subject to the first-stage carbon fee. However, given that regulatory requirements are expected to become increasingly stringent in the future and the Company's order volume has continued to grow in recent years, its carbon emissions may increase in line with production levels. Accordingly, the Company remains exposed to the potential risk of being subject to carbon fees in the future, which may lead to an increase in its baseline operating costs. |
| 3. Please specify the financial impacts due to extreme climate events and actions taken for transition. | (2) Physical risks: Changes in Rainfall and Climate Patterns (long-term; occurring after 10 years) In recent years, extreme climate change has intensified drought conditions. When the Panama Canal in South America experienced severe droughts in the past, water levels dropped to the point where boats could no longer pass through, leading to delivery delays for downstream customers in the supply chain and increasing shipping costs. Dingzing's primary raw materials are sourced from neighboring Asian countries; therefore, the Company is not currently directly affected by this issue. Nevertheless, the Company must continue to monitor the potential impacts of worsening extreme weather on upstream and downstream supply chains. Dingzing's manufacturing facility is located in southern Taiwan. Except for short-term flooding that may occur during periods of heavy rainfall in the plum rain season and the summer typhoon season, the region is generally characterized by high temperatures and a dry climate, making the Company more susceptible to water scarcity risks. As Dingzing's manufacturing processes do not require significant water usage, the current impact of drought conditions on the Company is limited. However, if drought conditions persist for an extended period in the future, they may lead to interruptions in the domestic water supply at the plant, thereby affecting production and shipment efficiency and potentially resulting in a decline in order revenue. |
| (3) Climate opportunities: R&D and Increase in the Number of Low-Carbon/Eco-friendly Products and Services In recent years, climate-related issues have driven a global shift in sustainability awareness, with both consumers and brand owners showing an increasing preference for sustainable products and materials. If Dingzing continues to invest in the R&D of low-carbon and eco-friendly materials, it may be able to expand its niche market for sustainable products, thereby creating opportunities to increase the Company's orders and revenue. Dingzing's primary product is TPU films. These films are 100% recyclable, non-toxic, and biodegradable. Their eco-friendly properties facilitate the introduction of scrap materials and recycled products into the production process, which reduces raw material costs. In recent years, the trend of switching to TPU materials for products has been seen across the medical, electronics, automotive, and recreational sports markets, and the Company has also received requests for product development from customers in various industries. Therefore, the Company continues to invest in the R&D of TPU materials for different applications to capitalize on the market opportunities and demands arising from sustainability trends. | |
| 4. Please specify how the identification, assessment, and management | Since 2023, Dingzing has established a climate risk management procedure in accordance with regulatory requirements. The Board of Directors serves as the highest authority for climate risk management and is responsible for reviewing identified climate risk issues and determining corresponding |
| conditions. | consumption of water, energy, and air, and the Company's performance. The Company is not currently in the R&D of low-carbon and eco-friendly materials, and the Company is not currently in the R&D of low-carbon and eco-friendly materials. In the event of the change in the R&D of the company's performance, the Company is not currently in the R&D of low-carbon and eco-friendly materials. In the event of the change in the R&D of the company's performance, the Company is not currently in the R&D of low-carbon and eco-friendly materials. |
105
| Item | Implementation status | ||
|---|---|---|---|
| processes of climate risks are integrated into the overall risk management system. | management strategies. The Company’s climate risk assessment process is carried out by the Sustainable Development Committee, which convenes three functional groups, namely the Climate Policy and Strategy Group, the Physical Climate Risk and Resource Utilization Group, and the Market and Reputation Group. Each group formulates specific management strategies, action plans, and targets for identified key climate issues to implement climate risk management. Dingzing has incorporated this process into its routine internal operational risk management and conducts climate risk assessments on an ad hoc basis in response to climate and sustainability trends to ensure that the Company remains informed of prevailing climate risks. |
Assessment procedure for issues related to climate risks and opportunities
The Climate Risk Assessment Procedure is performed by the Sustainable Development Committee according to the following steps: | | |
| | Step | Stage | Description |
| | Step 1 | Collection of issues related to climate risks and opportunities | In order to understand the climate issues related to the industry, the Sustainable Development Committee collects the climate issues revealed in the ESG Reports of other chemical enterprises with internationally recognized standards, the TCFD reports, and CDP questionnaires. Eventually, potential climate issues related to Dingzing’s operations are narrowed down and included in the subsequent stage of climate risk and opportunity assessment. |
| | Step 2 | Definition of the Materiality, Probability and Timing of climate issues | In order to ensure consistency in the assessment of climate issues among functional groups, the three climate-related functional groups define the Materiality, Probability, and Timing of these issues prior to the assessment, which are as follows:
A. Definition of Materiality:
1. Severe: Revenue impacted by NT$50 million or above
2. Serious: Revenue impacted by NT$10–50 million.
3. Normal: Revenue impacted by NT$5–10 million.
4. Minor: Revenue impacted by NT$1–5 million.
5. Minimal: Revenue impacted by NT$1 million or below.
B. Definition of Probability:
1. Almost certain to occur: Above 90% chance of occurrence.
2. Very likely to occur: 65%–90% chance of occurrence.
3. Likely to occur: 35%–65% chance of occurrence.
4. Unlikely to occur: 10%–35% chance of occurrence. |
| Item | Implementation status | ||
|---|---|---|---|
| 5. Very unlikely to occur: Below 10% chance of occurrence. | |||
| C. Definition of Timing: | |||
| 1. Short-term issues: Occurring within 0–2 years. | |||
| 2. Medium-term issues: Occurring within 3–10 years. | |||
| 3. Long-term issues: Occurring after 10 years. | |||
| Step 3 | Issue assessment | Each responsible unit under the Climate Policy and Strategy Group, the Physical Climate Risk and Resource Utilization Group, and the Marketing and Reputation Group assesses the Materiality, Probability, and Timing of climate issues related to its own duties and position. During the assessment process, the Company’s current situation in tackling these issues is reviewed, based on which the subsequent management strategies are formulated. | |
| Step 4 | Materiality analysis of issues and matrix plotting | After the risk assessment results are collected from the three climate-related groups, the materiality of each issue is calculated by multiplying its average Materiality and average Probability. Then, the resulting data is used for the materiality matrix plotting to reveal the materiality of each issue. | |
| Step 5 | Decision on significant climate issues | In order to grasp the major impacts and financial impacts of climate change on Dingzing, the Sustainable Development Committee identifies and decides on the Company’s significant climate issues by referring to Materiality Issue Matrix mentioned above. The identified significant climate issues, management measures and goals are then submitted to the Board of Directors for approval, ensuring that the Company is kept abreast of and can cope with significant climate risks. | |
| 5. If the Company has conducted scenario analysis to assess its resilience to climate change risks, describe the scenarios, parameters, assumptions, factors analyzed, and major financial impacts. | Dingzing has not conducted any scenario analysis yet. | ||
| 6. If the Company has developed a transition plan for the management of | Dingzing has not established a transition plan yet. |
| Item | Implementation status | |||
|---|---|---|---|---|
| climate-related risks, describe the content, indicators, and goals for the identification and management of physical risks and transition risks. | ||||
| 7. If the Company has adopted an internal carbon pricing as a planning tool, describe the basis for setting the price. | Dingzing has not adopted internal carbon pricing yet. | |||
| 8. If the Company has set climate-related goals, it shall describe the activities covered, the scope of greenhouse gas (GHG) emissions, the planned timeframe, and the annual progress toward targets. If carbon offsetting or Renewable Energy Certificates (RECs) are used to achieve the relevant goals, the Company shall describe the sources and quantities of carbon offset credits and/or the number of Renewable Energy Certificates (RECs) used for offsetting. | Type of indicator | Goal | Expected year of achievement | Current achievement status |
| Low-carbon operationsNote 1 (Scope I and Scope II) | Carbon intensity reduced by 1% compared to the base year | 2023 | Achieved | |
| Carbon intensity reduced by 0.5% compared to the base year | 2024 | Not achieved | ||
| Total emissions were reduced by 5% compared to the previous year. | 2025 | Achieved | ||
| Energy transition | The use of renewable energy accounts for 5%. | 2025 | Not achieved note2 | |
| The use of renewable energy accounts for 5%. | 2026 | Ongoing | ||
| Grasping climate opportunities | Investment on the R&D of eco-friendly TPU materials accounts for 5% | 2024 | Not achieved note3 | |
| Investment on the R&D of eco-friendly TPU materials accounts for 4-5% | 2025 | Achieved | ||
| Investment on the R&D of eco-friendly TPU materials accounts for 4-5% | 2026 | Ongoing | ||
| New products made from eco-friendly TPU materials accounts for 30% | 2030 | Ongoing | ||
| Products made from recycled materials accounts for 15% | 2030 | Ongoing | ||
| 0 incidents of raw material supply disruption at the plant due to extreme weather conditions. | Annual goal | Achieved in 2025 |
| Item | Implementation status | |||
|---|---|---|---|---|
| 0 incidents of plant shutdown or interrupted operations due to extreme weather conditions. | Annual goal | Achieved in 2025 | ||
| Note 1: The Company plans to disclose its greenhouse gas (GHG) reduction targets by 2027, using no later than 2026 as the base year, in reference to Taiwan’s “Sustainable Development Roadmap” and “Sustainable Development Action Plan.” |
Note 2: All electricity generated by the Kaohsiung factory’s solar power system is sold to Taiwan Power Company. Therefore, this electricity has been excluded from the self-consumption calculation, causing the renewable energy usage ratio to fall short of the target. In the future, following the gradual rollout of the Pingtung factory’s newly installed solar power system, self-generated energy will in principle be purposed for self-use, which is anticipated to increase the renewable energy usage ratio.
Note 3: The R&D investment ratio for 2024 was 3.97%. The target ratio was not achieved due to changes in the company’s revenue base. Additionally, in light of the Company’s overall revenue performance in recent years, the target ratio for investment in the development of eco-friendly TPU materials is planned to be adjusted to 4–5%. The R&D investment ratio for 2025 was 4.6%, achieving the annual target. | | | |
| 9. GHG emissions inventory, verification, and assurance (fill in Table 1-1 and 1-2 separately). | In 2022, Dingzing established a GHG inventory mechanism based on the ISO 14064-1:2018 standard, and the Company has subsequently conducted annual inventories across various categories to monitor GHG emissions and usage. Since 2022, the Company has progressively expanded the inventory boundary and categories. In 2024, the inventory scope was expanded to include the Kaohsiung factory, the Pingtung factory, and the Taichung office, covering Categories 1 through 4. Beginning in 2025, the Company adopted the GHG Protocol corporate accounting and reporting standard for disclosure and has gradually introduced a voluntary inventory mechanism for Scope 3 emissions. This includes identifying indirect emissions generated from key value chain activities to strengthen overall emissions management. In 2025, the emissions structure primarily comprised Scope 3 emissions, which accounted for approximately 79.1% of the total. Scope 1 and Scope 2 combined accounted for the remaining 20.9%.
Compared to the previous year, the Company’s total GHG emissions in 2025 increased, mainly due to the transition from the ISO framework to the GHG Protocol, along with the expanded inclusion of Scope 3 emission categories, which led to higher overall emissions. However, when focusing on Scope 1 and Scope 2, total emissions in 2025 decreased by approximately 1,702 tons of CO_{2}e compared to the previous year, representing a reduction of over 7% and indicating effective management of direct emissions and energy use. Moreover, the company’s GHG emissions intensity in 2025 was 7.8071 tons of CO_{2}e per NT$1 million of revenue, slightly higher than the 7.3030 tons of CO_{2}e per NT$1 million of revenue recorded in 2024. This increase was primarily due to a decline in revenue and changes in the energy consumption structure.
The Company’s Scope 1 and Scope 2 GHG emissions for 2025 are currently undergoing assurance. Complete assurance details will be disclosed in the 2025 Sustainability Report. | | | |
1-1 GHG Inventory and Assurance Status for the Past 2 Years
1-1-1 Greenhouse Gas Inventory Information
| Year | Direct Scope 1 (tCO2e) | Energy Indirect Scope 2 (tCO2e) | Other Indirect Scope 3 (tCO2e) | Scope 1 + Scope 2 Total Emissions (tCO2e) | Emissions Intensity (tCO2e/NT$1 million) |
|---|---|---|---|---|---|
| 2024 | 2,344.3551 | 20,499.5551 | 37,165.3287 | 22,843.9102 | 7.3030 |
| 2025 | 2,617.7457 | 18,523.8295 | 80,023.8909 | 21,141.5752 | 7.8071 |
Note: The calculation method for greenhouse gas emissions intensity is: (Scope 1 + Scope 2)/revenue as recorded in the consolidated financial report.
1-1-2 Greenhouse Gas Assurance Information
| Item/Year | 2024 | 2025 |
|---|---|---|
| Assurance Scope | Kaohsiung + Pingtung + Taichung Category 1 and Category 2 emissions | Kaohsiung + Pingtung + Taichung Scope 1 and Scope 2 emissions |
| Inventory Standard | ISO 14064-1:2018 | Greenhouse Gas Protocol (GHG Protocol) |
| Assurance Institution | AFNOR ASIA LTD. | PwC Taiwan |
| Assurance Status | ISO 14064-3:2019 reasonable assurance | TWSAE 3410 limited assurance |
| Assurance Opinion/Conclusion | Unqualified opinion | The formal assurance report is pending. Complete assurance information will be disclosed in the sustainability report. |
1-2 GHG Reduction Targets, Strategies, and Specific Action Plans:
With reference to Taiwan's Sustainable Development Roadmap and Sustainable Development Action Plans, the Company plans to establish and disclose its GHG reduction targets in 2027, setting a baseline year of no later than 2026.
Electricity consumption is Dingzing's primary source of energy use and GHG emissions. To reduce energy intensity within its factories, the Company continues to implement various energy-saving management measures. In daily operations, this includes strengthening management of equipment usage, e.g., shutting down idle machinery, fans, and lighting during daily break periods to minimize unnecessary energy consumption. Additionally, the Company is promoting a paperless policy by gradually introducing online approval and electronic document management systems that reduce paper and related resource usage.
In terms of equipment management, Dingzing continuously reviews equipment with high energy-consumption and fuel-usage. When replacing equipment, the Company evaluates the feasibility of adopting electricity-powered units to reduce fuel consumption and associated air pollutant emissions.
(6) Differences Between Implementation of Ethical Corporate Management and Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies, Including Reasons for Such
| Items for evaluation | Implementation Status | Deviations from Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies and reasons | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| 1. Establishment of ethical corporate management policies and programs(1) Has the Company established an ethical corporate management policy that has been approved by the Board of Directors, and clearly stated the ethical corporate management policy and practices, as well as the commitment of the Board of Directors and the top management to actively implementing the management in the Articles of Incorporation and external documents? | ✓ | (1) The Company has established the Procedures for Ethical Management and Guidelines for Conduct and the Code of Ethics in accordance with the Ethical Corporate Management Best Practice Principles for TWSE/TPEx Listed Companies. The Board of Directors and the management team fully understand and actively implement the operating standards, ensuring that they are effectively implemented in internal management and external business activities. | No major difference | |
| (2) Has the Company established a mechanism to assess unethical conduct risks? Does that Company regularly analyze and evaluate the business activities within its scope of business that have a higher risk of unethical conduct? Has the Company accordingly formulated a plan to prevent unethical conduct, covering at a minimum the preventive measures for the acts mentioned in Article 7-2 of the Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies? | ✓ | (2) The Company has established the Procedures for Ethical Management and Guidelines for Conduct and the Code of Ethics to ensure ethical corporate management. Regular education and training sessions on corporate governance are held for directors. The Company promotes business ethics from time to time and sets rewards and penalties in the Work Rules to prevent employees from engaging in dishonest behavior. The Company also implements practices, such as internal signature management and internal control systems, to ensure compliance with these standards. | No major difference | |
| (3) Whether the Company has stipulated the operating procedures, conduct guidelines, disciplinary actions against violations as well as grievance system in the plan to prevent unethical conducts, | ✓ | (3) The Company has established the Ethical Corporate Management Best Practice Principles, which set out systems and procedures to prevent dishonest behavior. In addition, the Company provides | No major difference | |
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| Items for evaluation | Implementation Status | Deviations from Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies and reasons | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| implemented the execution thereof, and regularly reviewed and revised the aforementioned plan? | education and training from time to time to its employees on policy compliance to enhance their understanding of integrity principles and establish a positive corporate culture. | |||
| 2. The Materialization of Ethical Management | ||||
| (1) Has the Company evaluated the record on ethical practices of its counterparties, and has specified the clause of business ethic in the agreements binding the Company and its counterparties? | ☑ | (1) In accordance with the Ethical Corporate Management Best Practice Principles, the Company shall immediately terminate business dealings with and blacklist any business partners or collaborators found to engage in dishonest behavior, to ensure the implementation of the Company's policy of ethical corporate management. | No major difference | |
| (2) Has the Company established a dedicated unit under the Board of Directors to promote ethical corporate management, and to report to the Board of Directors on a regular basis (at least once a year) regarding ethical corporate management policies and plans, in order to prevent unethical conduct and to monitor their implementation? | ☑ | (2) The President’s Office is the dedicated unit of the Company to promote ethical corporate management. The Company has established the Procedures for Ethical Management and Guidelines for Conduct to regulate its employees in preventing unethical behavior in the performance of their duties. The Company also provides channels for reporting and procedures for handling such reports. | ||
| The most recent report to the Board of Directors was made on February 10, 2026. |
Implementation of the ethical management policy in 2025:
1. Handling of whistleblowing and complaint cases: As of the reporting date in 2025, the Company’s designated audit unit has not received any reports or complaints involving dishonest or unethical conduct.
2. The responsible person, managerial personnel, and the accounting officer issue | No major difference |
| Items for evaluation | Implementation Status | Deviations from Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies and reasons | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| quarterly declarations confirming that the financial statements contain no false statements or omissions.3. To ensure the legitimacy of agents, suppliers, customers, or other counterparties and whether they are involved in any dishonest conduct, the Company conducts relevant due diligence prior to entering into contracts. If any counterparty is found to have engaged in dishonest conduct, the Company may terminate or rescind the contract at any time. No incidents of corruption, bribery, or dishonest conduct occurred in 2025.4. Implementation of internal controls for the prevention of insider trading: (1) The Company added Article 10 to its Corporate Governance Best Practice Principles; this article stipulates stock trading control measures for insiders starting from the time they become aware of the Company’s financial reports or related performance information. Such measures include (but are not limited to) prohibiting directors from trading their shares during the closed period of 30 days prior to the announcement of annual financial reports and 15 days prior to the announcement of quarterly financial reports. The Company has implemented this policy and communicated these restrictions to directors and insiders. (2) The Company conducts periodic training and awareness programs on the Prevention of Insider |
| Items for evaluation | Implementation Status | Deviations from Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies and reasons | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| Trading, the Procedures and Guidelines for Ethical Management, the Code of Ethical Conduct, and the Ethical Corporate Management Best Practice Principles. | ||||
| 5. Each department conducts annual self-assessments on regulatory compliance to ensure effective control and implementation. The internal audit unit performs independent audits to ensure the proper functioning of the overall system, thereby jointly managing and preventing the occurrence of dishonest conduct. | ||||
| (3) Has the Company mapped out the policy for the avoidance of the conflict of interest and has provided suitable channels for such purpose, and properly pursued the policy? | ☑ | (3) The Company has established a policy to prevent conflicts of interest in the Procedures for Ethical Management and Guidelines for Conduct. The Company's Board of Directors and employees operate in accordance with this policy. The Company has a Management Department Director’s mailbox and hotline available on its internal website, providing employees with a direct channel for feedback. | No major difference | |
| (4) Has the Company established an effective accounting system and internal control system for the implementation of ethical corporate management? Has the internal auditing unit prepared an audit plan based on the assessment results for unethical conduct risks, and checked compliance with the unethical conduct prevention plan accordingly, or appointed a CPA to conduct the audit? | ☑ | (4) To implement ethical corporate management, the Company has established effective accounting and internal control systems. The internal audit personnel identify high-risk operations based on risk assessments and include them in the annual audit plan as audit items to strengthen preventive measures. The systems are regularly audited for compliance, and audit reports are prepared and periodically presented to the Audit Committee and the Board of Directors. | No major difference |
113
| Items for evaluation | Implementation Status | Deviations from Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies and reasons | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| (5) Has the Company organized internal and external training on ethical management? | ✓ | (5) To implement ethical management, the Company conducts relevant training programs from time to time, including topics such as compliance with ethical management regulations, ethical conduct, prevention of insider trading, and awareness of reporting requirements for changes in shareholdings by insiders. In 2025, a total of 780 participants attended the training, with total training hours amounting to 780 hours. | No major difference | |
| 3. The reporting system of the Company in action(1) Has the Company established a reporting and reward system and the channels for facilitating the report on unethical practices, and has appointed designated personnel to handle the subject of reporting? | ✓ | (1) To promote a corporate culture of ethical corporate management, the Company has established a whistleblowing/reward system, convenient reporting channels and handling procedures in the Ethical Corporate Management Best Practice Principles. The Company has a Management Department Director’s mailbox and hotline available on its internal website, providing employees with a direct contact. | No major difference | |
| (2) Has the Company created a standard operating procedure (SOP) for the investigation of reported matters, follow-up measures to be taken after the completion of the investigation, and relevant confidentiality mechanisms? | ✓ | (2) The Company has specified in the Procedures for Ethical Management and Guidelines for Conduct that we encourage internal and external personnel to report any dishonest or improper behavior. Depending on the severity of the reported situation, a reward of up to NT$10,000 may be given. If any internal personnel falsely report or make malicious accusations, disciplinary action will be taken, and those with significant violations may be dismissed. | No major difference | |
| (3) Has the Company taken protection measures to protect the whistleblower from | ✓ | (3) The Company has specified in the Procedures for Ethical Management and Guidelines for | No major difference |
| Items for evaluation | Implementation Status | Deviations from Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies and reasons | ||
|---|---|---|---|---|
| Yes | No | Summary | ||
| inappropriate treatment after reporting on unethical practices? | Conduct that the personnel involved in handling reported cases shall provide a written statement to ensure the confidentiality of the whistleblower's identity and reported content. The Company also promises to protect whistleblowers from any inappropriate treatment resulting from their reporting. | |||
| 4. Enhancing Information Disclosure | ||||
| (1) Has the Company disclosed the content of Ethical Corporate Management Best Practice Principles and the result at its official website and MOPS? | ☑ | (1) The Company has established the Ethical Corporate Management Best Practice Principles, and discloses them on the investor section of the Company's official website for those interested to see, strengthening the idea of honest and ethical business operations. | No major difference | |
| 5. If the company has established the ethical corporate management policies based on the Ethical Corporate Management Best Practice Principles for TWSE/TPEx Listed Companies, please describe any discrepancy between the policies and their implementation: The Company has established the Procedures for Ethical Management and Guidelines for Conduct and implemented it, with no significant differences observed. | ||||
| 6. Other important information to facilitate a better understanding of the company’s ethical corporate management policies (e.g., review and amend its policies): | ||||
| (1) The Company complies with the Company Act, Securities and Exchange Act, and other laws and regulations as the basis for implementing ethical corporate management. | ||||
| (2) The Company's Rules and Procedures of Board Meetings stipulate that if a director has a conflict of interest in the matters to be discussed at the meeting, whether personally or as a representative of a legal person, the director shall explain the important contents of the conflict of interest at the meeting. If there is a risk of harming the Company's interests, the director may not participate in the discussion or vote on the matter, and shall implement avoidance during discussion and voting. In addition, the director may not act as a proxy for other directors to exercise their voting rights. | ||||
| (3) The Company has established the Procedures for Handling Material Inside Information, which stipulates that directors, managers, and employee may not disclose material inside information known to them to others, nor may they inquire or collect any material inside information that is irrelevant to their duties. Moreover, they may not disclose any material inside information to others, even if they did not obtain it through their duties. |
(7) Other important information that improves the understanding of the company's governance operations may also be disclosed:
- In order to effectively manage material inside information within the Company, we have established the Procedures for Handling Material Inside Information and announced them on the Company's internal website for all employees to follow, so as to prevent insider trading or violations of related laws and regulations.
- The Company has four independent directors who form the Audit Committee, the Remuneration Committee, the Sustainability Development Committee, and the Nomination Committee to strengthen the governance operations of the Company.
- All information related to corporate governance of the Company is disclosed on the Company's official website: www.dingzing.com
- The continuing education status of the Company's directors and independent directors for 2025 is listed in the following table:
| Title | Name | Date of appointment | Date of training | Organizer | Name of course | Training hours | Regulation compliance |
|---|---|---|---|---|---|---|---|
| Chairman | Hsun-Tai Lin | May 27, 2025 | June 24, 2025 | Taiwan Corporate Governance Association | ESG Governance and Transformation | 3H | Yes |
| November 4, 2025 | Taiwan Corporate Governance Association | Building Trust to Empower the Future: A New Paradigm for Generative AI Risk Management | 3H | Yes | |||
| Juristic Person Director | Keng-Hsien Lin | May 27, 2025 | July 9, 2025 | Taiwan Stock Exchange Corporation | 2025 Cathay Sustainable Finance and Climate Change Summit | 6H | Yes |
| November 4, 2025 | Taiwan Corporate Governance Association | Building Trust to Empower the Future: A New Paradigm for Generative AI Risk Management | 3H | Yes | |||
| Director | Po-Jen Liang | May 27, 2025 | June 24, 2025 | Taiwan Corporate Governance Association | ESG Governance and Transformation | 3H | Yes |
| November 4, 2025 | Taiwan Corporate Governance Association | Building Trust to Empower the Future: A New Paradigm for Generative AI Risk Management | 3H | Yes | |||
| Independent Director | Po-Jen Hu | May 27, 2025 | June 24, 2025 | Taiwan Corporate Governance Association | ESG Governance and Transformation | 3H | Yes |
| November 4, 2025 | Taiwan Corporate Governance Association | Building Trust to Empower the Future: A New Paradigm for Generative AI Risk Management | 3H | Yes |
| Title | Name | Date of appointment | Date of training | Organizer | Name of course | Training hours | Regulation compliance |
|---|---|---|---|---|---|---|---|
| Independent Director | Fu-Chiang Yang | May 27, 2025 | June 24, 2025 | Taiwan Corporate Governance Association | ESG Governance and Transformation | 3H | Yes |
| August 29, 2025 | Taiwan Corporate Governance Association | Sustainable Development Advocacy Seminar (Kaohsiung Session) | 3H | Yes | |||
| September 16, 2025 | The Institute of Internal Auditors-Chinese Taiwan | Audit Practices for Subsidiaries | 6H | Yes | |||
| November 4, 2025 | Taiwan Corporate Governance Association | Building Trust to Empower the Future: A New Paradigm for Generative AI Risk Management | 3H | Yes | |||
| Independent Director | Li-Ling Chen | May 27, 2025 | June 19, 2025 | Taiwan Academy of Banking and Finance | Corporate Governance Forum | 3H | Yes |
| June 24, 2025 | Taiwan Corporate Governance Association | ESG Governance and Transformation | 3H | Yes | |||
| July 9, 2025 | Taiwan Stock Exchange Corporation | 2025 Cathay Sustainable Finance and Climate Change Summit | 6H | Yes | |||
| August 15, 2025 | Securities & Futures Institute | 2025 Insider Equity Trading Legal Compliance Seminar | 3H | Yes | |||
| November 4, 2025 | Taiwan Corporate Governance Association | Building Trust to Empower the Future: A New Paradigm for Generative AI Risk Management | 3H | Yes | |||
| Independent Director | Yao-Chi Wu | May 27, 2025 | June 24, 2025 | Taiwan Corporate Governance Association | ESG Governance and Transformation | 3H | Yes |
| July 9, 2025 | Taiwan Stock Exchange Corporation | 2025 Cathay Sustainable Finance and Climate Change Summit | 6H | Yes | |||
| August 15, 2025 | Securities & Futures Institute | 2025 Insider Equity Trading Legal Compliance Seminar | 3H | Yes | |||
| November 4, 2025 | Taiwan Corporate Governance Association | Building Trust to Empower the Future: A New Paradigm for Generative AI Risk Management | 3H | Yes |
(8) The following items regarding the implementation of the internal control system shall be disclosed:
- Internal Control Statement, refer to Appendix 1.
- If a CPA is appointed to review the internal control system, the review report shall be disclosed: None
(9) Major resolutions of the Shareholders' Meeting and the Board in the most recent year to the date this report was printed:
- Material resolutions of the Annual General Meeting
| Meeting no. | Meeting date | Major resolutions | Implementation status | |
|---|---|---|---|---|
| Shareholders' meeting | General shareholders' meeting | May 27, 2025 | 1. Proposal for 2024 business report and financial reports. | Announcements and declarations have been processed in accordance with regulations. |
| 2. Proposal for 2024 earnings distribution. | A cash dividend of NT$8 per share was distributed, with July 6, 2025 as the distribution ex-date, and all payments were made on July 10, 2025. | |||
| 3. Proposal to amend the Articles of Incorporation. | Completed the amendment registration with the Administration of Commerce, Ministry of Economic Affairs within the statutory period. | |||
| 4. Proposal to remove non-compete restrictions on directors and their representatives. | Announcements and declarations have been processed in accordance with regulations. |
- Material resolutions of the Board meeting
| Meeting no. | Meeting date | Major resolutions | |
|---|---|---|---|
| Board of directors | First Regular Meeting | March 4, 2025 | 1. Proposal to distribute the Company’s 2024 employee and director remuneration. |
| 2. Proposal for the Company’s 2024 business report and financial reports. | |||
| 3. Proposal for the Company’s 2024 earnings distribution. | |||
| 4. Proposal to distribute the Company’s 2024 director remuneration. | |||
| 5. Proposal to distribute the Company’s 2024 managerial personnel remuneration. | |||
| 6. Proposal for the Company to determine the record date for the issuance of new shares upon conversion of convertible corporate bonds. | |||
| 7. Proposal for the Company’s 2024 Internal Control Statement. | |||
| 8. Proposal to evaluate the independence and competence of |
| Meeting no. | Meeting date | Major resolutions | |
|---|---|---|---|
| the certifying CPAs for the Company's financial report. 9. Proposal to appoint the Company's certifying CPAs. 10. Proposal to pre-approve the provision of non-assurance services by the certifying CPAs, their firm, and the firm's affiliates to the Company and its subsidiaries. 11. 2024 performance evaluation of the Company's Board of Directors and functional committees. 12. Proposal for the reelection of all directors of the Company. 13. List of directors (including independent director) candidates nominated by the Board of Directors. 14. Proposal to lift the non-competition restrictions on the newly elected directors. 15. Proposal on the shareholder nomination process for the Company's director (including independent director) candidates, including the nomination period, number of seats, and place of submission. 16. Proposal to amend the Company's Articles of Incorporation. 17. Acceptance of shareholder proposals for the 2025 Annual Shareholders Meeting. 18. Proposal to convene the 2025 Annual General Meeting of Shareholders. 19. Proposal to revise the Company's the CX-120 Management Measures for Approval Authorities. | |||
| Second Regular Meeting | May 6, 2025 | 1. Proposal for the Company's financial report for the first quarter of 2025. 2. The Company's decision on the benchmark date for the issuance of new shares for the conversion of convertible corporate bonds. 3. The Company's proposal for acquisition of real estate. 4. Proposal to amend the CW Payroll Cycle. 5. Proposal to adjust the remuneration of independent directors. 6. Proposal to amend the CX-134 Regulations Governing the Payment of Employee Compensation and Remuneration of Directors and Functional Committees. 7. Proposal to adopt the Regulations Governing the Preparation and Filing of the Sustainability Report. 8. Proposal for the Company to apply for financing facilities from banks. | |
| Third Regular Meeting | May 27, 2025 | 1. Proposal to elect the Chairperson. |
| Meeting no. | Meeting date | Major resolutions | |
|---|---|---|---|
| Fourth Regular Meeting | June 24, 2025 | 1. Proposal to appoint members of the Remuneration Committee. 2. Proposal to appoint members of the Sustainable Development Committee. 3. Designation of one director by the Board to act on behalf of the Chairperson in reviewing audit reports. 4. Change in the corporate representative of the Company's subsidiary. | |
| Fifth Regular Meeting | August 5, 2025 | 1. Proposal for the Company's financial report for the second quarter of 2025. 2. Proposal for the Company to apply for financing facilities from banks. 3. Proposal to dismiss managerial personnel of the Company. 4. Proposal to review the remuneration of managerial personnel for 2025. 5. Proposal for the Company's 2024 Sustainability Report. 6. Proposal to amend the CX-167 Regulations Governing the Preparation and Filing of the Sustainability Report. | |
| Sixth Regular Meeting | November 4, 2025 | 1. Proposal for the Company's financial report for the third quarter of 2025. 2. Proposal to amend the issuance and conversion terms of the Company's First Domestic Secured Convertible Bonds and Second Domestic Unsecured Convertible Bonds issued in 2023, in response to regulatory changes allowing conversion during the book closure period, and to submit the same for approval in accordance with applicable procedures. 3. Proposal to establish a Nomination Committee under the Board of Directors and to adopt the Organizational Charter of the Nomination Committee. | |
| Sixth Regular Meeting | December 16, 2025 | 1. Proposal for the Company's operating plan for 2026. 2. Proposal for the Company's audit plan filing for 2026. 3. Proposal for the distribution of year-end bonuses for managerial personnel for 2025. 4. Proposal for the Company to apply for financing facilities from banks. 5. Periodic assessment of the definition and salary levels of entry-level employees for 2025. 6. Proposal to amend the CW Payroll Cycle. 7. Proposal to amend the CX-140 Sustainable Development Best Practice Principles. 8. Proposal to amend the CX-141 Code of Ethical Conduct. |
| Meeting no. | Meeting date | Major resolutions | |
|---|---|---|---|
| First Regular Meeting | February 10, 2026 | 1. Proposal to dissolve and liquidate the subsidiary DINGZING ADVANCED MATERIALS VIETNAM COMPANY LIMITED. 2. Proposal to amend the Articles of Incorporation. 3. Proposal to amend the CX-119 Rules of Procedure for Shareholders' Meetings. 4. Proposal to amend the CX-168 Organizational Charter of the Nomination Committee. 5. Performance evaluation of the Board of Directors and functional committees for 2025. 6. Handling of shareholder proposals for the 2026 Annual General Meeting. 7. Proposal to convene the 2026 Annual General Meeting of Shareholders. | |
| Second Regular Meeting | March 10, 2026 | 1. Proposal to distribute the Company's 2025 employee and director remuneration. 2. Proposal for the Company's 2025 business report and financial reports. 3. Proposal for the Company's 2025 earnings distribution. 4. Proposal to distribute the Company's 2025 director remuneration. 5. Proposal to distribute the Company's 2025 managerial personnel remuneration. 6. Proposal for the Company's 2025 Internal Control Statement. 7. Proposal to evaluate the independence and competence of the certifying CPAs for the Company's financial report. 8. Proposal to appoint the Company's certifying CPAs. 9. Proposal to pre-approve the provision of non-assurance services by the certifying CPAs, their firm, and the firm's affiliates to the Company and its subsidiaries. 10. Proposal for the transfer without consideration of warehouse ownership from the Company's Chairperson. |
Note: The Company has fully implemented the resolutions of the Board meetings and shareholders' meetings
(10) In the most recent year and as of the date of the publication of the annual report, major issues of record or written statements made by any director or supervisor dissenting to important resolutions passed by the Board of Directors: None
122
- Certified public accountant (CPA) fee information
(1) Certified public accountant (CPA) fee information
Unit: NT$1,000
| Name of CPA firm | Name of CPA | CPA audit period | Audit fee | Non-audit fee | Total | Remark |
|---|---|---|---|---|---|---|
| Pricewaterhousecoopers Taiwan | Jun-Kai Wang, A-Shen Liao | 2025 | 3,030 | 360 | 3,390 | Non-audit fees include: Tax compliance audit for 2025. |
(2) If the CPA firm changes, and the audit fee paid in the year of such change is reduced from the audit fee of the previous year: None
(3) If the audit fee is reduced by more than 10% from last year: None
- Information of CPA Change: There is no such situation.
(1) Regarding the predecessor CPA: Not applicable.
(2) Regarding the successor CPA: Not applicable.
- If the company's chairman, president or manager responsible for financial or accounting affairs has worked in the accounting firm or its affiliates of the certifying CPAs within the past year, disclose their names, professional titles and periods of service in the accounting firm or its affiliates of the certifying CPAs: There is no such situation.
- In the most recent year to the date this report was printed, directors, supervisors, managerial officers and the shareholders holding more than $10\%$ of the shares in the transfer of shares and pledge of shares under lien, and any change thereof.
(1) Changes in shareholdings for directors, supervisors, managerial officers and major shareholders
Unit: share
| Title | Name | 2025 | As of April 30, 2026 | ||
|---|---|---|---|---|---|
| Increase (decrease) in No. of Shares | Increase (decrease) in No. of Pledged Shares | Increase (decrease) in No. of Shares | Increase (decrease) in No. of Pledged Shares | ||
| Chairman and major shareholder | Hsun-Tai Lin | - | - | - | - |
| Director and major shareholder | Ding Er Investment Co., Ltd. | - | - | 6,608,000 | 15,000,000 |
| Representative and President: Keng-Hsien Lin | - | - | - | - | |
| Director | Po-Jen Liang | 1,000 | - | - | - |
| Director | Akihiko Satomi | - | - | - | - |
| Independent Director | Po-Jen Hu | - | - | - | - |
| Independent Director | Fu-Chiang Yang | - | - | - | - |
| Independent Director | Li-Ling Chen | - | - | - | - |
| Independent Director | Yao-Chi Wu | ||||
| Vice President | Bruce Huang | - | - | - | - |
| Project Senior Manager | Tung-Shan Chiang | - | - | - | - |
| Product Development Director | Linda Chu | - | - | - | - |
| Director of Finance and Accounting | Meng-Yang Chiu | - | - | - | - |
| Vice Manager | Chun-Chieh Huang | - | - | - | - |
| Major shareholder | Ding Yu Investment Co., Ltd. | - | - | - | - |
| Major shareholder | Mitsubishi Corporation | 6,608,000 | - | - | - |
(2) The counterparts of shares ownership transfer are related parties: There is no such situation.
(3) The counterparts of shares ownership pledge are related parties: There is no such situation.
- Information on shareholders among the top 10 by proportion of shareholding who are related parties to one another or spouse, kindred within the 2nd degree of kinship
March 31, 2026 Unit: share : %
| NAME | OWN SHAREHOLDINGS | SHARES HELD BY SPOUSE & MINOR CHILDREN | TOTAL SHAREHOLDING HELD THROUGH NOMINEES | IF THERE ARE RELATED PARTIES SPOUSES, KINDRED WITHIN THE 2ND DEGREE OF KINSHIP AMONG THE TOP 10 SHAREHOLDERS, GIVE THE NAMES AND AFFILIATIONS OF SUCH SHAREHOLDERS | NOTE | ||||
|---|---|---|---|---|---|---|---|---|---|
| NUMBER OF SHARES | SHAREHOLDING RATIO | NUMBER OF SHARES | SHAREHOLDING RATIO | NUMBER OF SHARES | SHAREHOLDING RATIO | NAME | RELATION | ||
| Ding Er Investment Co., Ltd. | 26,705,300 | 37.02% | - | - | - | - | Hsun-Tai Lin | Chairman of this investment company | - |
| Ding Yu Investment Co., Ltd. | The same as chairman | - | |||||||
| Representative: Hsun-Tai Lin | 5,734,600 | 7.95% | 194,800 | 0.27% | - | - | Ding Yu Investment Co., Ltd. | Chairman of this investment company | - |
| Ding Er Investment Co., Ltd. | Chairman of this investment company | - | |||||||
| Ding Yu Investment Co., Ltd. | 19,006,000 | 26.35% | - | - | - | - | Hsun-Tai Lin | Chairman of this investment company | - |
| Ding Er Investment Co., Ltd. | The same as chairman | - | |||||||
| Representative: Hsun-Tai Lin | 5,734,600 | 7.95% | 194,800 | 0.27% | - | - | Ding Yu Investment Co., Ltd. | Chairman of this investment company | - |
| Ding Er Investment Co., Ltd. | Chairman of this investment company | - | |||||||
| Hsun-Tai Lin | 5,734,600 | 7.95% | 194,800 | 0.27% | - | - | Ding Yu Investment Co., Ltd. | Chairman of this investment company | - |
| Ding Er Investment Co., Ltd. | Chairman of this investment company | - | |||||||
| TransGlobe Life Insurance Inc. | 1,543,380 | 2.14% | - | - | - | - | - | - | - |
| Representative: Wen-Hui Lin | - | - | - | - | - | - | - | - | - |
| Chen Yi Co., Ltd. | 1,077,000 | 1.49% | - | - | - | - | Wei-Tian Liang | Representative of this company | - |
| Representative: Wei-Tian Liang | 103,000 | 0.14% | 800,900 | 1.11% | - | - | Chen Yi Co., Ltd. | Representative of this company | - |
| Keng-Hsien Lin | Representative's spouse of this company | ||||||||
| Hsun-Tai Lin | Spouse's father | ||||||||
| HSBC Bank (Taiwan) Limited, as custodian for the investment account of Point72 Associates, LLC | 862,000 | 1.20% | - | - | - | - | - | - | - |
| Keng-Hsien Lin | 800,900 | 1.11% | 103,000 | 0.14% | - | - | Hsun-Tai Lin | Father | - |
| Chen Yi Co., Ltd. | Representative's spouse of this company | - | |||||||
| HSBC, as custodian for the account of Morgan Stanley International Ltd. | 662,126 | 0.92% | - | - | - | - | - | - | - |
| Ching-Lung Chen | 644,000 | 0.89% | - | - | - | - | - | - | - |
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| NAME | OWN SHAREHOLDINGS | SHARES HELD BY SPOUSE & MINOR CHILDREN | TOTAL SHAREHOLDING HELD THROUGH NOMINEES | IF THERE ARE RELATED PARTIES SPOUSES, KINDRED WITHIN THE 2ND DEGREE OF KINSHIP AMONG THE TOP 10 SHAREHOLDERS, GIVE THE NAMES AND AFFILIATIONS OF SUCH SHAREHOLDERS | NOTE | ||||
|---|---|---|---|---|---|---|---|---|---|
| NUMBER OF SHARES | SHAREHOLDING RATIO | NUMBER OF SHARES | SHAREHOLDING RATIO | NUMBER OF SHARES | SHAREHOLDING RATIO | NAME | RELATION | ||
| Chin-Ling Wang | 397,000 | 0.55% | - | - | - | - | - | - | - |
- Quantity of shareholdings of the same investee by the Company and Directors, Supervisors, Managerial Officer, and direct or indirect subsidiaries in proportion to the combined holdings of all, and combined to calculate the proportion of overall shareholding.
| Investee | Investment made by the Company | Investment made by directors, supervisors, managerial official and direct or indirect subsidiaries | Combined investment | |||
|---|---|---|---|---|---|---|
| Number of Shares | Shareholding ratio | Number of Shares | Shareholding ratio | Number of Shares | Shareholding ratio | |
| Shanghai Dintex Trading Co., Ltd. | Note | 100% | Note | — | Note | 100% |
| Dongguan Dingli Polyurethane Trading Co., Ltd. | Note | 100% | Note | — | Note | 100% |
| DINGZING ADVANCED MATERIALS USA, INC.(DE) | 0.1 | 100% | — | — | 0.1 | 100% |
| DINGZING ADVANCED MATERIALS USA LLC(NJ) | Note | 100% | Note | — | Note | 100% |
| DINGZING ADVANCED MATERIALS VIETNAM COMPANY LIMITED | Note | 100% | Note | — | Note | 100% |
| DINGZING ADVANCED MATERIALS EUROPE GmbH | 500,000 | 100% | — | — | 500,000 | 100% |
Note: It is a limited company; not applicable.
III. Capital Overview
- Capital and Shares
(1) 1. Sources of Capital Stock:
April 30, 2025
Unit: Thousand share; NT$1,000
| Period | Price at issuance (NT$) | Authorized shares capital | Paid in capital | Remarks | ||||
|---|---|---|---|---|---|---|---|---|
| Number of Shares | Amount | Number of Shares | Amount | Sources of Capital Stock | Property other than cash is paid by subscribers | Other | ||
| February 1981 | 1,000 | 2 | 2,000 | 2 | 2,000 | Establishment of capital NT$2,000,000 | - | - |
| November 1987 | 1,000 | 10 | 10,000 | 10 | 10,000 | Cash capital increase 8,000,000 | - | - |
| December 1995 | 1,000 | 15 | 15,000 | 15 | 15,000 | Cash capital increase 5,000,000 | - | Note 1 |
| July 1998 | 1,000 | 25 | 25,000 | 25 | 25,000 | Cash capital increase 10,000,000 | - | Note 2 |
| November 2000 | 1,000 | 50 | 50,000 | 50 | 50,000 | Cash capital increase 10,000,000 | - | Note 3 |
| Capital increased by earnings recapitalization 15,000,000 | - | |||||||
| November 2002 | 1,000 | 100 | 100,000 | 100 | 100,000 | Cash capital increase 17,000,000 | - | Note 4 |
| Capital increased by earnings recapitalization 33,000,000 | - | |||||||
| November 2004 | 1,000 | 120 | 120,000 | 120 | 120,000 | Cash capital increase 10,000,000 | - | Note 5 |
| Capital increased by earnings recapitalization 10,000,000 | - | |||||||
| November 2006 | 1,000 | 150 | 150,000 | 150 | 150,000 | Capital increased by earnings recapitalization 30,000,000 | - | Note 6 |
| November 2007 | 1,000 | 180 | 180,000 | 180 | 180,000 | Cash capital increase 30,000,000 | - | Note 7 |
| November 2009 | 1,000 | 200 | 200,000 | 200 | 200,000 | Capital increased by earnings recapitalization 20,000,000 | - | Note 8 |
| November 2011 | 1,000 | 250 | 250,000 | 250 | 250,000 | Capital increased by earnings recapitalization 50,000,000 | - | Note 9 |
| August 2012 | 1,000 | 400 | 400,000 | 400 | 400,000 | Cash capital increase 150,000,000 | - | Note 10 |
| September 2013 | 10 | 60,000 | 600,000 | 60,000 | 600,000 | - | Capital contributions by claims 200,000,000 | Note 11 |
| July 2014 | 10 | 100,000 | 1,000,000 | 60,000 | 600,000 | - | - | Note 12 |
| August 2017 | 50 | 100,000 | 1,000,000 | 60,118 | 601,180 | Transferred from employee stock options | - | Note 13 |
| January 2019 | 50 | 100,000 | 1,000,000 | 60,455 | 604,550 | Transferred from employee stock options | - | Note 14 |
| April 2019 | 50 | 100,000 | 1,000,000 | 61,548 | 615,480 | Transferred from employee stock options | - | Note 15 |
| June 2022 | 60.79 | 100,000 | 1,000,000 | 69,243 | 692,430 | Cash capital increase 76,950,000 | - | Note 16 |
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| Period | Price at issuance (NT$) | Authorized shares capital | Paid in capital | Remarks | ||||
|---|---|---|---|---|---|---|---|---|
| Number of Shares | Amount | Number of Shares | Amount | Sources of Capital Stock | Property other than cash is paid by subscribers | Other | ||
| March 2024 | 10 | 100,000 | 1,000,000 | 69,545 | 695,447 | Common shares 3,017,000 transferred from convertible corporate bonds | — | Note 17 |
| May 2024 | 10 | 100,000 | 1,000,000 | 70,271 | 702,715 | Common shares 7,268,000 transferred from convertible corporate bonds | — | Note 18 |
| August 2024 | 10 | 100,000 | 1,000,000 | 70,929 | 709,287 | Common shares 6,572,000 transferred from convertible corporate bonds | — | Note 19 |
| November 2024 | 10 | 100,000 | 1,000,000 | 71,444 | 714,439 | Common shares 5,152,000 transferred from convertible corporate bonds | — | Note 20 |
| March 2025 | 10 | 100,000 | 1,000,000 | 71,451 | 714,507 | Common shares 68,000 transferred from convertible corporate bonds | — | Note 21 |
| May 2025 | 10 | 100,000 | 1,000,000 | 72,134 | 721,336 | Common shares 6,829,000 transferred from convertible corporate bonds | — | Note 22 |
Note 1: Approved by official letter with No. Kao-shih-chien-she-erh-tzu-ti-07474600 dated December 15, 1995.
Note 2: Approved by official letter with No. Kao-shih-chien-she-erh-tzu-ti-08710057701 dated July 9, 1998.
Note 3: Approved by official letter with No. Kao-shih-fu-chien-she-erh-tzu-ti-08917227601 dated November 27, 2000.
Note 4: Approved by official letter with No. Ching-shou-shang-tzu-ti-09101438390 dated November 7, 2002.
Note 5: Approved by official letter with No. Kao-shih-fu-chien-erh-kung-tzu-ti-09300998800 dated November 3, 2004.
Note 6: Approved by official letter with No. Kao-shih-fu-chien-erh-kung-tzu-ti-09500746160 dated November 16, 2006.
Note 7: Approved by official letter with No. Kao-shih-fu-chien-erh-kung-tzu-ti-09600745840 dated November 20, 2007.
Note 8: Approved by official letter with No. Kao-shih-fu-ching-erh-kung-tzu-ti-09800732540 dated November 17, 2009.
Note 9: Approved by official letter with No. Kao-shih-fu-szu-wei-ching-shang-kung-tzu-ti-10001472020 dated November 25, 2011.
Note 10: Approved by official letter with No. Kao-shih-fu-szu-wei-ching-shang-kung-tzu-ti-10150252350 dated August 8, 2012.
Note 11: Approved by official letter with No. Ching-shou-shang-tzu-ti-10201183940 dated September 6, 2013.
Note 12: Approved by official letter with No. Ching-shou-shang-tzu-ti-10301139160 dated July 14, 2014.
Note 13: Approved by official letter with No. Ching-shou-shang-tzu-ti-10601123360 dated August 25, 2017.
Note 14: Approved by official letter with No. Ching-shou-shang-tzu-ti-10801005660 dated January 28, 2019.
Note 15: Approved by official letter with No. Ching-shou-shang-tzu-ti-10801040310 dated April 11, 2019.
Note 16: Approved by official letter with No. Ching-shou-shang-tzu-ti-11101095610 dated June 14, 2022.
Note 17: Approved by official letter with No. Ching-shou-shang-tzu-ti-11330046270 dated March 25, 2024.
Note 18: Approved by official letter with No. Ching-shou-shang-tzu-ti-11330086250 dated May 23, 2024.
Note 19: Approved by official letter with No. Ching-shou-shang-tzu-ti-11330154960 dated September 4, 2024.
Note 20: Approved by official letter with No. Ching-shou-shang-tzu-ti-11330205030 dated November 27, 2024.
Note 21: Approved by official letter with No. Ching-shou-shang-tzu-ti-11430038530 dated March 28, 2025.
Note 22: Approved by official letter with No. Ching-shou-shang-tzu-ti-11430086970 dated July 11, 2025.
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| Type of share | Authorized Capital Stock | Remarks | ||
|---|---|---|---|---|
| Outstanding shares | Unissued stock | Total | ||
| Ordinary shares | 72,133,587 | 27,866,413 | 100,000,000 | TWSE listed company’s shares |
Information related to shelf registration system: Not applicable
2. Composition of shareholders:
March 31, 2026; Unit: person/shares %
| Composition of Shareholders Quantity | Governmental Institution | Financial Institution | Other Juridical person | Individual | Foreign Institution and Foreigner | Total |
|---|---|---|---|---|---|---|
| Number of persons | - | 1 | 33 | 3,830 | 25 | 3,889 |
| Shareholding | - | 15,433,800 | 480,501,510 | 201,267,780 | 24,132,780 | 721,335,870 |
| Shareholding ratio | - | 2.14% | 66.61% | 27.91% | 3.34% | 100% |
3. Shareholding Distribution Status
March 31, 2026; Unit: person/shares; %, NT$10 par value per share
| Shareholding classification | No. of shareholders | Shareholding | Shareholding ratio | |
|---|---|---|---|---|
| 1 - | 999 | 1,257 | 185,177 | 0.2567% |
| 1,000- | 5,000 | 2,134 | 4,105,556 | 5.6916% |
| 5,001- | 10,000 | 246 | 1,878,550 | 2.6043% |
| 10,001- | 15,000 | 82 | 1,059,349 | 1.4686% |
| 15,001- | 20,000 | 43 | 774,800 | 1.0741% |
| 20,001- | 30,000 | 52 | 1,332,883 | 1.8478% |
| 30,001- | 40,000 | 18 | 633,216 | 0.8778% |
| 40,001- | 50,000 | 10 | 469,000 | 0.6502% |
| 50,001- | 100,000 | 22 | 1,592,507 | 2.2077% |
| 100,001- | 200,000 | 12 | 1,777,243 | 2.4638% |
| 200,001- | 400,000 | 4 | 1,290,000 | 1.7883% |
| 400,001- | 600,000 | 0 | 0 | 0.0000% |
| 600,001- | 800,000 | 2 | 1,306,126 | 1.8107% |
| 800,001-1,000,000 | 2 | 1,662,900 | 2.3053% | |
| 1,000,001 and above | 5 | 54,066,280 | 74.9531% | |
| Total | 3,889 | 72,133,587 | 100% |
(2) List of Major Shareholders
March 31, 2026; Unit: share : %
| Name of major shareholder | Shares | Shareholding | Shareholding ratio |
|---|---|---|---|
| Ding Er Investment Co., Ltd. | 26,705,300 | 37.02% | |
| Ding Yu Investment Co., Ltd. | 19,006,000 | 26.35% | |
| Hsun-Tai Lin | 5,734,600 | 7.95% | |
| TransGlobe Life Insurance Inc. | 1,543,380 | 2.14% | |
| Chen Yi Co., Ltd. | 1,077,000 | 1.49% | |
| HSBC Bank (Taiwan) Limited, as custodian for the investment account of Point72 Associates, LLC | 862,000 | 1.20% | |
| KENG-HSIEN LIN | 800,900 | 1.11% | |
| HSBC, as custodian for the account of Morgan Stanley International Ltd. | 662,126 | 0.92% | |
| Ching-Lung Chen | 644,000 | 0.89% | |
| Chin-Ling Wang | 397,000 | 0.55% |
Note: The names, shareholdings, and percentages of shareholders holding more than 5% of the shares or ranked among the top 10 shareholders in terms of shareholding and percentage.
(3) Dividend policy and implementation status of the company:
- Dividend policy as stipulated in the Company's Articles of Incorporation
When the Company has profits in each fiscal year, it shall first pay taxes and other expenses and then appropriate 10% of the net profits as the statutory surplus reserve until such reserve has reached the amount equal to the total capital. After setting aside for any specific reserves required by the law and regulations, the undistributed earnings from the previous year together with the current year's earnings shall be accumulated and approved by the Board of Directors to distribute as dividends to the shareholders.
The dividend distribution policy of the Company takes into consideration the current and future investment environment, capital needs, domestic and international competition, and capital budgeting, while balancing the interests of the shareholders and the Company's long-term financial planning. The dividend payout principle shall not be less than 30% of the "distributable earnings" of the current period. However, if the "distributable earnings" of the current period are less than 5% of the paid-in capital, dividends may not be distributed. Cash dividends shall not be less than 10% of the total dividend distribution.
The term "distributable earnings" of the current period in the preceding paragraph refers to the profit of the current year after deducting taxes, donations, making up for previous losses, setting aside statutory surplus reserve, and appropriate or reverse special surplus reserve. It does not include accumulated undistributed earnings at the beginning of the period.
If approved by two-thirds or more of the directors present, including a majority of attending directors, the Board of Directors may distribute all or a portion of dividends, capital surplus, or statutory surplus reserves in the form of cash, and report to the shareholders' meeting, without being subject to the provisions of the first paragraph that require approval by the shareholders' meeting.
- The proposed dividend distribution for the current shareholders' meeting:
On March 10, 2026, the Board of Directors approved the earnings distribution plan for the 2025 fiscal year, with a dividend of NT$4.5 per share of common stock, totaling NT$324,601,000, subject to approval by the 2026 Annual General Meeting.
- Expected significant changes in dividend policy: The Company does not anticipate any significant changes in its dividend policy.
(4) The impact of the free allotment proposed at the shareholders’ meeting on the company's operating performance and earnings per share: The current shareholders’ meeting does not propose the distribution of stock dividends, and the Company is not required to disclose financial forecasts in accordance with regulations, so it is not applicable.
(5) Employee, director and supervisor remuneration:
- The percentage or range of employee, director and supervisor remuneration as stipulated in the company's Articles of Incorporation:
(1) The Company shall allocate no less than 1% of the profit for the current year as employee compensation, of which no less than 30% will be allocated to entry-level employees. The Company may allocate no more than 5% of the profit for the current year as remuneration for directors. However, where the Company has accumulated losses, such losses must first be covered.
(2) Employee remuneration can be in the form of stocks or cash, and the recipients of stocks or cash may include employees of controlled or affiliated companies who meet certain conditions.
(3) The "profit of the current year" referred to in the first paragraph means the pre-tax profit of the current year before deducting the remuneration for employees and directors.
(4) Distribution of employee and director remuneration shall be resolved by the Board of Directors with attendance of over two-thirds of the directors and approval of a majority of the attending directors, and be reported to the shareholders' meeting.
- The calculation basis of the estimated amount of employee, director and supervisor remuneration, the calculation basis for the number of shares for employee remuneration distributed by stocks, and the accounting treatment if the actual distribution amount is different from the estimated amount:
The employee, director, and supervisor remuneration of the Company are estimated based on the percentage range set forth in the Articles of Incorporation, depending on the profitability of the current year. If there is a difference between the actual distribution amount and the estimated amount, accounting treatment will be made in accordance with the changes in accounting estimates and adjusted in the year of the board meeting resolution.
- Remuneration distribution approved by the Board of Directors:
(1) If the amount of employee, director and supervisor remuneration distributed in cash or stocks is different from the annual estimated amount of recognized expenses, the number of discrepancies, reasons and handling status shall be disclosed:
The proposal for the distribution of employee and director remuneration for 2025 has been approved by the Board of Directors on March 10, 2026. The distribution includes an employee remuneration of NT$29,984,000 and a director remuneration of NT$5,417,000, which is consistent with the amount recognized in the financial statements for 2025.
(2) The amount of employees’ remuneration distributed through shares and its proportion to the total net profit after tax and employees’ remuneration in the individual or respective financial report for the current period: There is no planned distribution of employee stock dividends, so this does not apply.
- If the actual distribution of employee, director and supervisor remuneration in the previous year (including the number of shares distributed, amount and stock price) is different from the
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recognized employee, director and supervisor remuneration, the number of differences, reasons and handling situation shall be stated:
The distribution of the Company’s employee and director remuneration for 2024 was approved by the Board of Directors on March 4, 2025, with employee remuneration of NT$41,735,000 and director remuneration of NT$9,772,000 distributed in cash. The actual distribution was consistent with the recognized amounts for 2025.
(6) Company buyback of shares: There is no such situation.
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- Corporate bond processing status:
(1) Handling of corporate bonds
| Types of corporate bonds | First domestic secured convertible corporate bond | Second domestic unsecured conversion of corporate bond |
|---|---|---|
| Date of issuance (processing) | October 26, 2023 | October 27, 2023 |
| Denomination | NT$100,000 | NT$100,000 |
| Place of issuance and trading | Republic of China | Republic of China |
| Issue price | NT$111.96 | NT$101.00 |
| Total amount | NT$500,000,000 | NT$200,000,000 |
| Interest rate | Coupon interest rate 0% | Coupon interest rate 0% |
| Term | 3 years | |
| Maturity date: October 26, 2026 | 3 years | |
| Maturity date: October 27, 2026 | ||
| Guarantee Institution | First Commercial Bank Co., Ltd. | Not applicable |
| Trustee | Trust Department of E. Sun Commercial Bank Ltd. | Trust Department of E. Sun Commercial Bank Ltd. |
| Underwriting Institution | First Securities Inc. | First Securities Inc. |
| Certifying lawyer | Far East Law Office | |
| Ya-Wen Chiu, Attorney at Law | Far East Law Office | |
| Ya-Wen Chiu, Attorney at Law | ||
| Certifying CPAs | PwC Taiwan | |
| Jun-Kai Wang, CPA; Ah-Shen Liao, CPA | PwC Taiwan | |
| Jun-Kai Wang, CPA; Ah-Shen Liao, CPA | ||
| Repayment Method | Other than that the holders of this convertible corporate bond converts it into ordinary shares of the Company in accordance with Article 10 of these Measures, or the Company redeems it in advance in accordance with Article 18 of these Measures, or the Company buys it back from securities firms’ business premises and cancels it, the Company shall repay the holders of this convertible corporate bond in cash in one lump sum within 10 business days from the day after the maturity date of this convertible corporate bond. If the aforementioned date falls on a day when the Taipei centralized stock market is closed, it shall be postponed to the next business day. | Other than that the holders of this convertible corporate bond converts it into ordinary shares of the Company in accordance with Article 10 of these Measures, or the Company redeems it in advance in accordance with Article 18 of these Measures, or the Company buys it back from securities firms’ business premises and cancels it, the Company shall repay the holders of this convertible corporate bond in cash in one lump sum within 10 business days from the day after the maturity date of this convertible corporate bond. If the aforementioned date falls on a day when the Taipei centralized stock market is closed, it shall be postponed to the next business day. |
| Unpaid principal | As of April 30, 2025, the unpaid principal was NT$273,100,000. | As of April 30, 2025, the unpaid principal was NT$80,600,000. |
| Redemption or early repayment terms | Please refer to the Measures for the Issuance and Conversion of the First Domestic Secured Convertible Corporate Bond. | Please refer to the Measures for the Issuance and Conversion of the Second Domestic Unsecured Convertible Corporate Bond. |
| Restrictive clauses (note 4) | Please refer to the Measures for the Issuance and Conversion of the First Domestic Secured Convertible Corporate Bond. | Please refer to the Measures for the Issuance and Conversion of the Second Domestic Unsecured Convertible Corporate Bond. |
| Name of credit rating agency, rating date, and corporate bond rating results | Not applicable | Not applicable |
132
133
| Types of corporate bonds | First domestic secured convertible corporate bond | Second domestic unsecured conversion of corporate bond | |
|---|---|---|---|
| Additional rights attached | Amount of converted (exchanged or subscribed) ordinary shares, overseas depository receipts or other securities as of the date of annual report publication | As of April 30, 2026, the cumulative amount of conversion is NT$226,900,000. | As of April 30, 2026, the cumulative amount of conversion is NT$119,400,000. |
| Issuance and conversion (exchange or subscription) method | Please refer to the Measures for the Issuance and Conversion of the First Domestic Secured Convertible Corporate Bond. | Please refer to the Measures for the Issuance and Conversion of the Second Domestic Unsecured Convertible Corporate Bond. | |
| Methods of issuance, conversion, exchange, or subscription, possible dilution of equity due to issuance conditions, and impact on existing shareholders' equity | Please refer to pages 76–79 of the prospectus for the first domestic secured convertible corporate bond and the second domestic unsecured convertible corporate bond. | Please refer to pages 76–79 of the prospectus for the first domestic secured convertible corporate bond and the second domestic unsecured convertible corporate bond. | |
| Custodian for the exchange subject matter | Not applicable | Not applicable |
(2) Converting Corporate Bond Information
| Corporate bond type (Note 1) | First domestic secured convertible corporate bond | Second domestic unsecured conversion of corporate bond | |||||
|---|---|---|---|---|---|---|---|
| Year Item | 2024 | 2025 | As of April 30, 2026 | 2024 | 2025 | As of April 30, 2026 | |
| Convertible corporate bond market price | Highest | 192.00 | 163.00 | 108.95 | 191.00 | 162.00 | 107.00 |
| Lowest | 110.30 | 105.60 | 100.05 | 114.00 | 106.00 | 100.50 | |
| Average | 141.16 | 132.22 | 102.92 | 141.46 | 137.75 | 103.81 | |
| Conversion price | 120.90(Since October 26, 2023) | ||||||
| 118.50(Since July 6, 2024) | |||||||
| 110.90(Since July 6, 2025) | 120.60(Since October 27, 2023) | ||||||
| 118.20(Since July 6, 2024) | |||||||
| 110.70(Since July 6, 2025) | |||||||
| Date of issuance (processing) and conversion price at the time of issuance | Issue date: October 26, 2023 | ||||||
| Price at the time of issuance: NT$120.90 | Issue date: October 27, 2023 | ||||||
| Price at the time of issuance: NT$120.60 | |||||||
| Method of fulfilling conversion obligations (note 3) | New shares will be issued in accordance with the issuance and conversion measures | New shares will be issued in accordance with the issuance and conversion measures |
Note 1: The first domestic secured convertible corporate bond of the Company was issued on October 26, 2023, and the second domestic unsecured convertible corporate bond was issued on October 27, 2023
(3) Exchangeable corporate bond: There is no such situation.
(4) Shelf-registered corporate bond issuance: There is no such situation.
(5) Corporate bonds with warrants: There is no such situation.
- Status of preferred share: There is no such situation.
- Status of overseas depository receipt: There is no such situation.
-
Status of employee stock options: There is no such situation.
-
Status of new restricted employee shares: There is no such situation.
-
Status regarding issuance of new shares in connection with mergers or acquisitions of other companies’ shares: There is no such situation.
-
Implementation status of fund utilization plan:
As of the end of the quarter prior to the publication of the annual report, the Company has not issued or privately placed any securities that have not yet been completed or have not shown the expected benefits within the past three years.
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IV. Operation Overview
- Content of business
(1) Business scope
- Main content of the company’s business
C801010 Basic Chemical Industrial
C805010 Manufacture of Plastic Sheets, Pipes and Tubes
C805020 Manufacture of Plastic Films and Bags
C805990 Other Plastic Products Manufacturing
F107200 Wholesale of Chemical Feedstock
F107190 Wholesale of Plastic Films and Bags
F401010 International Trade
ZZ99999 All business activities that are not prohibited or restricted by law, except those that are subject to special approval.
- Main products’ operating weight
Unit: NT$1,000; %
| Year
Products | 2024 | | 2025 | |
| --- | --- | --- | --- | --- |
| | Consolidated net operating revenue | Consolidated operating revenue percentage | Consolidated net operating revenue | Consolidated operating revenue percentage |
| TPU film | 3,020,344 | 91.99% | 2,601,974 | 91.31% |
| TPU seals | 149,566 | 4.56% | 153,390 | 5.38% |
| TPU hoses & belts | 110,138 | 3.35% | 92,431 | 3.25% |
| Others | 3,238 | 0.10% | 1,801 | 0.06% |
| Net operating revenue | 3,283,286 | 100.00% | 2,849,596 | 100.00% |
Source: Financial statements audited by certified public accountants
- Current products (services) of the Company
The Company is primarily engaged in the research and development, manufacturing, and sale of high-performance thermoplastic polyurethane (TPU). Its main products include TPU films, TPU sealing components, and TPU tubing and belts, as described below:
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A. TPU Films: TPU films are the Company's primary product line. Through extrusion and blown film processing, and based on different formulations, the films can achieve airtightness and complete waterproof performance while also offering high strength, abrasion resistance, and weather resistance. The Company also combines TPU films with various substrates such as copper foil, glass, woven fabrics, and nanofibers to produce high value-added composite materials. These products are applied across industries including semiconductors; electronics; biotechnology, medical, automotive, and industrial applications; and construction.
B. TPU Sealing Components: TPU sealing components are manufactured from TPU pellets using injection molding. As thermoplastic polymer materials, they combine the high elasticity of rubber with excellent oil resistance, impact resistance, and durability. They are able to maintain stable sealing performance under harsh operating conditions, making them a preferred material for mechanical applications, and they are widely used in hydraulic cylinder systems, automation equipment, and related power transmission systems.
C. TPU Tubing and Belts: TPU tubing and belt products are manufactured from TPU pellets through extrusion. The advantages of these polymer materials include good hydrolysis resistance, microbial resistance, high tensile strength, and tear resistance. These products are mainly used in industrial pneumatic systems and drinking water pipes.
4. New Products (Services) Planned for Development
In addition to continuing to develop TPU films, sealing components, and tubing and belt products that meet customer needs and market trends, the Company actively invests in innovative R&D and cross-disciplinary applications, and is committed to enhancing its portfolio of high value-added products, including advanced materials such as electronic-grade and optical-grade films. The new products that the Company plans to develop are as follows:
| Item | Description |
|---|---|
| Highly elastic, breathable and waterproof hot melt adhesive film | It has both breathable and waterproof functions and can be used in women's period pants, shoe and sock covers, and lightweight down jackets. |
| Development of anti-fouling and repair coating | Development of anti-fouling and repair coating that can be applied on the surface of high-durability TPU film, in order to enhance the added value of the TPU film and expand its usage in different high-tech fields for customers. |
| Development of re-adhesive composite material (Orkesta) | Development of composite material that combines fabric and TPU film to create a high-strength adhesive material suitable for industrial applications such as safety protective equipment, thermal insulation and outdoor building materials. |
| Development of VCN yarn and Feneka fabric | The development involves weaving Feneka fabric using 100% VCN yarn, which is environmentally friendly and energy-saving, effectively shortening and simplifying the post-manufacturing process. In the future, consumer goods can also be efficiently recycled and reused. |
|---|---|
| Foam for the electronics industry | Various low-density foams with different flexibility and stretchability can be used for shock absorption. |
| Non-yellowing foam and hot melt adhesive | It can be used for white and light-colored cup covers. |
| Improvement of flexibility and breathability of waterproof breathable film | Improvement of existing waterproof breathable film by increasing its flexibility, sound insulation, and breathability. |
| PPF top coating 2K paint | The Provecta Protect Film is a highly clear and non-yellowing base material film that is coated with a 2K top layer to achieve anti-fouling and scratch-resistant properties. It can be used to protect and enhance the gloss of original car paint. |
| PPF top coating UV paint | The Provecta Protect Film is a highly clear and non-yellowing base material film that can be used for surface coating. Its excellent resistance to UV-A and UV-B rays prevents long-term damage from sunlight to car paint, protecting the gloss of the original car paint. |
| PPF PSA paint | Self-developed pressure-sensitive adhesive can be used as the backing adhesive for protective films, such as car wrap films. It has good adhesion to the car steel plate and can avoid residual glue that may damage the body of the car. |
| Explosion-proof window film | It can be applied to glass to prevent glass fragments from flying in case of breakage. It can also provide a barrier against intrusion. |
| Special patterned car wrap film | The PPF base material is processed with special patterns to diversify the PPF product. |
| Electronic-grade films | Used as base materials for electronic products, offering flexibility that enables electronic components to be bendable. |
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| Optical-grade films | Used as base materials for optical products, featuring high light transmittance, with hardness and flexibility adjustable to meet customer requirements. |
|---|---|
(2) Industry overview
1. Industry current status and development
Thermoplastic polyurethane (TPU) is a high-performance polymer material that combines the elasticity of rubber with the processing characteristics of plastics, offering high production flexibility and a wide range of manufacturing processes. Based on differences in chemical structure, TPU can be broadly classified into polyether-based and polyester-based types. Polyether-based TPU has higher strength and better hydrolysis resistance, making it suitable for high-humidity or harsh environments. Polyester-based TPU offers better elongation and flexural properties, as well as excellent abrasion and solvent resistance, making it suitable for high-load and high-durability applications. Through formulation design, improvement, and innovation, DingZing's TPU product series can be highly customized for various industry applications.
Leveraging its physical and chemical properties, TPU materials have been widely applied in industries such as automotive, medical devices, electronics, sports and outdoor products, industrial sealing components, and high-performance films. According to a report by Mordor Intelligence, the global TPU market and its application outlook show strong and structural growth. The global TPU market reached US$3.06 billion in 2025 and is projected to grow to US$3.24 billion in 2026 and US$4.52 billion by 2031, representing a compound annual growth rate (CAGR) of approximately $6.89\%$ from 2026 to 2031. By region, the Asia-Pacific market accounted for $58.72\%$ of global TPU market revenue in 2025, making it the largest market. This market is expected to continue growing at a CAGR of $7.75\%$ through 2031, remaining the primary market and the strongest driver of global growth, indicating that TPU manufacturing will continue to be concentrated in the Asia-Pacific region.

Figure 1. Global TPU Market Size Trend (2025-2031)
Additionally, TPU is an environmentally friendly, recyclable thermoplastic elastomer. It can be reprocessed and reintroduced into the production cycle through mechanical recycling, effectively reducing material waste and improving resource efficiency, which helps to mitigate environmental impact. Studies indicate that TPU can maintain a stable chemical structure and good thermal stability even after multiple processing cycles. Furthermore, due to its chemical structure, hydrolysis mechanisms, and microbial interactions, TPU is capable of natural degradation under certain environmental conditions, reducing the environmental burden. By combining recyclability with environmentally friendly characteristics, TPU aligns with global trends for the development of a circular economy and sustainable materials, highlighting its value as a high-performance and environmentally responsible material.
With the growing emphasis on environmental protection, countries have tightened regulations on environmental issues. For example, the EU REACH regulation restricts the use of harmful substances such as phthalates (plasticizers), while governments worldwide are implementing stricter carbon emission standards and promoting green material policies. At the same time, markets in Europe, the United States, and China are raising requirements for environmentally friendly materials, prompting many brands to actively adopt recyclable and sustainable materials. Owing to its recyclability, durability, and compliance with environmental regulations, TPU has gradually replaced materials that are difficult to recycle, becoming a key material aligned with global sustainability
trends and international market requirements. It is widely recognized as an important environmentally friendly material.
2. Upstream, Midstream, and Downstream Industry Relationships
The TPU industry involves complex manufacturing processes and diverse applications, and it has developed a comprehensive industrial value chain encompassing upstream raw materials, midstream manufacturing, and downstream applications. The Company has enhanced its overall competitiveness through supply chain integration and cost optimization, resulting in closer linkages across the value chain. Raw materials used in TPU production are the most critical component of the value chain. The primary raw materials include methylene diphenyl diisocyanate (MDI), adipic acid (AA), and 1,4-butanediol (BDO). These materials undergo polymerization to form TPU pellets, which are then processed through various molding techniques to produce different types of TPU materials, and ultimately further processed into end products with TPU characteristics for various applications.
The key upstream raw materials originate from the petrochemical industry, which is capital- and technology-intensive. In particular, methylene diphenyl diisocyanate (MDI) has a high technological barrier to entry, and the market is currently dominated by a limited number of global chemical companies. Major players include Covestro, BASF, Lubrizol, Huntsman Corporation, Tosoh, and Wanhua Chemical.

Figure 2. TPU Industry Value Chain (Upstream-Midstream-Downstream)
The Company has established a mature vertically integrated production system. Following formulation development and design using upstream raw materials such as methylene diphenyl diisocyanate (MDI), adipic acid (AA), 1,4-butanediol (BDO),
polyether polyols, additives, and masterbatch, the Company produces TPU pellets and other intermediate materials in-house. These are then processed through various manufacturing processes to scale up production of TPU films, TPU sealing components, and TPU tubing and belt products. The products are applied across a wide range of sectors, including semiconductors, electronics, biotechnology and medical, automotive, industrial applications, and construction materials.
3. Product Development Trends and Competitive Landscape
A. TPU Films
TPU films are multifunctional, high-performance materials suitable for a wide range of industries. They can be further processed through lamination, bonding, welding, and composite processing to combine with woven fabrics, copper foil, glass, or other functional materials to form composite materials. Driven by factors such as increasing demand in key industries, ESG and sustainability trends, the advancement of new technologies, and growth in major economic markets, the TPU film market is currently in a stable growth phase with strong potential. The following provides an overview of the end-use applications of the Company's TPU film products by category:
Figure 3. Application Scope of Thermoplastic Polyurethane (TPU) Films
| Application Category | Product Applications |
|---|---|
| Automotive Industry | ■ Automotive paint protection films ■ Automotive seat airbags ■ Sunroofs/interior components |
| Medical Industry | ■ Sterile protective covers ■ Endoscope protective covers ■ Medical laminated fabrics ■ Waterproof and breathable adhesive bandages and acne patches ■ Dental aligners, prosthetic breast films, medical bed covers |
| Electronics Industry | ■ Flexible components for electronic products and flexible displays ■ Light guide plates and conductive printing services ■ Consumables for electronics manufacturing ■ Specialized hot-melt adhesives and thermosetting adhesives for electronics |
| Industrial Applications | ■ Protective films and hot-melt adhesives for explosion-resistant/bullet-resistant glass ■ Acoustic barrier films ■ Solar panel materials ■ Transmission conveyor belts |
| Outdoor Sports | ■ Decorative films for sports footwear and |
| ■ Fire and water protection | |
| Transportation | ■ Transporting and transporting vehicles ■ Transporting vehicles for vehicles with motor vehicles ■ Transporting vehicles for vehicles with motor vehicles |
| Industrial and Environmental | ■ Environmental protection ■ Environmental protection ■ Environmental protection ■ Environmental protection ■ Environmental protection ■ Environmental protection |
| Application Category | Product Applications |
|---|---|
| Equipment | insoles ■ Laminated fabrics and accessories for outdoor use ■ Hydration bladders, tents, inflatable sleeping mats, backpacks ■ Various types of sports balls |
| Textiles and Home Furnishings | ■ Mattress covers, household water beds, air beds ■ Garments, jackets, and lingerie accessories ■ Blackout skylights |
(A) Automotive Industry
TPU films are widely used in automotive paint protection films (PPF), interior components, and airbags, and the automotive industry is currently the largest end-use market. According to a report by Coherent Market Insights, the automotive sector accounted for nearly $40\%$ of the TPU film application market in 2025. This was mainly driven by the properties of TPU films, including abrasion resistance, corrosion resistance, and high flexibility, which effectively protect against scratches caused by external friction. Moreover, TPU films offer electrical insulation, sound absorption, and lightweight characteristics, which enhance driving comfort and durability. Furthermore, TPU helps reduce vehicle weight and improve fuel efficiency, helping automakers achieve emissions reduction targets. With the continued advancement of automotive lightweighting and electric vehicle development, demand for TPU materials is expected to grow steadily. Mordor Intelligence estimates that from 2026 to 2031, the compound annual growth rate (CAGR) of TPU applications in automotive components will reach approximately $8\%$ , exceeding the overall market average, indicating strong growth potential and promising prospects for TPU in the automotive industry.
The Company's primary product is automotive PPF, which protects vehicle paint surfaces by isolating them from external substances, ultraviolet radiation, and pollutants, thereby preventing damage. PPF uses TPU film as the primary base material, with a top coating applied to provide self-healing properties, and a pressure-sensitive adhesive (PSA) layer underneath to adhere to the vehicle's paint surface (see figure below). This enables vehicles to maintain high gloss, resistance to yellowing, and premium protective performance. It can be applied to the entire vehicle or to specific areas such as the hood, doors, front and rear bumpers, side skirts, and side panels.

Figure 4: Composition of PPF
According to an analysis by Fortune Business Insights, the global automotive PPF market was valued at approximately US$640 million in 2025, and is projected to reach US$1.086 billion by 2034, growing at a CAGR of 6.2% from 2026 to 2034. In the Asia-Pacific region, the market size is showing steady growth, and is expected to increase from US$290 million in 2025 to US$309 million in 2026, with continued expansion in forecast for the coming years (see figure below). The US market is also expected to grow significantly, with the market size projected to reach US$147 million by 2032.
Figure 5. Market Size and Trends of Automotive Paint Protection Film in the Asia-Pacific Region
Asia Pacific Paint Protection Film Market Size, 2021-2034 (USD Million)

www.fortunebusinessinsights.com
Source: Fortune business insights
In terms of the competitive landscape, the automotive industry has recently been affected by international trade tensions, tariff adjustments, and regulatory restrictions, which may increase the cost of products such as automotive PPF, window films, and component films. Additionally, the market exhibits a moderate level of concentration, with many manufacturers offering highly similar products, resulting in price competition and margin compression. As such, the development of differentiated products is essential to maintain a competitive advantage.
The Company primarily develops and manufactures its own TPU pellets rather than sourcing them externally, enabling better control over product characteristics. Its non-yellowing TPU films are resistant to discoloration or haze caused by prolonged exposure to sunlight. Furthermore, leveraging its technical expertise and advanced film technologies, DingZing has obtained IATF 16949 certification and successfully entered the supply chain of leading automotive manufacturers for new vehicle programs.
(B) Medical Industry
With the acceleration of population aging globally, the United Nations projects that by 2050, the population aged 60 and above will reach 2.1 billion (nearly double the current level) directly driving demand for medical treatment devices. The global healthcare market is gradually shifting from traditional single-function material selection to green medical materials that balance sustainability and patient safety.
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TPU materials meet various biocompatibility and environmental regulatory requirements, and, combined with their strength, durability, and processability advantages, they are a highly competitive option for applications requiring long-term implantation and high mechanical stability. As such, TPU has become a key material for medical applications.
TPU films are widely used in catheters, medical gloves and syringes, surgical guidance tools, clinical consumables including wound dressings, wearable medical devices, and drug delivery systems. According to data from Grand View Research, Inc., the global medical-grade TPU film market is projected to reach US$340 million by 2030, with a CAGR of 5.5% from 2025 to 2030. The TPU film segment in the medical industry is currently undergoing a phase of rapid innovation and expanding applications.

Figure 6. Global Medical-Grade TPU Film Market Size and Growth Trends
Source: Grand View Research
DingZing has identified the significant potential of the medical market and has been actively engaged in this field for many years. In addition to its existing medical-grade TPU film product line, the Company has developed high value-added medical application products, such as sterile protective covers, which are advanced medical consumables (see figure below). This product effectively isolates splashes of blood and bodily fluids during surgical procedures, reducing the risk of cross-contamination and enhancing the safety and hygiene standards of the surgical environment. It meets modern healthcare requirements for materials with high cleanliness and high reliability.

Figure 7. Schematic Diagram of Medical Protective Cover Application

In terms of the competitive landscape, the medical device sector is characterized by long and stringent certification processes, resulting in relatively high barriers to entry. Competition is therefore not primarily price-driven, but rather centered on key technological thresholds, including compliance with rigorous regulatory requirements, well-established production environments, and product stability and consistency. As a result, companies with medical certifications and clean manufacturing capabilities tend to have relatively strong customer stickiness. The Company has established long-term supply relationships with customers in the medical field and meets the stringent requirements of the international medical device industry in design, process control, quality assurance, and end-use applications. It has obtained ISO 13485:2016 certification for medical device quality management systems, FDA 177.2600 compliance recognized by the US Food and Drug Administration (FDA), as well as ISO 14001 environmental management system and ISO 14064 greenhouse gas inventory standards international certifications, demonstrating enhanced resilience in this competitive market.
(C) Electronics Industry and Industrial Applications
TPU films are widely used in the electronics industry, with major applications including surface protective films, flexible circuit substrates, and smart sensing devices. Surface protective films include screen protectors for mobile phones, protective cases, electronic components, and protective layers applied to glass surfaces, which can effectively reduce electrostatic interference and enhance operational stability. Flexible circuit substrates are advanced base materials made from TPU films, which leverage the flexibility and elastic recovery of TPU to support embedded circuits and enable lightweight design. These substrates can be applied in flexible displays, touchscreens, electronic paper, and flexible light guide
plates. Smart sensing devices integrate functions such as touch control, sensing, and display interfaces.
In addition to the electronics sector, the Company has also strengthened its presence in industrial applications. The properties of TPU materials have been applied to develop explosion-resistant and bullet-resistant glass films, along with TPU-specific hot-melt adhesives. These composite materials are made from glass of varying thicknesses, TPU hot-melt adhesives, and polycarbonate. Compared with conventional glass, these products offer high strength, impact resistance, and reduced shattering, effectively enhancing safety and lowering the risk of breakage. They are suitable for safety protection applications in construction, transportation, and industrial equipment, and have obtained relevant third-party certifications. Driven by rapid urbanization and infrastructure expansion in both emerging and developed markets, investment in smart cities, transportation networks, energy infrastructure, and residential projects continues to increase, significantly boosting demand for advanced construction materials with strength, durability, and environmental adaptability.
In terms of the competitive landscape, although the electronics and industrial application markets offer strong growth prospects and significant opportunities, they are still subject to constraints such as fluctuations in raw material prices. In particular, volatility in petrochemical derivatives and specialty additives may have a material impact on manufacturing costs and profit margins. Moreover, global industry fluctuations caused by economic slowdowns, geopolitical uncertainties, and supply chain disruptions may pose challenges to stable market expansion.
B. TPU sealing components
TPU seals are made from TPU (thermoplastic polyurethane) pellets through injection molding process. It has thermoplastic material properties similar to rubber, showing high elasticity of rubber at room temperature and can be plasticized and formed into polymer materials at high temperatures. The TPU sealing components produced by the Company are primarily used in forklifts, hydraulic cylinders, coal mining machinery, and construction equipment. According to a report by The Business Research Company, the global high-pressure sealing market reached US$5.76 billion in 2025 and is projected to grow to US$7.93 billion by 2030, representing a CAGR of 6.5%. This growth is driven by factors such as the development of hydrogen energy, increased investment in offshore energy requiring high-efficiency systems, rising industrial safety requirements, and advancements in advanced manufacturing technologies.
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In terms of the competitive landscape, as industries such as new energy vehicles, industrial automation equipment, and high-end machinery continue to grow rapidly, demand for TPU sealing components is also increasing. Given that end-use environments often involve harsh conditions such as high pressure, extreme temperatures, and prolonged operation, companies must optimize material formulations to enhance the abrasion resistance, impact resistance, and long-term sealing performance of TPU sealing components in order to meet the demand for highly reliable sealing materials across various industries.
C. TPU Tubing and Belts
In TPU tubing and belt applications, due to properties such as abrasion resistance, oil resistance, and resistance to both high and low temperatures, as well as being plasticizer-free, odorless, and compliant with food-grade and medical regulations (e.g., FDA regulations), TPU materials are gradually replacing traditional PVC and rubber materials and have become important materials for mid-to high-end applications. TPU tubing and belt products are widely used in areas such as pneumatic tubing for automation equipment, fire hoses, medical tubing, and food conveyor belts. In particular, demand for TPU materials continues to grow in food processing and medical applications due to their stringent hygiene and material safety requirements. Furthermore, in the outdoor sports industry, TPU-based hydration bladders and drinking tubes offer advantages such as thin inner walls, abrasion resistance, and puncture resistance, while complying with food contact safety regulations. With the rising popularity of outdoor activities and sports, market demand continues to expand.
From a competitive standpoint, the TPU tubing and belt industry shows a polarized development trend. On one hand, because TPU materials offer high elasticity, abrasion resistance, and oil resistance, and comply with food and medical regulations, market demand continues to expand, attracting more processing manufacturers to enter the market. This has intensified competition in general industrial tubing and consumer applications. On the other hand, high-end applications such as medical tubing, pneumatic tubing for precision automation equipment, and high-performance tubing for outdoor products remain dominated by manufacturers with capabilities in material formulation development and precision processing technologies. Overall, the industry is gradually shifting from price-based competition toward a model centered on material technology, product application development, and customer collaboration.
(3) Technology and R&D overview
- Technological level and R&D of business operations
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The Company has established a dedicated R&D department focused on the adjustment and design of material formulations, enabling it to actively develop functional TPU materials with properties such as high strength, high elasticity, high toughness, and abrasion resistance. At the same time, the Company collaborates with customers to codevelop innovative products, aiming to produce products aligned with global trends. The Company's products span electronics; biotechnology, medical, and industrial applications; and construction materials, and are being progressively introduced into markets and scaled up for mass production. In the medium- to long-term, the Company will continue to develop high value-added products, enhance process technologies and product quality, strengthen its overall technical capabilities, and improve product differentiation to consolidate its leading position in the TPU materials sector and drive sustainable operational growth.
- R&D expenses in the most recent year and up to the publication date of the annual report.
Unit: NT$1,000; %
| Year
Item | 2025 (Note 1) | As of March 31, 2026 (Note 2) |
| --- | --- | --- |
| R&D expenses (A) | 125,652 | Not applicable |
| Net operating revenue (B) | 2,849,596 | |
| Ratio of R&D expenses to net operating revenue (%)
(A/B) | 4.41 | |
Note 1: Financial statements audited by certified public accountants
Note 2: As of the date of publication of the annual report, the financial report data for the first quarter that has been reviewed by the accountants has not been obtained.
- Technologies or products successfully developed in the past five years.
| Year | Technologies or products | Function (application) |
|---|---|---|
| 2021 | PUR adhesive | Using a glue dispenser to create customized designs for customers with reactive polyurethane. |
| PUR cleaner for adhesive | Used for cleaning glue dispensers to prevent nozzle blockage and ensure proper operation. | |
| Non-yellowing window film | Suitable for outdoor tents as non-yellowing window material. | |
| Thermosetting hot melt adhesive film | Special hot melt film for the electronics industry. | |
| 2022 | Vacuum-formed matte film | After vacuum suction molding, the matte finish can still be maintained. |
| Clear window film | It can remain transparent after long periods |
| of time, making it suitable for transparent windows. | ||
|---|---|---|
| 2023 | Protective sleeve special film | Protective cover film |
| Carbon mass balance film | Carbon reduction and carbon mass balance | |
| 2024 | Water-Repellent, Moisture-Permeable Film | Combines moisture permeability with water-repellent properties; suitable for outdoor functional apparel. |
| Gas Barrier Film | Prevents gas leakage; suitable for aerial photography aeronautics balloons. | |
| Ultra-High Molecular Weight Hot-Melt Adhesive | Low-temperature thermocompression, but passes the double 85 test. | |
| 2025 | Non-yellowing, high-melting-point, low-hardness films | Featuring non-yellowing weather resistance, high-melting-point processability, and a soft feel due to low hardness. |
| Food-grade logistics transfer panels | Logistics transfer panels compliant with both FDA and EU food-grade regulations. |
(4) Long- and short-term business development plans
The Company's short-term development plan will continue to expand its portfolio of high value-added and diversified applications, covering multifunctional environmentally friendly composite materials in areas such as semiconductors and electronic materials, nanofibers, and construction. By leveraging its vertically integrated production capabilities from TPU raw materials to multifunctional and versatile film manufacturing, the Company aims to optimize its product structure, integrate new and existing R&D projects, and expand into major international markets including the United States, Europe, and Asia, thereby strengthening global competitiveness and enhancing overall growth momentum. Additionally, the Company will provide customized solutions tailored to the needs of different industries and customers, thereby enhancing product differentiation and market penetration, and further consolidating its leading position in high-performance TPU materials.
In terms of long-term development, the Company will uphold its core values of Science, Innovation, and Collaboration by attracting and cultivating outstanding talent, strengthening its R&D capabilities and innovation momentum, and implementing mid- to long-term organizational development strategies. The Company will continue to focus on the development of environmentally friendly applications, actively address ESG trends and customer needs, and deepen partnerships with international brands. At the same time, it will integrate sustainability principles into its business operations, fulfill its corporate social responsibility, and strengthen corporate governance, with the goal of achieving sustainable corporate development.
- Market and production & sales overview
(1) Market analysis
- Sales of main products (services) by region
Unit: NT$1,000
| Year
Region of sales | 2024 | | 2025 | | |
| --- | --- | --- | --- | --- | --- |
| | | Amount | % | Amount | % |
| Domestic | | 367,179 | 11.18 | 302,024 | 10.60 |
| Overseas | America | 1,040,278 | 31.69 | 782,760 | 27.47 |
| | Europe | 224,250 | 6.83 | 178,655 | 6.27 |
| | Asia | 1,603,845 | 48.85 | 1,523,702 | 53.47 |
| | Others | 47,734 | 1.45 | 62,455 | 2.19 |
| | Subtotal | 2,916,107 | 88.82 | 2,547,572 | 89.40 |
| Total | | 3,283,286 | 100.00 | 2,849,596 | 100.00 |
- Market share
The Company's TPU products are widely applied across industries including the automotive, medical, electronics, outdoor sports, textiles, and home furnishings sectors, encompassing products with diverse industry characteristics. Because there are no complete and objective market share data available for these products, it is not feasible to compare the Company's market share position with that of its industry peers.
- Future market supply & demand and Growth
The TPU market is at a critical stage of transformation—from general-purpose materials to high-performance, environmentally friendly materials. According to data from multiple international research institutions, the global TPU market is exhibiting a steady growth trend, with the CAGR projected to remain in the range of 6.5% to 8.5% through 2032. The primary growth drivers include strong demand from the automotive industry for lightweight materials, with TPU widely used in interior components and automotive PPF, increased adoption of biocompatible TPU materials in medical devices, and technological innovation in footwear and outdoor products, including the development of products made from fully recyclable TPU materials.
Overall, TPU materials are not only evolving toward high-performance and high value-added applications but are also increasingly incorporating low-carbon processes, bio-based materials, and recyclable design concepts, thereby strengthening their competitive advantage under ESG trends. Looking ahead, as environmental regulations become more stringent and end-brand customers raise their requirements for sustainable supply chains, TPU products that combine high performance with environmental sustainability are expected to become mainstream, driving the industry's continued growth.
- Competitive advantages
A. Vertically integrated end-to-end production capabilities
Compared with other industry players that engage only in certain stages such as polymerization or processing, DingZing has long invested resources in key material technologies and process optimization and has developed comprehensive vertically
integrated end-to-end production capabilities. From upstream formulation development, raw material design, and material manufacturing to downstream scaled production of TPU films, TPU sealing components, and TPU tubing and belt products, all processes are completed in-house. With a comprehensive product portfolio, the Company not only accelerates downstream processing activities such as coating, adhesive application, lamination, molding, and plastic processing but also meets the stringent material specifications required by international brand customers, making it a key long-term supply partner for multiple clients.
In addition to controlling most TPU pellet production in-house, the Company has successfully developed a range of new products, including multilayer TPU films, high-strength composite materials, optical-grade high-performance films, high-resilience films, various hot-melt adhesives, and hot-melt adhesive films for bullet-resistant glass. Through the close tracking of market trends and industry fluctuations and the timely development of market-oriented products, the Company has gained strong recognition from customers across various industries.
B. Successful transition to high-end products
In recent years, DingZing has gradually moved away from low-margin, price-competitive market segments and focused on high value-added, high-tech, and high-margin application areas, including automotive PPF, medical devices (such as sterile protective covers), advanced electronic materials, and explosion-resistant and bullet-resistant glass films. These product categories require exceptionally high material performance, including resistance to yellowing, long-term weatherability, and high transparency, while also meeting key technical specifications such as biocompatibility, chemical resistance, dimensional stability, and supply consistency. The product development and quality validation cycles are lengthy, and the technological and process barriers are significantly higher than those of general-purpose TPU products. As the proportion of revenue from high value-added products continues to increase, the Company has gradually built a competitive advantage and a strong technological moat in the high-performance TPU materials market, reinforcing its leadership position in niche markets.
C. Trusted partner of international brands
DingZing is a manufacturer dedicated to the R&D and specialized production of TPU materials. Its products have been successfully repositioned as high-end materials, and, leveraging stable quality, formulation development capabilities, and vertically integrated production processes, the Company has become a key supplier for multiple international brand customers. Its high-quality TPU products have successfully entered the supply chains of leading brands in the United States and Europe, establishing the Company as a long-term, trusted strategic partner.
The TPU products developed by the Company have gained broad recognition in the global market, demonstrating its strong R&D capabilities and process control, while steadily building the Company's reputation and establishing customer loyalty in high-technology application segments. Looking ahead, the Company will continue to expand its presence across diverse industry applications, deepen its high value-added product portfolio, and further strengthen its global competitiveness and growth momentum.
- Advantages and disadvantages of future development and countermeasures
Advantages
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A. ESG trends
To implement ESG sustainability principles, regulations on environmental protection and chemical management have become increasingly stringent worldwide. Emerging economies are also strengthening requirements for low-pollution and low-hazard industrial development. Under this trend, manufacturers and international brand customers are actively adopting environmentally friendly materials and green manufacturing processes to reduce the potential risks of chemical substances to human health and the environment. Environmentally friendly materials have shifted from optional applications to a core direction of industrial development and have become a key competitive factor in the global advanced chemicals and high-performance materials industries. TPU products offer advantages such as the ability to undergo natural degradation under certain conditions, ease of recycling, and reduced generation of harmful gases during combustion. The materials themselves do not release toxic substances and can also be produced using bio-based materials derived from plants. These characteristics are expected to support increased usage and broader applications of TPU products, in line with industry development trends.
B. Continuous expansion of applications in the end-user markets
TPU is a material that falls between rubber and plastic, with properties such as oil resistance and water resistance. It can be processed through techniques such as extrusion coating and blown film processing into TPU films, sealing components, or tubing and belt products. Owing to its excellent material performance and ease of processing, its applications have expanded from early uses in outdoor products, such as functional apparel, athletic footwear materials, and seamless soccer balls, to high value-added fields including medical consumables, automotive paint protection films, food conveyor belts, and electronic materials, demonstrating strong cross-industry application potential.
C. Accumulated experience in long-term R&D and specialized technical capability
TPU materials have been widely adopted by leading international brands across various aspects of daily life. Since its establishment more than 40 years ago, the Company has marketed TPU sealing components overseas under its own brand, accumulating extensive experience in R&D, production, and sales. It has obtained numerous certifications and continues to maintain core management systems at its Kaohsiung and Pingtung plants, including ISO 9001, ISO 14001, and ISO 45001. The Kaohsiung plant also holds greenhouse gas inventory certifications. In 2025, the Company further expanded its certification portfolio: The Pingtung plant obtained Bluesign certification, and the Kaohsiung plant successfully acquired ISCC PLUS sustainability and carbon certification as well as ISO 13485 certification for medical device quality management systems. Additionally, to fulfill its sustainability commitments and meet domestic and international customer requirements, DingZing has adopted multiple international standards, including OEKO-TEX, the Global Recycled Standard (GRS), and IATF 16949, ensuring that both its manufacturing processes and products comply with globally recognized sustainability standards. These professional certifications not only serve as key thresholds for cooperation with leading international companies but—together with the Company's vertically integrated and customized production capabilities that meet diverse customer needs—also form the foundation for establishing strong and long-term partnerships.
Disadvantages
A. Impact of raw material price fluctuations on costs
The Company’s primary raw materials consist of various petrochemicals, including methylene diphenyl diisocyanate (MDI), adipic acid (AA), and 1,4-butanediol (BDO). Production costs are therefore susceptible to price fluctuations driven by global supply and demand conditions in raw material markets, which affect the cost of each product to varying degrees. The extent of the impact depends on factors such as cost control, the ability to pass on costs, product added value, and demand in end-use markets. Among these, raw material costs for the Company’s main product, TPU films, account for approximately 50% to 60% of total production costs. Although DingZing has relatively strong pricing power in high-end markets, significant short-term fluctuations in raw material prices may still exert temporary pressure on its cost structure.
Countermeasures:
The Company continues to strengthen its raw material procurement and cost management mechanisms. First, it systematically collects and analyzes raw material market price trends to carefully determine procurement timing and establishes long-term strategic partnerships with reliable suppliers to ensure stable supply sources and consistent quality. Second, to diversify procurement risks and enhance pricing flexibility, the Company maintains reasonable safety stock levels and actively seeks alternative suppliers with comparable quality, thereby strengthening supply chain resilience. Additionally, the Company continuously develops innovative TPU materials, reducing its reliance on single petrochemical raw materials through new formulations and the development of alternative materials. This mitigates the impact of raw material price fluctuations on production costs and operating performance, and enables the Company to maintain its overall operational stability and competitive advantage.
B. Impact of economies of scale of major international manufacturers
In recent years, leading global TPU material manufacturers have actively promoted capacity expansion plans to strengthen regional supply capabilities and economies of scale. For example, Wanhua Chemical’s Yantai Industrial Park in mainland China has reached an annual production capacity of 210,000 tons; Avient has expanded production capacity for its product lines at its Suzhou plant to meet demand for TPU tubing; Lubrizol has added new TPU production lines in Shanghai and is evaluating cooperation with Polyhose to establish medical tubing production lines in India; and Covestro’s new production base in Zhuhai, Guangdong, is scheduled to commence operations in 2026, with an initial capacity of approximately 30,000 tons, and is expected to increase to 120,000 tons by 2030.
Countermeasures:
DingZing specializes in highly customized product development, focusing on high value-added and niche material products. Taking sterile protective covers as an example, protective covers for specific medical surgical robotic arms require extremely precise control of thickness and toughness, and the certification cycle may extend for 2–3 years. Once a supplier is selected, customers are unlikely to switch due to minor price differences arising from capacity expansion by large manufacturers.
Taiwan serves as the Company’s operational and R&D center, where it collaborates with leading global brand customers to co-develop new products. As one of the few manufacturers worldwide with vertically integrated end-to-end TPU production capabilities, the Company has established subsidiaries and marketing bases in mainland China, Europe, and the United States, forming a comprehensive global service network. In response to the various performance requirements of its customer base, the Company
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provides complete solutions or engages in customized co-development of new products, thereby establishing long-term and stable cooperative relationships with customers. By continuously providing customized services, the Company creates market differentiation and maintains its competitive advantage.
C. Longer development period for new product applications
The Company is actively expanding the application scope of its products. As different end products belong to different industries, their development processes, technical validation standards, testing procedures, and regulatory certification requirements also vary. Certain application fields (such as medical, automotive, and electronic materials) require extended customer validation and third-party certification processes, resulting in relatively long development cycles. From formulation design, prototype testing, and customer validation to final mass production, the process often takes several years. During this period, changes in customer specifications or market demand may also affect the timeline for commercialization. As a result, there is a time lag between R&D investment in new products and the generation of actual revenue contributions.
Countermeasures:
The downstream applications of TPU materials are extensive, covering industries such as automotive, biotechnology, medical, semiconductors, electronics, outdoor sports, textiles, and home furnishings. Although new product development cycles are relatively long, the breadth of applications reduces the likelihood that fluctuations in a single industry will have a significant impact on overall operations. To mitigate price competition arising from new market entrants or shifts in end-product trends, the Company continues to deepen its relationships with international brand customers by co-developing new products and expanding into new application areas, thereby enhancing products' added value and differentiation. At the same time, the Company leverages its customers' global sales networks to expand market reach and diversify regional risks, while continuing to invest in formulation R&D to improve product performance and cost competitiveness, thereby strengthening its overall operational stability and competitive advantage.
(2) Important uses and production processes of main products
- The important uses are as follows:
| Main product | Applications |
|---|---|
| TPU film | Sterile protective covers, endoscope protective covers, acne patches, adhesive bandages, prosthetic breast films, medical bed covers, medical laminated fabrics |
| Flexible components for electronic products, flexible displays, consumables for electronic manufacturing processes, specialty hot-melt and thermosetting adhesives for electronics, conductive printing substrates, light guide films, speaker diaphragms | |
| Automotive paint protection films, lumbar support airbags, automotive interior components, automotive sunroofs | |
| Explosion-resistant glass films, hot-melt adhesives, acoustic barrier films, solar panel materials, transmission conveyor belts |
| Main product | Applications |
|---|---|
| Mattress covers and protective pads, blackout skylights, garments and jackets, lingerie accessories (textile accessories), household water beds, air beds Decorative films for sports footwear, insoles, laminated fabrics for outdoor use, tents, inflatable sleeping mats, outdoor accessories, hydration bladders, balls, backpacks, transparent windows (for bags, tents, and map pouches) | |
| TPU seals | Forklifts, hydraulic cylinders, coal mining machinery, construction equipment, hydraulic system equipment |
| TPU hoses & belts | Pneumatic hoses, drinking water hoses, pneumatic hoses for automotive assembly, transmission conveyor belts (solid type) |
2. Production process

(3) Supply status of main raw materials
The main TPU (thermoplastic polyurethane) raw materials used by the Company come from major domestic and foreign suppliers with whom we maintain stable and long-term supply relationships. The price can also reflect market conditions appropriately. As of now, the supply status for our main raw materials is good, and there have been no incidents of factory shutdowns, material shortages, or other disputes.
(4) Names of customers who have accounted for more than 10% of the total sales volume in any of the past two years, as well as the amount and proportion of their purchases (sales), and the reasons for their changes:
- List of main purchasing customers and reasons for their changes:
(1) Mitsubishi Group: The procurement amount in 2025 decreased by NT$85,080,000 compared to that of 2024, mainly due to a significant overall decline in global consumer demand, which led to a reduction in orders, and consequently, lower demand for basic raw materials during the current period.
(2) Company G: The procurement amount in 2025 decreased by NT$66,832,000 compared to that of 2024, mainly due to a significant overall decline in global consumer demand, which led to a reduction in orders, and consequently, lower demand for basic raw materials during the current period.
Unit: NT$1,000
| Year | 2024 | 2025 | ||||||
|---|---|---|---|---|---|---|---|---|
| Item | Name | Amount | Percentage of annual net purchase amount [%] | Relationship with the issuer | Name | Amount | Percentage of annual net purchase amount [%] | Relationship with the issuer |
| 1 | Mitsubishi Corporation | 366,001 | 37.22 | Other | Mitsubishi Corporation | 280,921 | 32.87 | Other |
| 2 | Company G | 235,349 | 23.94 | — | Company G | 168,517 | 19.71 | — |
| 3 | Other | 381,839 | 38.84 | — | Other | 405,310 | 47.42 | — |
| Net purchase amount | Net purchase amount | 983,189 | 100.00 | — | Net purchase amount | 854,748 | 100.00 | — |
Note: The supplier holds 6,608,000 shares in the company (approximately 11% of the share capital at that time) and was appointed as a new director after the shareholders' meeting on May 29, 2019. On May 27, 2020, the supplier resigned from the director position. After the re-election, Mr. Akihiko Satomi, who also serves as the management of Mitsubishi Corporation and its affiliated enterprises, was elected. Therefore, the supplier was deemed by the Company to have a substantive relationship with it. Subsequently, the management of said company resigned from his director position on May 27, 2025, and ceased to be a related party as of that date.
- List of main sales customers and reasons for their changes:
(1) The sales amount to Company P in 2025 decreased by NT$261,372,000 compared to that in 2024, mainly due Company P's decrease in product demand.
(2) The sales amount to Company R in 2025 decreased by NT$15,411,000 compared to that in 2024, mainly due to Company R's decrease in product demand.
Unit: NT$1,000
| Year | 2024 | 2025 | ||||||
|---|---|---|---|---|---|---|---|---|
| Item | Name | Amount | Percentage of annual net sales amount [%] | Relationship with the issuer | Name | Amount | Percentage of annual net sales amount [%] | Relationship with the issuer |
| 1 | P | 898,117 | 27.35 | — | P | 636,745 | 22.34 | — |
| 2 | R | 510,043 | 15.54 | — | R | 494,632 | 17.36 | — |
| 3 | Other | 1,875,126 | 57.11 | — | Other | 1,718,219 | 60.30 | — |
| Net sales amount | Net sales amount | 3,283,286 | 100.00 | — | Net sales amount | 2,849,596 | 100.00 | — |
- Number of employees, average length of service, average age, and education of employees for the last two years and as of the date of the publication of the annual report:
Unit: People; %
| Year | 2024 | 2025 | As of April 30, 2026 | |
|---|---|---|---|---|
| Number of employees | Number of management personnel | 28 | 27 | 26 |
| Number of non-management personnel | 633 | 627 | 611 | |
| Total | 661 | 654 | 637 | |
| Average age | 37.92 | 40.71 | 41.29 | |
| Average length of service | 6.39 | 7.48 | 8 | |
| Education distribution (%) | Doctor | 0 | 0 | 0 |
| Master | 4.54 | 5.35 | 5.02 | |
| Junior college/Bachelor | 72.16 | 72.17 | 72.37 | |
| Senior high school | 22.69 | 21.87 | 21.98 | |
| Under senior high school | 0.61 | 0.61 | 0.63 |
- Information on environmental protection expenditure:
(1) In the most recent year and up to the date of publication of the annual report, for the losses suffered by environmental pollution (for compensation and violations of environmental protection laws and regulations in the environmental protection audit results, the date of punishment, the number of the punishment, the regulations violated, the content of the violations, and the content of the punishment shall be listed), the estimated amount and countermeasures that may occur at present and in the future shall be disclosed. If the amount cannot be reasonably estimated, an explanation shall be provided:
| Sanction Date | Sanction Reference Number | Regulatory Provisions Violated | Details of Violation | Details of Sanction | Penalty Amount | Counter-measures |
|---|---|---|---|---|---|---|
| January 6, 2025 | No. Kao-Lien-Tzu-Ti-1147170373 | Subparagraph 2, Paragraph 1, Article 20 of the Regulations on the Management | The waste (sewage) water sample was tested and the result exceeded the water quality standard | In addition to charging abnormal usage fees based on the water quality and quantity | NT$69,736 | The Company received the violation notice on January 6, 2025, and on January 10, |
| of the water quality standard | notice on January 10, | |||||
| January 11, 2025 | No. Kao-Lien-Tzu-Ti-1147170374 | Subparagraph 2, Paragraph 1, Article 20 of the Regulations on the Management | Water quality standard | In addition to charging abnormal usage fees based on the water quality and quantity | NT$69,736 | The Company received the violation notice on January 11, 2025, and on January 10, |
| Sanction Date | Sanction Reference Number | Regulatory Provisions Violated | Details of Violation | Details of Sanction | Penalty Amount | Counter-measures |
|---|---|---|---|---|---|---|
| and Charging of Sewer Use by Industrial Parks under the Ministry of Economic Affairs. | that the sewage treatment plant can accommodate. | classification rate formula, an additional violation usage fee (2 to 3 times) must be added. | 2025, the joint sewage treatment plant sent personnel to conduct sampling. The verification results showed a solid improvement, and the usage fee was paid in full on February 25, 2025. | |||
| May 13, 2025 | No. Ching-Yuan-Kao-Ping-Tzu-Ti-1140101302 | 1. Article 12 and Article 14 of the Regulations Governing the Use and Management of the Pingtung Technology Industrial Park Sewerage System. 2. Point 3 of the Fee Schedule for the Use of Sewerage Systems in Technology Industrial Parks under the Ministry of Economic Affairs. | Ammonia nitrogen levels from water quality testing did not meet the discharge standards for connection to the Park's sewerage system. | Excess discharge usage fee. | Excess discharge usage fee: NT$5,993. | A reinspection was conducted by the Joint Wastewater Treatment Plant on April 10, 2025, and the verification results confirmed that the issue had been rectified. The usage fee was paid on May 28, 2025. |
| December 10, 2025 | No. Ching-Yuan-Kao-Ping-Tzu-Ti-1140103538 | 1. Article 12 and Article 14 of the Regulations Governing the Use and Management | Abnormal discharge - pH value did not meet the discharge standards for connection to | Excess discharge usage fee. | Excess discharge usage fee: NT$25,400. | A reinspection was conducted by the Joint Wastewater Treatment Plant on November 10, |
| the Regulatory Provisions Violated | the Park's sewerage system. | 2025, the joint sewerage treatment plant sent personnel to conduct sampling. The verification results showed a solid improvement, and the usage fee was paid in full on February 25, 2025. |
| Sanction Date | Sanction Reference Number | Regulatory Provisions Violated | Details of Violation | Details of Sanction | Penalty Amount | Counter-measures |
|---|---|---|---|---|---|---|
| of the Pingtung Technology Industrial Park Sewerage System. 2. Point 3 of the Fee Schedule for the Use of Sewerage Systems in Technology Industrial Parks under the Ministry of Economic Affairs. | the sewerage system. | 2025, and the verification results confirmed that the issue had been rectified. The usage fee was paid on December 30, 2025. | ||||
| April 10, 2026 | No. Ching-Yuan-Kao-Ping-Tzu-Ti-1150100990 | 1. Article 12 and Article 14 of the Regulations Governing the Use and Management of the Pingtung Technology Industrial Park Sewerage System. 2. Point 3 of the Fee Schedule for the Use of Sewerage Systems in Technology Industrial Parks under the Ministry of Economic Affairs. | Abnormal discharge – pH 9.63 did not meet the discharge standards for connection to the sewerage system. | Excess discharge usage fee: 15,200 | excess discharge usage fee: NT$15,200 | The Company received the violation notice, and on March 5, 2026, the Joint Wastewater Treatment Plant sent personnel to conduct sampling. The verification results confirmed that the improvement had been completed, and the usage fee was paid in full by April 29, 2026. |
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5. Employee-employer relations
(1) List the employee welfare measures, continuing education, training, retirement systems, and their implementation status, as well as the agreements and measures to protect the rights and benefits of employees between employees and employer:
- Employee welfare measures:
The Company cares about and values employee welfare. In addition to general benefits such as labor insurance, national health insurance, group insurance, and retirement benefits, the Company provides many welfare measures, including marriage subsidies, funeral subsidies, childbirth subsidies, birthday cash gifts, Mid-Autumn Festival cash gifts, and employee stock option. Furthermore, performance bonuses are granted based on business performance.
- Continuing education and training:
In response to the needs of employee and in compliance with regulations, we provide employee education and training, as well as specialized skill training, offering employees a comprehensive specialized skill development and self-growth.
- Retirement system and its implementation:
The retirement system of the Company is in accordance with the Labor Standards Act. We contribute 6% of the employee's monthly salary to each individual's personal account at the Bureau of Labor Insurance as required by the law. The following is the retirement status of the Company's employees in the past two years and up to the date of the publication of the annual report:
Unit: People
| Year | 2024 | 2025 | As of April 30, 2026 |
|---|---|---|---|
| Number of people retired | 1 | 0 | 1 |
- The agreements between employee and employer and the measures for safeguarding employee rights:
To safeguard the rights and interests of employee and employer and coordinate employee-employer relations, the Company is committed to strengthening employee-employer harmony and conducting two-way communication and coordination to solve problems. Therefore, as of now, there have been no major unresolved labor disputes.
(2) In the most recent year and up to the date of publication of the annual report, for the losses suffered due to labor disputes (for violations of the Labor Standards Act in the labor inspection results, the date of punishment, the number of the punishment, the regulations violated, the content of the violations, and the content of the punishment shall be listed), the estimated amount and countermeasures that may occur at present and in the future shall be disclosed. If the amount cannot be reasonably estimated, an explanation shall be provided: None
6. Information security management
(1) Information security risk management framework, information security policies, specific management plans, and resources invested in information security management:
- Information Security Risk Management Framework
The Company has established an Information Security Task Force under the Information Technology Department as the dedicated unit responsible for information security management. The Task Force reports on the implementation of information security management to the Board of Directors at least once annually.
In accordance with applicable requirements, the Company has appointed one information security officer and one information security staff member responsible for overseeing the formulation of information security and protection-related policies, and for convening meetings with relevant department heads on an irregular basis to discuss implementation mechanisms and key priorities.

2. Cyber security policy
To strengthen information security and ensure the confidentiality, integrity, and availability of information assets, as well as compliance with personal data protection requirements, the Company has established an information environment that supports the continuous operation of its information-related business. To comply with applicable laws and regulations and prevent both internal and external threats, whether intentional or accidental, the Company has formulated the CX-155 Information Security Policy, CX-156 Information Security Management Internal Control System, and CX-157 Cyber Security Incident Notification and Response Procedures; these management policies are applicable to all employees.
3. Specific management measures
To enhance the Company's information security and ensure stable operations; provide reliable information services; safeguard the confidentiality, integrity, and availability of information systems; and raise user awareness of information security, the Company implements the following management measures:
| Management Item | Description of Operations |
|---|---|
| Information Asset Security Management | ● IT equipment assets are subject to regular inventory checks each year. |
| ● Critical assets are regularly maintained, updated, and covered under warranty. | |
| ● Local backup, remote backup, and geo-redundant mechanisms are implemented for critical systems and data. |
| Management Item | Description of Operations |
|---|---|
| Physical and Environmental Security Management | • IT equipment in the server room is properly protected and monitored to reduce damage caused by environmental factors, including electrical and mechanical equipment, air conditioning systems, security, surveillance systems, and fire protection equipment. |
| • Access is restricted to authorized personnel through an access control system. External personnel requiring access to the server room for business purposes must be accompanied by server room management staff. | |
| Computer System and Network Security Management | • Firewall protection is implemented. |
| • Anti-virus software protection is in place. | |
| • Spam e-mail filtering mechanisms are established. | |
| • External and personal devices are prohibited from connecting to the Company’s network without authorization. | |
| • Secure connections and multi-factor authentication are required to access internal services from outside the Company. | |
| • Critical data is encrypted and protected. | |
| • System logs are generated daily and must be retained. | |
| • Operating systems must be updated regularly. | |
| • Vulnerability scans are conducted regularly. | |
| System Access Control Security | • Permission reviews are conducted on a regular basis each year. |
| • System access rights are adjusted according to management and operational needs. | |
| • Accounts that have not been used for an extended period are deactivated. | |
| • Users are required to change their passwords periodically. | |
| Data Backup Mechanism | • All critical information systems are backed up regularly, with backups retained for more than 7 days. |
| • Remote backup functionality is in place. | |
| • More than three sets of backup data are maintained. | |
| Security Management of System Development, Expansion, and Maintenance | • Both internally developed and outsourced systems are required to incorporate information security requirements into their design analysis. System maintenance, updates, deployment, and troubleshooting must follow standard operating procedures to ensure system stability. |
| Business Continuity and Incident Response | • In accordance with the Company’s business continuity plan, annual response and disaster recovery drills are conducted, including system disaster recovery simulations, to ensure information system availability. |
| • Recovery time objectives (RTO) and recovery point objectives (RPO) are defined. | |
| Personnel Management and Training | • Information security is continuously implemented, advocated, and promoted to increase employees’ security awareness and enhance information security. |
| • New employees receive information security orientation training. | |
| • Information security awareness campaigns are carried out for all staff on an irregular basis. | |
| • Information security personnel must complete at least 12 hours of relevant information security training each year. |
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| Management Item | Description of Operations |
|---|---|
| • Social engineering e-mail drills are conducted periodically, with follow-up training for employees who mistakenly open suspicious e-mails or click suspicious links. | |
| Information Security Incident Management Procedure | • Information Security Incident classification, reporting, and response are conducted in accordance with the Information Security Incident Management Procedures. |
| • The Company has joined the Taiwan CERT/CSIRT Alliance to stay informed of the latest threat intelligence and to implement appropriate cybersecurity protection and crisis response measures. | |
| • Level 3 incidents and above must be reported to the President. | |
| • Level 4 incidents and above must be reported to both the President and the Board of Directors. | |
| • Level 3 and Level 4 incidents must also be reported to the National Information and Communication Security Center. | |
| Remote Access Management | • Remote connections must be authenticated prior to access, with multi-factor authentication (MFA) enforced. |
| • All VPN or remote login activities must be logged, and such logs must be properly retained for audit and tracking purposes. | |
| • The system must be capable of detecting remote access activities in real time. | |
| • All approved remote access entry points must be clearly defined and documented, and an inventory of access points must be maintained. | |
| • Data transmission must be encrypted (e.g., SSL) to ensure the confidentiality and integrity of transmitted data. | |
| • In the event of employee resignation, transfer, or information security concerns, the IT department must have “one-click blocking” capability to immediately terminate remote access privileges. | |
| • Remote access privileges are not enabled by default. Employees must submit an application specifying access points, and access may be granted only upon approval by the relevant department head and the information security officer. |
-
Resources invested in cyber security management in 2025
-
Updated virtualization platform software and remediated critical vulnerabilities.
- Implemented multi-factor authentication for designated users with elevated privileges to enhance security.
- Replaced the spam (junk mail) server to strengthen spam filtering capabilities.
- Upgraded backup network links to improve network quality.
- Updated backup plans by increasing backup frequency, encrypting backup data, and introducing mechanisms to verify backup data.
- Conducted social engineering drills and system vulnerability scans.
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- Strengthened information security awareness and regularly conducted information security training sessions.
(2) List the losses suffered due to major information security incidents in the most recent year and as of the date of publication of the annual report, the possible impacts and countermeasures. If the above mentioned cannot be reasonably estimated, explanation shall be provided:
In the most recent year and as of the date of publication of the annual report, the Company did not encounter any significant loss due to information security incidents.
7. Material Contracts
| Nature of contract | Party | Beginning and end dates of contract | Major content | Restrictive clauses |
|---|---|---|---|---|
| Borrowing | First Bank | May 2025-May 2026 | Overall credit limit loan | None |
| Borrowing | First Bank | August 2019-July 2029 | Long-term Loan (National Development Fund-Factory) | None |
| Borrowing | First Bank | August 2019-July 2026 | Mid-term Loan (National Development Fund-Machine) | None |
| Borrowing | First Bank | August 2019-July 2026 | Mid-term Loan (National Development Fund-Operation) | None |
| Borrowing | Taipei Fubon Bank | January 2025-December 2025 | Overall credit limit loan | None |
| Borrowing | CTBC Bank | March 2025-March 2026 | Overall credit limit loan | None |
| Borrowing | E.SUN Bank | September 2025-September 2026 | Overall credit limit loan | None |
| Borrowing | Taishin Bank | September 2025-September 2026 | Overall credit limit loan | None |
| Borrowing | Cathay United Bank | October 2024-October 2025 | Short-term loan limit | None |
| Borrowing | Yuanta Bank | October 2025-October 2026 | Overall credit limit loan | None |
| Land Lease | MOEA, ROC | April 2018-April 2028 | Pingtung Technology Industrial Park (Formerly known as Pingtung Export Processing Zone) | None |
V. A review and analysis of financial position and financial performance, and a listing of risks
- Financial position:
Unit: NT$1,000
| Item | Year | 2024 | 2025 | Amount increased / decreased | Variation Ratio (%) |
|---|---|---|---|---|---|
| Current assets | 2,172,804 | 1,743,906 | (428,898) | (19.74) | |
| Property, plant and equipment | 3,051,492 | 3,022,806 | (28,686) | (0.94) | |
| Intangible assets | 9,370 | 11,015 | 1,645 | 17.56 | |
| Other assets | 146,907 | 137,415 | (9,492) | (6.46) | |
| Total assets | 5,380,573 | 4,915,142 | (465,431) | (8.65) | |
| Current liabilities | 657,601 | 840,086 | 182,485 | 27.75 | |
| Other liabilities | 738,498 | 181,643 | (556,855) | (75.40) | |
| Total liabilities | 1,396,099 | 1,021,729 | (374,370) | (26.82) | |
| Equity attributable to owners of the parent | 3,984,474 | 3,893,413 | (91,061) | (2.29) | |
| Share capital | 714,507 | 721,336 | 6,829 | 0.96 | |
| Capital reserve | 909,012 | 980,472 | 71,460 | 7.86 | |
| Retained earnings (Before distribution) | 2,359,101 | 2,193,730 | (165,371) | (7.01) | |
| Total equity | 3,984,474 | 3,893,413 | (91,061) | (2.29) | |
| Main reasons for significant changes in assets, liabilities and shareholders’ equity in the past two years (with a change of more than 20% in the previous and current periods and a change amount of NT$10 million or more), their impact, and future response plans: | |||||
| 1. Increase in current liabilities: Primarily due to an increase in corporate bonds payable due within 1 year. | |||||
| 2. Decrease in other liabilities and total liabilities: Primarily due to the decrease in bonds payable and the repayment of long-term loans. |
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- Financial performance:
(1) Financial performance comparative analysis
Unit: NT$1,000
| Item | Year | 2024 | 2025 | Amount increased / decreased | Variation Ratio (%) |
|---|---|---|---|---|---|
| Net gross profit | 3,283,286 | 2,849,596 | (433,690) | (13.21) | |
| Gross profit | 1,306,427 | 940,861 | (365,566) | (27.98) | |
| Operating income | 859,781 | 521,822 | (337,959) | (39.31) | |
| Non-operating revenue and expense | 73,627 | (2,062) | (75,689) | (102.80) | |
| Net profit before tax | 933,408 | 519,760 | (413,648) | (44.32) | |
| Net profit for the period | 738,253 | 406,234 | (332,019) | (44.97) | |
| Loss of discontinued operations | — | — | — | — | |
| Net profit for the period | 738,253 | 406,234 | (332,019) | (44.97) | |
| Other comprehensive income for the period | 15,190 | (3,979) | (19,169) | (126.19) | |
| Total comprehensive income for the period | 753,443 | 402,255 | (351,188) | (46.61) | |
| Net profit attributable to owners of parent | 738,253 | 406,234 | (332,019) | (44.97) | |
| Net profit attributable to non-controlling interest | — | — | — | — | |
| Total comprehensive income attributable to owners of parent | 753,443 | 402,255 | (351,188) | (46.61) | |
| Total comprehensive income attributable to non-controlling interest | — | — | — | — | |
| Earnings per share | 10.44 | 5.64 | (4.80) | (45.98) | |
| Main reasons for significant changes in operating revenue, net profit, and net profit before tax in the past two years with a change rate of 20% or more and a change amount of NT$10 million or more: | |||||
| 1. Decrease in gross profit, operating income, profit before tax, and net income for the current period: Primarily due to decreased customer demand for products, which resulted in lower sales revenue. | |||||
| 2. Decrease in non-operating income and expenses: Primarily due to a decrease in foreign exchange gains. | |||||
| 3. Decrease in other comprehensive income for the current period and total other comprehensive income: Primarily due to the impact of foreign exchange rate fluctuations. |
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(2) The expected sales volume in the next year and its basis, and the possible impact on Dingzing's future financial business and the responsive plan: The Company's forecast is based on the past sales situation while taking into consideration the future economic condition. The Company will actively expand customer base, continue to develop new products with enhanced production efficiency and reduced costs, and improve customer satisfaction, in order to strengthen its own competitive advantages and enhance Dingzing's profitability.
3. Cash flow analysis
(1) Analysis and explanation for the cash flow changes during the most recent year
Unit: NT$1,000;%
| Year Item | 2024(A) | 2025(B) | Amount increased / decreased (B-A) | Increased / decreased Ratio |
|---|---|---|---|---|
| Operating activities | 933,402 | 661,538 | (271,864) | (29.13) |
| Investment activities | (184,530) | (188,627) | (4,097) | 2.22 |
| Financial activities | (769,000) | (745,392) | 23,608 | (3.07) |
| Analysis of changes in cash flow increase/decrease ratio: 1. Decrease in cash inflows from operating activities: Primarily due to a decrease in net profit before tax. 2. Increase in cash outflows used in investing activities: Due to an increased acquisition of property, plant and equipment. 3. Decrease in cash outflow from financing activities: Primarily due to repayments of long-term borrowings and increased cash dividends paid. |
(2) Corrective measures to be taken in response to illiquidity: The Company has sufficient cash in the recent years, and there is no such liquidity insufficiency.
(3) Analysis of the changes of cash flow in the coming year (2026):
Unit: NT$1,000
| Beginning of year cash balance | Expected net operating activities cash flow for the whole year | Expected net cash flow of investing and financing activities for the whole year | Cash surplus (deficit) | Remediation measures of estimated cash insufficiency | |
|---|---|---|---|---|---|
| Investment | Wealth management | ||||
| 576,256 | - | - | |||
| 1. Analysis of the changes of cash flow in the coming year: (1) Operating activities: Mainly the net cash inflow from operating activities and the net impacts of changes of accounts receivable and accounts payable. (2) Investment activities: Mainly the capital expenditures for acquisition of property, factory and equipment. (3) Financing activities: Mainly the expenditures for borrowing, repayment of bank loans and distribution of dividends. 2. Remedial measures and liquidity analysis of estimated cash insufficiency: Not applicable. |
- The impacts of major capital expenditures on financial operations in recent years:
(1) The Company's recent annual capital expenditure includes the purchase of self-made raw material production equipment and the update and maintenance of existing equipment.
(2) Expected potential benefits:
The Company adheres to the spirit of continuous research and innovation, enhances core technologies, creates product added values, promotes industrial innovation direction, examines the overall development and future operational needs, and will expand its operating scale by expanding the production line equipment and the operating scale of the Pingtung Factory for vertical integration of the industrial supply chain, in order to effectively enhance the industrial competitiveness through vertical integration.
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- Reinvestment policy in the most recent year, main reasons for its profit or loss, improvement plan and investment plan for the next year:
(1) Reinvestment policy in the most recent year, main reasons for its profit or loss, and improvement plan:
Unit: NT$1,000
| Name of Reinvested Business | Reinvestment Policy | Profit and Loss of 2025 | Main Reasons for its Profit or Loss | Improvement Plan |
|---|---|---|---|---|
| Shanghai Dintex Trading Co., Ltd. (hereinafter referred to as Shanghai Dintex) | Sales of high-tech polyurethane products | 1,785 | Shanghai Dintex is Dingzing's base for serving the customers in Eastern and Northern China and the customers designated by Dingzing. Its main products are thin film products for customers in the fields of medical supplies, home furnishings, and electronic applications. In 2025, customer demand remained stable, and business operations and profitability were generally steady. | Not applicable |
| Dongguan Dingli Polyurethane Trading Co., Ltd. (hereinafter referred to as Dongguan Dingli) | Sales of high-tech polyurethane products | 17,472 | Dongguan Dingli is Dingzing's base for serving the customers in southern China and the customers designated by Dingzing. Its main products are thin film products for customers in the fields of automotive industry, medical supplies, home furnishings, and electronic applications. In 2025, customer demand remained stable, and business operations and profitability were generally steady. | Not applicable |
| Dingzing Advanced Materials USA, INC. (hereinafter referred to as US Dingzing DE) | Reinvestment in a variety of businesses | 32,768 | US Dingzing DE is investment holding company which does not operate other businesses. Its after-tax net profit mainly comes from recognized investment profit or loss of reinvested companies; US Dingzing NJ is Dingzing's base for serving the customers in US and the customers designated by Dingzing. Its main products are thin | Not applicable |
| Dingzing Advanced Materials USA LLC (hereinafter referred to as US Dingzing NJ) | Marketing business | 45,088 |
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| Name of Reinvested Business | Reinvestment Policy | Profit and Loss of 2025 | Main Reasons for its Profit or Loss | Improvement Plan |
|---|---|---|---|---|
| film products for customers in the fields of automotive industry, medical supplies, and construction materials. In 2025, customer demand remained stable, and business operations and profitability were generally steady. | ||||
| Dingzing Advanced Materials Vietnam Company Limited (hereinafter referred to as Vietnam Dingzing) | Marketing business | (2,736) | Vietnam Dingzing is Dingzing’s base for servicing and development customers in Vietnam, and servicing customers designated by Dingzing. Vietnam Dingzing is still at the stage of development of sales market. The operating gross profit is not sufficient to support management and sales expenses, thus leading to the loss after tax. | The salespersons of Vietnam Dingzing have been actively visiting customers and participating in exhibitions of product application in order to enhance Dingzing’s exposure in Vietnam market and to pursue orders in new market fields. The Company will continue to seek opportunities for exploration of market and customers. |
| Dingzing Advanced Materials Europe GmbH (hereinafter referred to as Dingzing Germany) | Marketing business | (4,808) | Dingzing Germany is a base established by the Company to serve and develop customers in the German region, and to serve customers assigned by Dingzing. Due to the fact that Dingzing Germany’s operations are still in the sales market development stage, it has incurred a loss in its after-tax profit and loss. | Dingzing Germany currently has business personnel to actively visit customers and participate in different product application exhibitions to increase the Company’s exposure in the German market, and strive for orders in the new market. |
Note: All aforementioned reinvested businesses have been listed as subsidiaries in the consolidated financial report.
(2) Investment plan for the next year: The Company will carefully evaluate the need for long-term investment based on market demands and operating status, future capital situation, and Dingzing’s operating policies.
- The following risk items of the most recent year as of the publication date of annual report shall be analyzed and evaluated
(1) The impacts of interest rate, exchange rate changes, and inflation on Dingzing's profit and loss, and future responsive measures:
Unit: NT$1,000
| Risk item | Subject | Impacts on company's profit and loss | ||
|---|---|---|---|---|
| 2023 | 2024 | 2025 | ||
| Interest rate | Net interest income (expense) | (18,492) | (7,919) | (5,043) |
| Ratio to net operating revenue | (0.66)% | (0.24)% | (0.18)% | |
| Exchange rate | Exchange profit (loss) | (12,176) | 59,011 | (19,608) |
| Ratio to net operating revenue | (0.44)% | 1.80% | (0.69)% |
- The impact of the change of interest rate on Dingzing's profit and loss, and future responsive measures:
The Company's net interest income (expense) in 2024 and 2025 are (NT$7,919,000) and (NT$5,043,000) respectively, accounting for (0.24)% and (0.18)% of total operating revenue, so the change of interest rate did not have any major impact on Dingzing. The Company has regularly evaluated bank loan interest rates and maintained close contact with banks to obtain more favorable interest rates and reduce interest expenses
- The impact of exchange rate changes on Dingzing's profit and loss, and future responsive measures:
The Company's currency exchange profit (loss) in 2024 and 2025 were NT$59,011,000 and (NT$19,608,000) respectively, accounting for 1.80% and (0.69%) of total operating revenue. The Company's purchase and sales are mainly quoted in US dollars, and the proportion of sales is greater than that of purchases. Therefore, operating activities will generate net positions in US dollars, and are vulnerable to exchange profits and losses caused by changes in the US dollar exchange rate. The Company's measures for foreign exchange are based on the principle of risk reduction, and the following measures have been adopted in response to exchange rate changes and reduction of impact of exchange rate:
(1) When Dingzing is quoting for customers, the more stable and conservative exchange rate will be adopted based on the consideration of factors of exchange rate changes in order to reduce the impact of exchange rate changes on the profit. And Dingzing will adjust the proportion of products sold to increase the sales of products with better bargaining power and decrease the sales of products with lower bargaining power.
(2) The personnel of Dingzing's financial department maintain close contact with the foreign exchange departments of financial institutions and pay close attention to the information of exchange rate changes and changes in the international economic situation at any time to be fully aware of the domestic and foreign exchange rate trends and changes. It has properly preserved foreign exchange position in the foreign currency deposit account of the transaction bank to meet the demand for foreign exchange funds, and the foreign exchange position will be timely adjusted in response to the exchange rate fluctuation.
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For example, when the NT dollar is expected to show a depreciation trend against the US dollar in the future, the US dollar position will be reserved and exchanged after the depreciation of NT dollar in order to slow down the impact of exchange rate fluctuations on the group's profits.
In summary, Dingzing’s management of foreign currency funds is based on a steady and conservative principle while taking necessary measures to reduce the risks generated from the changes of exchange rates. The Company has maintained close contact with the financial institutions with frequent transactions to be fully aware of real-time changes of exchange rates. Therefore, Dingzing’s currency exchange risk hedging measures can properly control and reduce the possible impacts of changes of currency exchange risks, and the exchange rate changes shall not have any major impact on Dingzing operation.
- The impact of inflation on Dingzing's profit and loss, and future responsive measures:
Based on the profitability during 2024–2025, there has not been any major impact of the high inflation on Dingzing’s operation and profitability. With that said, Dingzing will pay close attention to the fluctuation of economic environment and market environment to prevent Dingzing from the negative impacts of inflation and deflation.
(2) Policies for engaging in high-risk, high-leverage investments, lending funds to others, endorsement guarantees, and derivatives transactions, the main reasons for profits or losses, and future responsive measures:
-
Based on the principle of stability and a pragmatic business philosophy, the Company is focused on operating its own business without engaging in any high risk and high leverage investment and transaction.
-
The Company has formulated the Management Measures for Loans of Funds to Others, the Management Measures for Endorsements/Guarantees, and the Management Measures for Acquisition or Disposal of Assets for risk control and to serve as the basis for lending funds to others, endorsement guarantee, and derivatives transaction.
(3) Future R&D plan and the expected investment in R&D:
- Future R&D plans
(1) VCN yarn (100% TPU yarn) development project
(2) Feneka fabric, dyeing and finishing development project
(3) Finished product of automobile baked painting protective film
(4) Finished products of optical grade protective films
(5) New type of foam material (non-yellowing product for consumer electronics)
(6) Advanced polymer composite materials
- Expected investment in R&D:
The Company’s R&D expenses in 2024 and 2025 account for 3.79% and 4.41% of annual operating revenue respectively. With the continuation or upgrade of Dingzing’s product development project, the R&D expenditures of the coming years are expected to be kept at the same level or increased to maintain Dingzing’s competitive advantages.
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(4) The impacts of changes of domestic and foreign important policies and laws on Dingzing’s financial operation, and responsive measures:
In the most recent year and as of the publication date of prospectus, there has not yet been any major impacts of changes of domestic and foreign important policies and laws on Dingzing’s financial operation. The Company’s management team will continue to pay attention to any change of policies and laws and regulations which could affect Dingzing operation and respond immediately in order to reduce the impacts of changes of domestic and foreign important policies and laws on Dingzing’s financial operation.
(5) The impacts of changes in technology (including information and communication security risks) and industry on Dingzing’s financial operation, and responsive measures:
The Company pays attention to the changes in the industry, the technology development and evolution, the market pulse and industry information at all times and timely adjusts product combination in order to meet market demand and to maintain Dingzing’s competitiveness. In order to strengthen the information security management, Dingzing has formulated the Information Security Policies, Internal Control System of Information Security Management and Procedures for Information Security Event Reporting and Emergency Response Mechanisms to ensure the confidentiality, completeness, and availability of Dingzing’s information assets, provide the information environment for continuous operation of Dingzing’s information business, and comply with relevant regulatory requirements so that it can be protected from internal and external intentional or incidental threats; in the most recent year and as of the publication date of prospectus, there has not been any major impact of the changes in technology (including information and communication security risks) and industry on Dingzing’s financial operations.
(6) The impact of change of corporate image on the corporate crisis management and responsive measures:
The Company has good corporate image based on the consideration of the maximum interests of consumers and social responsibilities. Currently Dingzing has entered the health financial structure of the capital market in order to recruit more outstanding talents to Dingzing and cultivate more professional talents, so as to enhance the capability of management team, maximize the team effectiveness, and create higher profit for Dingzing. During the pursuit of maximum profit for the shareholders, Dingzing has also fulfilled the corporate social responsibility of rewarding the society. There has not been any corporate crisis management resulted for the change of corporate image in the most recent year and as of the date of publication of prospectus.
Corporate image and goodwill are the foundation of a company’s operation and development. The management has been paying attention to regulatory requirements and customer demands at all times during daily operation. In case of any incident damaging the corporate image, Dingzing shall take the responsive measure immediately to maintain corporate image while taking care of both the regulatory requirements and the customer perception.
(7) The expected benefits and possible risks of merger and acquisition, and responsive measures:
The Company does not have any merger and acquisition plan in the most recent year and as of the publication date of prospectus. However, if there is any merger and acquisition plan in the future, it will be handled in accordance with Dingzing’s Management Measures for Acquisition or Disposal of Assets to surely protect the rights and interests of Dingzing and its shareholders.
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(8) The expected benefits and possible risks of factory expansion, and responsive measures:
Along with the continuous R&D of new products by Dingzing to meet the customers' procurement demands, the required space for production has been constantly growing. However, the spaces currently allocated for the factory, offices, and machines are about to be saturated and the production lines are insufficient. Considering Dingzing's overall development and future operation requirements, the board meeting on April 13, 2018 approved the factory expansion plan to rent the national land in Pingtung Export Processing Zone (currently known as Pingtung Science Industrial Park) from Pingtung Branch of Export Processing Zone Administration, MOEA to build four new factories. After the new factories have been built, some of existing production lines in Kaohsiung Factory will be moved to Pingtung Factory, and there will also be production lines established for new products. The space of Kaohsiung Factory will be re-arranged to improve the production movement line. There will also be new thin film production equipment added to Kaohsiung Factory to facilitate the enhancement of production capacity and new product development.
With the expansion of Pingtung Factory and the integration of production movement lines of existing production lines in Kaohsiung Factory, the factory space application will be properly planned in coordination with new product development to improve the production efficiency. This move will help Dingzing expand operation scale for the pursuit of profitability and enhancement of industrial competitiveness, thus benefitting the future development of Dingzing. The factory expansion of Dingzing has gone through complete, careful, and professional assessment process with major capital expenditures approved by the board meeting. The Company's management team is equipped with rich industrial experience, and the members of Dingzing's R&D team are equipped with relevant academia and industrial background with years of experience in TPU product field and the insight of industrial demands. Therefore, the factory expansion plan has taken into full consideration the expected investment benefits and potential risks.
This factory expansion is based on phased construction, and Phase 1–Phase 4 have all been completed with usage licenses and factory registrations all acquired in 2021 and 2022. Currently it is in the process of relocation and installation of some machines and equipment, and some warehouse spaces are used as the raw material warehouse temporarily. The machines and equipment will be gradually moved depending on the development of pandemic and production schedule. There has not been any major abnormality.
(9) Risks of purchase or sales concentration and responsive measures:
- Risks faced by centralized procurement and countermeasures
(1) The risk of insufficient supply from manufacturers
If Mitsubishi Corporation is unable to provide raw materials for any reason, there will be a risk of production interruption for the Company. However, the Company has been trading with Mitsubishi Corporation for many years without any interruption or shortage of raw materials. The manufacturers of TPU monomer raw material purchased by the Company through Mitsubishi Corporation are all well-known raw material manufacturers in Japan, and the quality of the raw materials meets the needs of the Company's R&D and production, and the delivery is timely. With the maintenance of a good long-term cooperative relationship and stable quality, we have learned from transactions in previous years that the procurement situation is stable, and there have been no shortage or interruption of supply that affects the Company's operations.
(2) The risk of manufacturers raising prices
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The Company has established a long-term cooperative relationship with Mitsubishi Corporation and regularly reviews fluctuations in raw material prices. Our dedicated procurement personnel track the prices of raw material purchased, timely report the market situation of raw materials to management, and consider factors such as exchange rate levels and changes in product costs to negotiate and adjust product prices with customers, in order to reduce the risk of raw material price fluctuations on the Company's profits.
(3) Countermeasures for centralized procurement
The Company has maintained a long-term and stable relationship with the Mitsubishi Corporation Group, with transactions exceeding 10 years and steady procurement volumes. In the event of market supply shortages, the Company is generally able to secure priority allocation of shipments. To mitigate the risk of raw material supply disruptions or shortages arising from force majeure events associated with sourcing from a single country, the Company, in addition to procuring raw materials from Japanese suppliers, continues to actively develop alternative suppliers to maintain at least two sources of supply.
In summary, although the Company has experienced a concentration of purchases, we have taken relevant countermeasures, and there have been no shortages or interruptions in raw material supply between 2020 and 2024 and the first half of 2025. Therefore, there must be no impact on the stable growth of the Company due to the risk of concentration of purchases.
2. Risks of sales concentration and responsive measures
There has not yet been any obvious high concentration in Dingzing. The Company has adhered to its strong R&D and innovation capability. In addition to maintaining long-term relationship with customers, Dingzing is also dedicated in developing new customers to expand and diversified business sources, so that there shouldn't be any risk of sales concentration to affect Dingzing's steady growth.
(10) The impacts and risks of transfer or replacement of large amounts of equity of board directors, supervisors, or shareholders with more than 10% of shares on Dingzing, and responsive measures: There is no such situation.
(11) The impact and risk of change of ownership on Dingzing, and responsive measures: There is no such situation.
(12) Litigation or non-litigation events:
-
As for the litigation, non-litigation, or administrative dispute events with affirmed conviction or in the process in the most recent two years and as of the publication date of annual report with the results which could have major impacts on the equity of shareholders or the securities prices, the facts in dispute, the amount of subject matter, the date of commencement of the litigation, the main parties involved in the litigation and the current processing situation shall be disclosed: there is no such situation.
-
The litigation, non-litigation, or administrative dispute events with affirmed conviction or in the process involving the board directors, supervisors, president, actual person in charge, and shareholders with more than 10% of total shares in the most recent two years and as of the publication date of annual report with the results which could have major impacts on the equity of shareholders or the securities prices: There is no such situation.
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- The situations specified in Article 157 of the Securities and Exchange Act involving the board directors, supervisors, manager, and shareholders with more than 10% of total shares in the most recent two years and as of the publication date of prospectus, and the handling situation by Dingzing: There is no such situation.
(13) Other important risks and responsive measures: None.
- Other important matters: None.
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VI. Special items to be included
- Information related to Dingzing's affiliates
(1) Overview of affiliates:
- Organization chart of each affiliate

- The relationship between Dingzing and affiliated companies, mutual shareholding ratios, shares and actual investment amount are as shown below:
December 31, 2025; Unit: 1000 NTD/Foreign Currency
| Name of affiliated company | Relationship to Dingzing | Affiliated company held by the Company | ||
|---|---|---|---|---|
| Number of shares | Number of shares | Number of shares | ||
| Shanghai Dintex Trading Co., Ltd. (Note 1) | Subsidiary | — | 100% | 37,760 (US$1,400,000) |
| Dongguan Dingli Polyurethane Trading Co., Ltd. (Note 1) | Subsidiary | — | 100% | 91,746 (US$3,000,000) |
| DINGZING ADVANCED MATERIALS VIETNAM COMPANY LIMITED | Subsidiary | — | 100% | 27,754 (US$901,000) |
| DINGZING ADVANCED MATERIALS USA, INC. | Subsidiary | 100 | 100% | 89,738 (US$3,000,000) (Note 2) |
| DINGZING ADVANCED MATERIALS USA LLC | Sub-subsidiary | — | 100% | 89,738 (US$3,000,000) (Note 2) |
| DINGZING ADVANCED MATERIALS EUROPE GmbH | Subsidiary | 500,000 | 100% | 16,426 (€500,000) |
Note 1: It is a limited company in Mainland China, where there is no requirement of share issuance.
Note 2: The Company directly holds Dingzing Advanced Materials USA, INC. (referred to as US Dingzing DE) for the purpose of controlling by the Group, and reinvests in Dingzing Advanced Materials USA LLC through US Dingzing DE.
- Affiliated company's basic information
| Name of company | Date of establishment | Address | Paid-in capital | Main Business or Production Item |
|---|---|---|---|---|
| Shanghai Dintex Trading Co., Ltd. | October 2008 | No. 216, Jinyuan 3rd Road, Jiangqiao Township, Jiading District, Shanghai City | USD $ 1,000,000 | Sales of high-tech polyurethane products |
| Dongguan Dingli Polyurethane Trading Co., Ltd. | August 2013 | 2F, Building 3, Tiansheng Industrial Park, Xinhe Port Avenue, Wanjiang District, Dongguan City, Guangdong Province | USD $ 3,000,000 | Sales of high-tech polyurethane products |
| DINGZING ADVANCED MATERIALS USA, INC. | April 2016 | HARVARD BUSINESS SERVICES, INC. 16192 COASTAL HWY LEWES DE 19958 USA | USD $ 3,000,000 | Reinvestment in a variety of businesses |
| DINGZING ADVANCED MATERIALS USA LLC | December 2017 | 34 Maple Avenue, Suite 207 Pine Brook, NJ 07058, USA | USD $ 3,000,000 | Marketing business |
| DINGZING ADVANCED MATERIALS VIETNAM COMPANY LIMITED | June 2018 | Unit 1202, 12th Floor, Cobi Tower I, No. 5 Hoang Van Thai Street, Tan Phu Ward, District 7, Ho Chi Minh City, Vietnam | USD $ 901,341 | Marketing business |
| DINGZING ADVANCED MATERIALS EUROPE GmbH | November 2022 | Kennedy-damm 19, 40476 Düsseldorf, Germany | EUR € 250,000 | Marketing business |
-
The information of the same shareholders determined to have the control and subordination relationship: Not applicable.
-
The industries covered by the business of all affiliated enterprises, and the businesses of affiliated enterprises correlated to each other, and the explanation of the condition of division of labor: This affiliated enterprise is the base for Dingzing to indirectly expand the overseas and Mainland China markets and to provide services to customers in the proximity.
- Information on directors, supervisors, and president of affiliated company:
April 30, 2025
Unit: share
| Name of Company | Title | Name of Representative | Shareholding held | |
|---|---|---|---|---|
| Number of share | Shareholding | |||
| Shanghai Dintex Trading Co., Ltd. | Chairman | Hsun-Tai Lin | Note | 100% |
| Supervisor | Keng-Hsien Lin | |||
| Dongguan Dingli Polyurethane Trading Co., Ltd. | Chairman | Hsun-Tai Lin | Note | 100% |
| Supervisor | Keng-Hsien Lin | |||
| President | Keng-Hsien Lin | |||
| DINGZING ADVANCED MATERIALS USA, INC. | Chairman | Hsun-Tai Lin | 100 | 100% |
| President | Keng-Hsien Lin | |||
| DINGZING ADVANCED MATERIALS USA LLC | Chairman | Hsun-Tai Lin | Note | 100% |
| President | Keng-Hsien Lin | |||
| DINGZING ADVANCED MATERIALS VIETNAM COMPANY LIMITED | Assistant Sales Manager | Yi-Ching Tao | Note | 100% |
| DINGZING ADVANCED MATERIALS EUROPE GmbH | Director and President | Keng-Hsien Lin | 500,000 | 100% |
Note: A limited company; this therefore does not apply.
- Operation overview of affiliated companies in 2025:
Unit: NT$1,000
| Name of company | Capital | Total assets | Total liabilities | Net worth | Operating revenue | Operating income | Net profit for the period | Earnings per share |
|---|---|---|---|---|---|---|---|---|
| Shanghai Dintex Trading Co., Ltd. | 26,017 | 30,331 | 6,386 | 23,945 | 58,700 | 1,128 | 1,785 | Note |
| Dongguan Dingli Polyurethane Trading Co., Ltd. | 91,746 | 135,419 | 32,498 | 102,921 | 299,094 | 11,964 | 17,472 | Note |
| DINGZING ADVANCED MATERIALS USA, INC. | 89,738 | 301,831 | 134,416 | 167,415 | 1,152,052 | 43,837 | 32,768 | 327.68 |
| DINGZING ADVANCED MATERIALS USA LLC | 89,738 | 325,971 | 129,643 | 196,328 | 1,152,052 | 43,926 | 45,088 | Note |
| DINGZING ADVANCED MATERIALS VIETNAM COMPANY LIMITED | 27,754 | 2,012 | 347 | 1,665 | 650 | (2,804) | (2,736) | Note |
| DINGZING ADVANCED MATERIALS EUROPE GmbH | 16,426 | 7,736 | 121 | 7,615 | - | (4,808) | (4,808) | (0.010) |
Note: A limited company; this therefore does not apply.
(2) Consolidated Financial Statements of Affiliated Enterprises:
Dingzing Advanced Materials Incorporated
Statement of Consolidated Financial Statements of Affiliated Enterprises
For the year 2025 (from January 1, 2025 to December 31, 2025), the companies that shall be included in the consolidated affiliate financial statements in accordance with the Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises are identical with the companies that shall be included in the consolidated financial statements in accordance with the requirements under IFRS 10 Consolidated Financial Statements. Also, the information that must be disclosed in consolidated financial statements for the affiliated enterprises has already been entirely disclosed in the aforementioned consolidated financial statements, and will hence not be included in the affiliate consolidated financial statements.
It is hereby stated.
Company: Dingzing Advanced Materials Incorporated [with seal]
Representative: Hsun-Tai Lin [with seal]
March 10, 2026
(3) Consolidated business report of affiliated enterprises: Not applicable
- Private placement of securities in the most recent year and up to the date of publication of the annual report: The Company has no such activities.
- Other necessary supplementary notes: None
- If any of the situations listed in Article 36, paragraph 3, subparagraph 2 of the Securities and Exchange Act, which might materially affect shareholders' equity or the price of Dingzing's securities, has occurred during the most recent year or during the current year up to the date of publication of the annual report, such situations shall be listed one by one: There is no such situation.
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Appendix 1
Dingzing Advanced Materials Incorporated
Internal Control System Statement
Date: March 10, 2026
With regard to the 2024 internal control system, the Company declares the following based on the self-evaluation findings:
-
The Company is fully aware that establishing, implementing, and maintaining an internal control system are the responsibility of its Board of Directors and Managerial Personnel. The Company has established such a system to provide reasonable assurance for attaining the aims of the effectiveness and efficiency of business operations (including profits, performance, safeguarding of asset security, etc.); reliability, timeliness, transparency of reporting; and compliance with the relevant rules, and governing laws and regulations.
-
An internal control system has inherent limitations. No matter how perfectly designed, an effective internal control system provides assurance to the aforementioned aims only to a reasonable extent. Moreover, due to changes of environments and circumstances, the effectiveness of an internal control system may change accordingly. Nevertheless, the internal control system of the Company is equipped with a self-monitoring mechanism, and the Company takes corrective actions as soon as any fault is identified.
-
The Company determines the design and operating effectiveness of its internal control system in accordance with the determining factors provided in the Regulations Governing the Establishment of Internal Control Systems by Public Companies (hereinafter referred to as the "Regulations"). The internal control system determining factors specified in the Regulations divide an internal control system into five elements based on its management: 1. Control Environment, 2. Risk Assessment, 3. Control Operations, 4. Information and Communications, and 5. Monitoring. Each element further contains several items. Refer to the Regulations for the aforementioned items.
-
The Company has adopted the aforementioned internal control system determining factors to examine the design and operating effectiveness of its internal control system.
-
Based on the findings of the evaluation mentioned in the preceding paragraph, the Company deems that the internal control system as of December 31, 2025 (including supervision and management of subsidiaries), which encompasses internal controls for knowledge of the accomplishment degree of operating effectiveness and efficiency, reliability, timeliness, transparency of reporting, and compliance with the governing laws and regulations, are effectively designed and implemented, and reasonably assure accomplishment of the abovementioned aims.
-
This Statement constitutes the main content of the Company's annual report and prospectus, and will be made public. Any wrongful act pertaining to falsification or concealment involving the above public declaration will be subjected to legal liabilities under Articles 20, 32, 171, and 174 of, and other regulations relating to, the Securities and Exchange Act.
-
This Statement was approved at the Board Meeting of the Company held on March 10, 2026. All seven attending directors agreed to the contents of this Statement
Dingzing Advanced Materials Incorporated [with seal]
Chairman: Hsun-Tai Lin [with seal]
President: Keng-Hsien Lin [with seal]
DingZing Advanced Materials Inc.
No.8-1, Pei-Lin Road, Hsiao-Kang District, Kaohsiung 81266, Taiwan
T +886-7-807-0166 F +886-7-807-1616 www.dingzing.com
Chairman : Hsun-Tai Lin