EDIMAX — AGM Information 2022

Aug 9, 2022

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Edimax Technology Co., Ltd. Notice of 2022 Annual Shareholders’ Meeting

(Summary Translation)

The 2022 Annual Shareholders’ Meeting of Edimax Technology Co., Ltd. will be convened at 9:00 am, Wednesday, June 1, 2022 at Edimax Headquarters (1F, No.278, Xinhu 1st Rd., Neihu Dist., Taipei City, Taiwan).

In case a change in meeting venue is warranted due to COVID-19 epidemic prevention reasons, the company will make the related public announcements on Market Observation Post System.

• I. The agenda for the Meeting is as follows:

1. Report Items:

• (1)2021 Business Report

• (2)Audit Committee’s Review Report

2. Proposal Items:

(1)Adoption of the 2021 Business Report and Financial Statements

(2)Adoption of the Proposal for 2021 Deficit Compensation

3. Discussion Items:

• (1) Amendment to the “Articles of Incorporation”

• (2) Amendment to the “Rules for Election of Directors”

• (3) Amendment to the “Procedures for Acquisition or Disposal of Assets”

• (4) Proposal for a cash offering by private placement and issuance of new shares

• II. Please refer to the description regarding the Company's proposal for a cash offering by private placement and issuance of new shares.

• III. If any matters of essential content of the Meeting are stipulated in Article 172 of Company Act, except itemized in the Meeting notice, shareholders can obtain the essential contents via visiting the website of MOPS / Basic Information / Electronic Books / Annual Report and related information of Annual General Shareholders’ Meeting. (http://mops.twse.com.tw)

• IV. Pursuant to Article 165 of the Company Act, share transfer registration for the Company will be suspended from April 3, 2022 to June 1, 2022.

• V. Please find the Notice of Attendance and Proxy Form enclosed with this Meeting Notice. If you plan to attend the Meeting in person, please affix your signature or personal seal to the Sign-in Card and submit it for registration on the day of the Meeting. If you wish to appoint a

proxy to attend the Meeting, please fill out the name and relevant information of the proxy, affix your signature or personal seal to the Proxy Form, and have the proxy affix his or her signature or personal seal to the Proxy Form. Such Proxy Form shall be delivered to the Company’s securities agent at the Register and Transfer Agency division of Capital Securities Corporation, at least five (5) days prior to the Meeting so that a sign-in card can be issued to the proxy.

• VI. If a proxy is solicited by the shareholder(s), the Company is required to compile details on the proxy solicitation parties and disclose such information on the Securities & Futures Institute (SFI) website (http://free.sfi.org.tw) no later than April 29, 2022. Shareholder(s) can obtain information on proxy solicitation firms from the "Free proxy disclosure & related information system" (http://free.sfi.org.tw), and search with Security Code: 3047.

• VII. Shareholders may exercise their voting rights through the STOCKVOTE platform of Taiwan Depository & Clearing Corporation (https://www.stockvote.com.tw) during the period from April 30, 2022 to May 29, 2022.

• VIII.The Transfer Agency Department of Capital Securities Corporation is the proxy tallying and verification institution for the Meeting.

(This English version is a translation based on the original Chinese version. Where any discrepancy arises between the two versions, the Chinese version shall prevail.)

Sincerely,

Board of Directors

Edimax Technology Co., Ltd.

The contents of the proposal for a cash offering by private placement and issuance of new shares are as follows:

1. For long-term strategic development and competitiveness enhancement, it is proposed to, in accordance with the requirements of Article 43-6 of the “Securities and Exchange Act” and the “Directions for Public Companies Conducting Private Placements of Securities”, with the total number of issued common shares to be no more than 50 million shares and depending on the capital market conditions, submit the proposal to the shareholders’ meeting for approval and to authorize the board of directors to, to issue common shares for capital injection in cash through private placement.

2. Related matters in accordance with the requirements of Article 43-6 of the “Securities and Exchange Act” and the “Directions for Public Companies Conducting Private Placements of Securities” are explained as follows:

3. (1) Basis and rationality of private placement pricing:

   • A. The reference price of private placement should not be lower than 80% of the higher price calculated based on the following two benchmarks before the price determination date.

     • (A) The simple average closing price of the common shares for either the 1,3 or 5 business days before the price determination date, after adjustment for any distribution of stock dividends, cash dividends or capital reduction.

     • (B) The simple average closing price of the common shares for the 30 business days before the price determination date, after adjustment for any distribution of stock dividends, cash dividends or capital reduction.

   • B. The actual price determination date and the actual private placement price will be determined by the board of directors pursuant to the scope of percentage adopted by the resolution of the shareholders meeting and according to the above pricing requirements and based on the market condition.

4. (2) The criteria and purpose to select specific parties:

   • The participants shall be the specific parties qualified for the rules in Article 43-6, Securities and Exchange Act and have to be strategic investors who can contribute benefits to the Company’s long term development and existing shareholders’ equities.

   • The Company currently has not arranged any specific parties. It is proposed to authorize the BOD to handle all the relevant matters in this regard.

5. (3) The necessity and expected benefits of subscribers as strategic investors: The Company proposed to engage with strategic investors through private placement to raise capital for the Company’s long-term operating plan and future business development. It is expected that the private placement will strengthen future competitiveness, improve financial structure, enrich working capital and have advantage on the Company’s long-term development., which also has positive

influence on shareholders’ equity.

• (4) Necessary reasons for private placement:

  • A. Reasons for not taking public offering:

    • The company evaluates the market conditions, the timeliness, feasibility, and issuance cost of raising capital. Compared with public offering, the non-free transfer of private equity securities within three years will ensure the long-term cooperative relationship between the company and strategic investors. Therefore, Public offering is not used, and private placement of ordinary shares is handled in accordance with the Securities and Exchange Law and other relevant regulations.

  • B. Amount limit of the private placement:

    • The total amount of common shares to be privately placed shall be no more than 50 million shares with par value of NT$10 and such amount shall be issued at once within one year from the resolution date of the shareholders’ meeting.

  • C. The use of the funds raised by installments and the anticipated benefits:

    • (A) Purpose of the funds:

      • The funds raised by installments in the private placement will be used to enrich working capital and for future development needs.

    • (B) Expected benefits:

      • In addition to expanding the Company’s future operational scale, effectively reducing operating risks, and ensuring financing efficiency, the implementation of this plan is expected to strengthen the Company’s competitiveness and enhance its operational efficiency, which will positively affect the Company’s operational stability and increase shareholder equity.

  • D. The company did not have any major changes in management rights in the year before the decision of the board of directors to handle the private placement, and it is expected that there will be no major changes in the management rights after the private placement to introduce strategic investors.

• The rights and obligations of the newly issued shares are the same as the original issued shares. In addition, in accordance with the Securities and Exchange Act, the shares of the Company's private offering shall not be transferred within three years from the date of delivery, except under the conditions stipulated in Article 43-8 of the Securities and Exchange Act. After three years from the delivery date thereof, the Company proposes that the Shareholders Meeting authorize the Board of Directors to apply to the Taiwan Stock Exchange Corporation based on the current situation for the issuance of a letter of approval on meeting the criteria for listing, and to make the subsequent filing with the competent authority for supplemental public issuance, as well as the application for listing transactions and related matters.

• The content of private placement except for the percentage of private placement pricing, actual issued price and fundraising amount, including conditions for issuance, items of the plan, estimated schedule, estimated potential benefits, the investment agreement of

negotiation, discussion, signing and modification and all other matters relating to the issuing plan are proposed to be authorized to the chairman to adjust, stipulate, and handle according to market conditions in the extraordinary shareholders meeting. It is also proposed to authorize the Board of Directors to handle the situations with full authority in case the amendment of the indication from the competent authorities or changes based on operation evaluation or needs from objective environment in the future.

1. It is proposed to the Meeting to authorize the Chairman to represent the Company to negotiate and sign any document and contract with regard to the private placement plan, also to represent the Company for matters regarding the plan.