EDIMAX - AGM Information 2023 | FinancialReports.eu

Stock Code: 3047

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Edimax Technology Co., Ltd.

Handbook for 2023 Annual Shareholders’ Meeting

2023 Annual Shareholders’ Meeting held by means of physical shareholders meeting Meeting Time: June 14, 2023 (Wednesday) Place: 1F., No.278, Xinhu 1st Rd., Neihu Dist., Taipei City

THIS IS A TRANSLATION OF THE HANDBOOK FOR THE 2023 ANNUAL SHAREHOLDERS’ MEETING (THE “AGENDA”) OF EDIMAX TECHNOLOGY CO., LTD. ( THE “COMPANY”). THIS TRANSLATION IS INTENDED FOR REFERENCE ONLY AND NOTHING ELSE. THE COMPANY HEREBY DISCLAIMS ANY AND ALL LIABILITIES WHATSOEVER FOR THE TRANSLATION. THE CHINESE TEXT OF THE HANDBOOK SHALL GOVERN ANY AND ALL MATTERS RELATED TO THE INTERPRETATION OF THE SUBJECT MATTER STATED HEREIN.

I. Meeting Agenda	1
1.Report Items	2
2.Proposal Items	4
3.Discussion Items	6
4.Directors Election	10
5.Other Proposal	10
6. Motions	10
II. Attachments
1.2022 Business Report	11
2.Audit Committee’s Review Report on the 2022Financial Statements	16
3.List of Director (Including Independent Director) Candidates	17
4.Details of the duties subject to releasing the Candidate for Directors from non-competition	20
5.Independent Auditors’ Report and 2022 Consolidated Financial Statements	21
6.Independent Auditors’ Report and 2022 Parent Company Only Financial Statements	31
III. Appendixes
1. Articles of Incorporation	41
2. Rules for Election of Directors	46
3. Rules and Procedures of Shareholders’ Meeting	49
4. Shareholdings of Directors	57

I.Meeting Agenda

Edimax Technology Co., Ltd.

2023Annual Shareholders’ Meeting Agenda

(2023 Annual Shareholders’ Meeting held by means of physical shareholders meeting ) Time: 9:00 am on Wednesday, June 14, 2023

Place: 1F., No.278, Xinhu 1st Rd., Neihu Dist., Taipei City, Taiwan Attendants: All shareholders or their proxy holders

Chairman: Guan-Sheng Renn

1. Call the Meeting to Order

2. Chairman’s Address

3. Report Items:

(1).2022 Business Report

(2).Audit Committee’s Review Report

(3). Report of 2022 Employees and Directors Compensation

(4). Report of the issuance of securities in private placement

4. Proposal Items:

(1).Adoption of the 2022 Business Report and Financial Statements

(2).Adoption of the Proposal for Distribution of 2022 Profits

5. Discussion Items:

(1).Proposal for cash distribution from capital surplus

(2).Proposal for a cash offering by private placement and issuance of new shares

6. Directors Election:

To elect eleven Directors (including four Independent Directors)

7. Other Proposal:

Releasing the Directors from non-competition Restrictions

8. Motions

9. Adjournment

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Report Items

(1) 2022 Business Report

Explanation:

Please refer to Attachment 1.

(2) Audit Committee’s Review Report

Explanation:

Please refer to Attachment 2.

(3) Report of the 2022 Employees and Directors Compensation

Explanation:

1.According to Article 24 of the “Articles of Incorporation”: If the Company has profit for the year, the Company shall set aside not less than 5% as the employee's remuneration and not more than 5% for the directors' remuneration. However, if there is any accumulated loss, the Company shall reserve the amount to offset the loss.
2.The Company proposes to distribute NT$ 14,533,845 as 2022 employees’ compensation and NT$ 4,152,527 as 2022 directors’ compensation.The employees’ compensation will be paid in cash.
3.The Company may issue compensation to employees of an affiliated company. The employees’ compensation shall be determined according to their job performance, overall contributions, or special achievements with the approval of the chairman.

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Report Items

(4) Report of the issuance of securities in private placement

Explanation:

1.It has been approved by the Annual General Shareholders’ Meeting held on June 1, 2022 to authorize the Board of Directors, within the limit of 50,000,000 common shares, depending on the market conditions and the Company’s capital needs, to issue private placement of common shares through cash capital increase.
2.According to item 6, Article 43 6 of the Security and Exchange Act, the private placement offering shall be conducted within one year after being approved by the shareholders meeting.
3.The Company has not issued the above-mentioned cash capital increase private placement ordinary shares, and the private placement expired on May 31, 2023. The Company has passed the resolution of the Board of Directors on March 3, 2023, and will not continue to proceed after the expiration of the term.

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Proposal Items

(1) Adoption of the 2022 Business Report and Financial Statements (including Consolidated Financial Statements) (Proposed by the Board)

Explanation:

1.The Company’s 2022 Financial Statements, including Balance Sheets, Statements of Comprehensive Income, Statements of Changes in Equity, and Statements of Cash Flows, were audited by independent auditors, Ze-Li Gong and Chih-Yuan Chen, of Deloitte & Touche.
2.2022 Business Report, Independent Auditors’ Report, and the aforementioned Financial Statements are attached hereto as Attachment 1, 5 and 6.

Resolution:

(2) Adoption of the Proposal for Distribution of 2022Earnings (Proposed by the Board) Explanation:
1.The earnings distribution proposal for year 2022 is as follows:

Edimax Technology Co., Ltd.

Earnings Distribution Proposal for the Year 2022

Explanation: 1.The earnings distribution proposal for year 2022 is as follows: Edimax Technology Co., Ltd. Earnings Distribution Proposal for the Year 2022
	Unit: NTD$
Items	Total
Unappropriated accumulated deficit ofprioryears	(67,330,771)
Netprofit after tax for the currentperiod	252,658,682
Remeasurement of defined benefitplans recognized to retained earnings	3,227,468
Other comprehensive gains and losses of subsidiaries using the equity method	(645,494)
Share of the other comprehensive loss of associates accounted for using the equitymethod	271,952
The amount of accumulatedprofits	188,181,837
Settingaside 10% legal reserve	(18,818,184)
Reversal of special reserve	15,922,806
Profits available for distribution	185,286,459
Distribution Item Cash Dividends(NT$ 0.80per share)	166,369,620
Endperiod of undistributedprofits	18,916,839

Chairman: Guan-Sheng Renn Manger: Guan-Sheng Renn Accountant: Han-Shen Lee

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Proposal Items

2.The proposed earnings distribution of amount NT$ 166,369,620 is allocated from 2022 Earnings Available for Distribution. Each shareholder will be entitled to receive a cash dividend of NT$ 0.80 per share, calculate rounded down to the nearest one NT dollar, any amount under one NTD will be discarded. The remaining fraction will be incorporated into other non-operating income of the Company.
3.Upon the approval of the Annual Shareholders’ Meeting, it is proposed that the Chairman of Board of Directors will be authorized to resolve the ex-dividend date, payment date, and other relevant issues.
4.Should any change in the number of outstanding shares resulting from the buyback of share, transfer or cancellation of the treasury shares, the conversion of convertible bonds, or the exercise of employee stock options, the dividend ratio may need to be adjusted accordingly. It is proposed to fully authorize the chairman of Board of Directors to adjust the dividend to be distributed to each share and to proceed on the relevant matters.

Resolution:

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Discussion Items

(1) Proposal for Cash Distribution from Capital Surplus, please proceed to discuss. (Proposed by the Board)

Explanation:

1.According to the Article 241 of Company Act. The total cash available distributed from capital surplus is NT$ 41,592,405, or NT$ 0.20 per share.
2.The cash dividend is issued to the rounded full NT dollar, and any distributed amounts less than NT$1 will be transferred to the company’s other revenues.
3.Upon the approval of the Annual Meeting of Shareholders, it is proposed that the Chairman be authorized to resolve the ex-dividend date and other relevant issues.
4.In the event of revision or changes regulated by the authority for the cash distribution, it is proposed that the Chairmen be authorized to resolve relevant issues.
5.In the event that, before the distribution record date, the proposed earnings distribution of cash dividends per share is affected by an amendment by the competent authorities, or the number of actual shares outstanding, it is proposed that the Chairman be authorized to handle matters related to the changes.

Resolution:

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Discussion Items

(2) Proposal for a cash offering by private placement and issuance of new shares , please proceed to discuss. (Proposed by the Board)

Explanation:

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.
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:
(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.
- C. If the price per share of private ordinary shares is affected by market factors in the future, it may be necessary to issue a price lower than the par value. The determination of the price should be based on the pricing basis regulated by laws and regulations and reflect the market price. necessary and reasonable. If the private placement price of ordinary shares is lower than the face value of the shares and the company has accumulated losses due to the above-mentioned pricing method, it will be dealt with by means of capital reduction, surplus or capital reserve to make up for losses in the future depending on the company's operations and market conditions.
(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

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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.

(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

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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.
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.

Resolution:

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Directors Election

(1) To elect eleven Directors (including four independent directors). (Proposed by the Board) Explanation:
1.Directors and supervisors of the company will end on June 11, 2023. Accordingly, the company proposes to duly elect eleven Directors (including four independent directors) at this year’s Annual General Meeting of Shareholders according to Company Act and Articles of Incorporation. Shareholders shall elect the directors and the independent directors from the nominees listed in the roster of director candidates.
2.The Directors newly elected shall forthwith assume the office upon being elected and serve an office term of three years from the election date, namely from June 14, 2023 through June 13, 2026. And the Directors to elect chairman of company.
3.The candidate list of election of Directors (including independent directors) and personal information, please refer to Attachment 3.
4.Please refer to Appendix 2 to the “Rules for Election of Directors”.
5.Please vote.

Voting Results

Other Proposal

(1) To release the newly elected directors from non-competition restrictions, please proceed to discuss. (Proposed by the Board)

Explanation:

1.According to Article 209, Company Act, if directors’ activities for personal or others’ interests are related to the Company’s business scope, directors shall explain the content of their activities and ask the approval from shareholders at the meeting.
2.The Company’s director has invested, managed or has been a director for companies of which business scope is similar to the Company’s. It will be proposed to release such directors from non-competition restrictions.
3.The proposed list for release the prohibition on Directors from participation in competitive business please refers to Attachment 4.
Resolution:

Motions

Adjournment

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Attachments

Attachment 1

Business Report

Dear Shareholders, Ladies and Gentlemen,

First of all, we would like to thank all our shareholders, for your support and encouragement of the Company in the past year. We hereby present the following business report for the year 2022:

I. Operating results for the year ended December 31, 2022

(Ⅰ) Implementation of business plan

In 2022, the short- and long-term material problems caused by the shortage of key parts and components that were affected by the pandemic in the past were gradually relieved, and the backlog of orders continued to be shipped, thus boosting the company’s revenue to rise, and the exchange rate boosted by the appreciation of the U.S. dollar generated significant translation gains, resulting in an outstanding performance in both Company’s own businesses and external businesses. Overall, the Company’s consolidated revenue was NT$5,963,157 thousand, consolidated operating income was NT$155,100 thousand, consolidated net income was NT$258,977 thousand, net income attributable to the owners of the parent company was NT$252,658 thousand, and earnings per share was NT$1.30. The operating condition was better than the previous year.

This year, we will continue to focus on the 4S (Software, Solution, Service, Security) and 3H (high unit price, high value-added, high gross margin) strategies. In addition to developing the existing Switch, WIFI SMB and Industrial Grade Networking Solutions market, we will introduce more AIOT applications and solutions to enhance our overall competitive strength; For the telecom market, we will continue to build on our advantages in broadband communications equipment and provide customers with professional, customized, differentiated and competitive products to satisfy the deployment needs of various telecom and broadband service providers. At the same time, we are seeking more customers for telecom and broadband services to expand the market and diversify the risk of customer concentration.

The Group has been restructuring its operations and the business is making steady progress. In the future, the Company’s management team will continue to focus on innovation, strengthen inventory control, develop customers and products, and continue to move towards becoming a professional network communications company.

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(Ⅱ) Financial income and expense and profitability analysis

	Item	2021	2022
Analysis of financial structure	Ratio of liabilities to assets(%)	61.18	55.98
	Ratio of long-term capital to property, plant and equipment(%)	207.66	209.53
Profitability analysis	Return on total assets(%)	(0.89)	3.55
	Ratio of return on shareholders’ equity (%)	(2.44)	8.33
	Pre-tax income topaid-in capital(%)	(2.85)	14.32
	Profit margin(%)	(1.38)	4.34
	Earningsper share(NT$)	(0.29)	1.30

The financial structure analysis shows that, in FY2022, the inventory of Group was significantly lower than in the previous period due to better operating conditions. However, the cash position increased significantly, and the total assets increased as the subsidiaries acquired real property, resulting in a lower debt ratio. In addition, the increase in retained earnings due to higher profitability led to an increase in shareholder equity and a higher ratio of long-term capital to property, plant and equipment. Various profit indicators also showed a significant increase, mainly due to the increase in profits.

(Ⅲ) Research and Development Status

The products developed in year 2022 are listed as below:

Enterprise and Consumer Communication Equipments:

1.Enterprise and Consumer Network Products Series:
(1) WiFi 6 (IEEE 802.11ax) Products Series
A. WiFi 6/6E Network Interface Card (NIC)
B. WiFi 6/6E Mesh Roaming Range Extenders
C. WiFi 6/6E Routers
(2) Enterprise WiFi 6 Products Series
A. Fast Hopping AI Mesh WiFi Access Points for Enterprise
B. WiFi 6/6E Access Points
C. Outdoor 5G Industrial Routers, Portable 5G Routers
D. High Security Protection Cloud Management System for Enterprise
2.Hi-End Networks Switches Series for Enterprise:
(1)Intelligent Management and Backbone Networks Equipments Series
A.10G Intelligent Management Network Switches
B. IEEE 10G, 100G Backbone Network Switches
C. Network Security Management System for Enterprise
(2)Network Products for Enterprise
A. Outdoor High Power 5GHz Bridges
B. Smart ONVIF PoE Switches
3.AIOT Products, Services and Others:
(1)IP Camera Series

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A. High Definition IP Camera with Multi-level Security Key Protection for Enterprise
B. Hyperfocal Distance IP camera with Multi-Security Key Protection
C. Integrated Network Camera, Cloud Recording Management System
D. Wireless presentation projection products
E. Image, Voice Recognition AI System
(2)Cloud Integration Systems Series
A. Video Streaming and Recording Cloud Management System with High Security Protection
B. AI Dongle
C. Integrated ALPR (Automatic License Plate Recognition) System
D. Cross-Industry Integration Cloud Management System
Telecommunications business communication equipments:
1.Home Networking Products Series:
(1)Smart Roaming Solution Crossing Multi Platforms
(2)WiFi 6E Mesh Roaming Repeaters
2.Broadband Customer Premise Equipment (CPE) Series:
(1)GPON Network Gateway/IAD with WIFI 6 Feature
(2)VDSL2+ 35b Broadband WiFi 6 Routers Complied to Plume
(3)MoCA 2.5 Broadband Bridge
3.Fiber-optic Communication Solution Series:
(1)FTTdp XGS-PON Multi-ports G.fast Wave 2 Solution
(2) 5G to Multi-ports G.fast Wave 2 Solution
(3)10G XGS-PON Broadband Gateway with Tri-bands WiFi 6E Feature
(4)FTTdp fiber to multi-port G.hn coax distribution points with reverse power supply

II. 2023 business overview

(I) Operating policy
Regarding the product strategy in the enterprise and retail markets, the Company continues to develop its existing products in three major directions: WIFI, S/W, and AIOT, and we have been focusing on developing niche products (including Wireless HDMI, High density AP, Cloud for IOT, ESL, and IP CAM AP). We continue to develop Industrial Grade Networking Solutions, and invest in the research and development of Time Sensitive Network related technologies and applications, and integrate industrial control and broadband network applications.
As for the product strategy in the telecom market, we are actively developing the next generation of Broadband CPE, DPU, MDU, 10GPON and other products based on our existing advantage in broadband communication devices to provide customers with professional, customized, differentiated and competitive products to satisfy the deployment needs in various telecom and broadband service industries. However, due to the impact on the global economic environment, bids and product life cycle, the telecomconsumer market is likely to experience fluctuations in operation. This year, we are faced with rising inflation, recession, and an uncertain international situation and

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economic environment. So we need to be proactive and try our best to overcome the situation.

Control the core technology and R&D of product innovation, keep up with the timing and expand the differentiated competitive advantage.
Combine external expertise and division of labor to build a complete ecosystem and product line to enhance the competitive advantage.
Improve corporate governance, implement corporate social responsibility, and create the value of sustainable operation.
(II) Important production and marketing policies
The Company will continue to strengthen its supply chain management, improve the quality of goods supplied, reduce costs and shorten delivery time to enhance overall operating performance. Currently, there is still a shortage of key components in the network and communications industry, so we must be prepared and strengthen inventory control.
The Company will continue to enhance production efficiency, effectiveness and quality and introduce automated production and smart manufacturing to strengthen its manufacturing competitiveness.
The Company keeps up with market changes, controls 3H (high unit price, high value-added, high gross margin) and 4S (Software, Solution, Service, Security) development strategies and directions, and provides customers with competitive solutions to satisfy the needs of various industries and customers.

III. The Company’s development strategies

In order to continue to maintain stability and growth in both profitability and sales, the Company continues to implement the following development strategies:

(Ⅰ) Focus on its own businesses to grow steadily

The Company does not make high-risk investments and continues to make efforts in business development to prioritize stable profit. It also actively develops new markets, new product lines and key customers to reduce the impact of changes in market conditions.

(Ⅱ) Continue to strengthen research and development

We continue to invest more in research and development and strengthen our hardware and software R&D capabilities to continuously develop high-end and integrated products and to stay ahead in technology.

(Ⅲ) Insist on quality and cost reduction

The Company has imposed more strict control on product quality and cost to reduce quality issues and improve profitability.

(Ⅳ) Strengthen operation management

The Company follows the core values of integrity, quality, service, and innovation to establish long-term partnerships with customers, suppliers, and employees, while continuing to improve management systems, streamline processes, and enhance the Company’s competitive advantage.

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IV. Impact of the external competition, legal, and overall business environments

As the global environment is still facing trade conflicts between the U.S. and China, the war between Russia and Ukraine, inflation, exchange rate instability and economic recession, the Company should be conservative and cautious about the future. However, how to reduce the impact and challenges brought by the external environment in production, sales and logistics, turn the crisis into an opportunity and capture the market opportunity will become an important task for the Company this year.

The Company has a strong R&D, marketing and management team. Regarding the direction of future development, besides maintaining long-term relationships with our existing customers, we are also actively developing markets and niche products in order to strive for long-term and stable success.

On behalf of the Board of Directors and the management team, I would like to express my sincere gratitude to all shareholders of the Company and our employees for their contributions and efforts to its development over time. We would also like to thank all of you for your encouragement and support, which has enabled the Company to continue to prosper and grow. I hereby wish you

All the Best!

Chairman-cum-President

Guan-Sheng Renn

Chief Accounting Officer

Han-Shen Lee

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Attachment 2

Edimax Technology Co., Ltd.

Audit Committee’s Review Report

The Board of Directors has prepared and submitted to us the Company’s 2022 Business Report, Financial Statements, and Proposal for allocation of earnings. CPA Ze-Li Gong and Chih-Yuan Chen of Deloitte & Touche were retained to audit Financial Statements and have issued an audited report accordingly. We, as the Audit Committee of the Company, have reviewed the Business Report, Financial Statements, and Proposal for allocation of earnings and do not find any discrepancies. According to Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act, we hereby submit this report.

2023 shareholder meeting of the company

Chairperson of the Audit Committee: Chung-Ming Tsao

March 3, 2023

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Attachment 3

EDIMAX TECHNOLOGY CO., LTD.

List of Directors Candidates

Name	Education	Major Past Positions	Current Positions	Shareholdings
Guan-Sheng Renn	Master Degree in University of California, Berkeley	Chairman & General Manager, Edimax Technology Co., Ltd. Chairman, Comtrend Corporation Chairman, Abs Telecom, Inc. Chairman,Smax Technology Co., Ltd.	Chairman & General Manager, Edimax Technology Co., Ltd. Chairman, Comtrend Corporation Chairman, Abs Telecom, Inc. Chairman,Smax Technology Co., Ltd.	4,360,676
Han-Shen Lee	Department of Business Administration, National Cheng Kung University	Vice President, Edimax Technology Co., Ltd.	Vice President, Edimax Technology Co., Ltd.	2,912,089
Liang-Jung Pan	Master Degree in Industrial Engineering, National Tsing Hua University	Senior Vice President, Edimax Technology Co., Ltd.	Senior Vice President, Edimax Technology Co., Ltd.	1,312,833
Ka Wah Investment Co., Ltd. Representative: Yu-Chang Chiu	Master Degree in Department of Electronic, National Taiwan University of Science and Technology EMBA, National Taiwan University	General Manager, Comtrend Corporation	General Manager, Comtrend Corporation	509,755

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Name	Education	Major Past Positions	Current Positions	Shareholdings
Ka Wah Investment Co., Ltd. Representative: Jung-Lung Hung	Department of Electronic Engineering, National Taiwan University of Science and Technology EMBA,National Chengchi University	ODM BU General Manager, Edimax Technology Co., Ltd. General Manager, Smax Technology Co., Ltd.	ODM BU General Manager, Edimax Technology Co., Ltd. General Manager, Smax Technology Co., Ltd.	509,755
Jiann-Shing Ding	Master Degree in Industrial Engineering and Engineering Management, National Tsing Hua University	General Manager, Rdipc Taiwan Co., Ltd. Independent Director, Liwanli Innovation Co., Ltd. Director, Albatron Technology Co., Ltd. Director, Educational Foundation of Hua Tsing Engineering Management	General Manager, Rdipc Taiwan Co., Ltd. Independent Director, Liwanli Innovation Co., Ltd. Director, Albatron Technology Co., Ltd. Director, Educational Foundation of Hua Tsing Engineering Management	1,808,229
Ching-Te Hou	Department of Electronic, National Taiwan University of Science and Technology	General Manager, Abs Telecom, Inc.	General Manager, Abs Telecom, Inc.	157,237

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EDIMAX TECHNOLOGY CO., LTD.

List of Independent Directors Candidates

Name	Education	Major Past Positions	Current Positions	Shareholdings
Chung-Ming Tsao	Department of Accounting and Statistics, Tamsui Institute of Business Administration	Chairman, Taso Chung Ming Cpa Firm	Chairman, Taso Chung Ming Cpa Firm Supervisor, Yoho Beach Resort Co., Ltd.	0
Jin-Sheng Luo	Department of Electronic Calculator, Tamkang University	Supervisor , Everflow Calendar Ltd.	Supervisor , Everflow Calendar Ltd.	0
Yu-Liang Lin	Department of Chemistry, Tunghai University	Vice President & Director , Henme Chemical Industrial Co., Ltd. Director, Henme Trading Co., Ltd. Director, Asia Optical Co., Inc.	Vice President & Director , Henme Chemical Industrial Co., Ltd. Director, Henme Trading Co., Ltd. Director, Asia Optical Co., Inc.	600,000
Jian-Chao Zeng	Department of Industrial Engineering, National Tsing Hua University Master Degree in Department of Computer Science,Southern Methodist University Ph.D in Computer Science, Southern Methodist University	Professor & Chairman, of Information Engineering Departmen, National Yang Ming Chiao Tung University Deputy Director ,National Yang Ming Chiao Tung University Information Technology Service Center Director of the Institute of Network Engineering, National Yang Ming Chiao TungUniversity	Professor of Information Engineering Departmen, National Yang Ming Chiao Tung University Independent Director, Analog Integrations Co., Ltd.	0

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Attachment 4

EDIMAX TECHNOLOGY CO., LTD.

Details of the duties subject to releasing the Candidate for Directors from non-competition

Name	Other CompanyName	Position
Guan-Sheng Renn	Comtrend Corporation Comtrend Technology (Netherlands) B.V. EcoBear TechnologyCorporation	Chairman(Representative in juridical persons) Director(Representative in juridical persons) Director(Representative in juridical persons)
Han-Shen Lee	Comtrend Corporation, USA	Director(Representative in juridical persons)
Liang-Jung Pan	Comtrend Corporation	Director(Representative in juridical persons)
Ka Wah Investment Co., Ltd. Representative：Yu-Chang Chiu	Comtrend Corporation Comtrend Corporation, USA Comtrend Technology (Netherlands) B.V. Comtrend Central Europe Comtrend Iberia S.L,	Director and General Manager (Representative in juridical persons) Chairman(Representative in juridical persons) Director(Representative in juridical persons) Chairman(Representative in juridical persons) Chairman(Representative in juridical persons)

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Attachment 5

INDEPENDENT AUDITORS’ REPORT

The Board of Directors and Shareholders Edimax Technology Co., Ltd.

Opinion

We have audited the accompanying consolidated financial statements of Edimax Technology Co., Ltd. (the “Company”) and its subsidiaries (collectively referred to as the “Group”), which comprise the consolidated balance sheets as of December 31, 2022 and 2021, the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the consolidated financial statements, including a summary of significant accounting policies (collectively referred to as the “consolidated financial statements”).

In our opinion, based on our audits and the reports of other auditors (please refer to the other matter paragraph), the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2022 and 2021, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and the Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion based on our audits and the reports of other auditors.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements for the year ended December 31, 2022. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

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The key audit matter of the Group’s consolidated financial statements for the year ended December 31, 2022 is stated as follows:

Sales Revenue from the Group’s Specific Customers

The Group’s revenue from the top five fast growth customers was $1,719,039, which representing 29% of consolidated total revenue for the year ended December 31, 2022. As the amount of the revenue from the top five fast growth customers was significant, it was deemed to be a key audit matter.

The main audit procedures we performed to address the above key audit matter were as follows:

We obtained an understanding and tested those specific customers’ credit check processes, sales prices and payment collection terms to evaluate the appropriateness of the approval of customer’s credit and traced to the relevant supporting information, which included searching for the information from public.
We selected samples from those specific customers’ sales transactions and inspected the relevant documents such as the original purchase orders and sales invoices to verify the validity of occurrence of sales revenue.
We sent confirmation to those customers to verify the accuracy of the trade receivables at the end of the reporting period.

Other Matter

We did not audit the financial statements of several subsidiaries included in the consolidated financial statements of the Group, but such statements were audited by other auditors. Our opinion, insofar as it relates to the amounts included for those subsidiaries, was based solely on the reports of other auditors. The total assets of those subsidiaries were $426,303 thousand and $396,167 thousand, which constituted 6% and 5% of consolidated total assets as of December 31, 2022 and 2021, respectively, and total revenues were $350,512 thousand and $321,081 thousand, which constituted 6% and 6% of consolidated total revenues for the years ended December 31, 2022 and 2021, respectively.

In addition, the financial statements of associates included in the consolidated financial statements were audited by other auditors. Thus, our opinion, insofar as it relates to the investments in associates accounted for using the equity method, the share of profit (loss) of the associates accounted for using the equity method, and the share of comprehensive income (loss) of the associates, was based solely on the reports of other auditors. Investments in associates accounted for using the equity method were $71,531 thousand and $57,398 thousand, which constituted 1% and 1% of consolidated total assets as of December 31, 2022 and 2021, respectively; the share of profit of the associates was $25,502 thousand and $13,759 thousand, which constituted 9% and (25%) of the consolidated profit (loss) before income tax for the years ended December 31, 2022 and 2021, respectively; and the share of the other comprehensive income of associates accounted for using the equity method was $32,770 thousand and $11,851 thousand, which constituted 11% and (14%) of the consolidated total comprehensive income (loss) for the years ended December 31, 2022 and 2021, respectively.

We have also audited the parent company only financial statements of the Company as of and for the years ended December 31, 2022 and 2021 on which we have issued an unmodified opinion with other matter paragraph.

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Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

Those charged with governance, including members of the audit committee, are responsible for overseeing the Group’s financial reporting process.

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern.

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Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient and appropriate audit evidence regarding the financial information of entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision, and performance of the group audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2022 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audits resulting in this independent auditors’ report are Tza-Li Gung and Chih-Yuan Chen.

Deloitte & Touche Taipei, Taiwan Republic of China March 3, 2023

Notice to Readers

The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such consolidated financial statements are those generally applied in the Republic of China.

For the convenience of readers, the independent auditors’ report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and consolidated financial statements shall prevail.

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EDIMAX TECHNOLOGY CO., LTD. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2022 AND 2021 (In Thousands of New Taiwan Dollars)

ASSETS CURRENT ASSETS Cash and cash equivalents (Note 6) Financial assets at amortized cost - current (Notes 9 and 33) Contract assets - current (Note 24) Notes receivable from unrelated parties (Note 10) Trade receivables from unrelated parties (Notes 10 and 24) Other receivables from unrelated parties (Note 10) Other receivables from related parties (Note 32) Current tax assets (Note 26) Inventories (Note 11) Prepayments Other current assets Total current assets NON-CURRENT ASSETS Financial assets at fair value through profit or loss - non-current (Notes 7, 19 and 31) Financial assets at fair value through other comprehensive income - non-current (Notes 8 and 31) Financial assets at amortized cost - non-current (Notes 9 and 33) Investments accounted for using the equity method (Note 13) Property, plant and equipment (Notes 14 and 33) Right-of-use assets (Note 15) Intangible assets (Note 16) Deferred tax assets (Note 26) Refundable deposits Net provisions for retirement (Note 22) Other financial assets - non-current (Note 17) Other non-current assets Total non-current assets TOTAL LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term borrowings (Note 18) Short-term bills payable (Note 18) Financial liabilities at fair value through profit or loss - current (Notes 7 and 31) Contract liabilities - current (Note 24) Notes payable to unrelated parties Accounts payable to unrelated parties Accounts payable to related parties (Note 32) Other payables (Notes 20 and 32) Current tax liabilities (Note 26) Provisions - current (Note 21) Lease liabilities - current (Note 15) Current portion of long-term borrowings (Notes 18 and 33) Other current liabilities (Note 20) Total current liabilities NON-CURRENT LIABILITIES Bonds payable (Notes 19 and 33) Long-term borrowings (Notes 18 and 33) Deferred tax liabilities (Note 26) Lease liabilities - non-current (Note 15) Net defined benefit liabilities - non-current (Note 22) Guarantee deposits received Total non-current liabilities Total liabilities EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY (Note 23) Share capital Common stock Capital collected in advance Total share capital Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings Total retained earnings Other equity Exchange differences on arising from translation to the presentation currency Unrealized gain/(loss) on financial assets at fair value through other comprehensive income Total other equity Treasury shares Total equity attributable to owners of the Company NON-CONTROLLING INTERESTS (Note 23) Total equity TOTAL		2022 Amount % $ 1,692,999 22 14,370 - 8,355 - 2,462 - 1,238,027 16 8,729 - 18,637 1 13,079 - 1,721,919 23 75,480 1 13,794 - 4,807,851 63 244 - 53,503 1 20,197 - 71,531 1 2,483,468 33 48,499 1 33,718 - 27,905 - 12,354 - 3,295 - 69,800 1 - - 2,824,514 37 $ 7,632,365 100 $ 739,632 10 29,969 1 783 - 93,974 1 7,060 - 880,166 12 153,273 2 330,456 4 40,774 1 7,914 - 22,586 - 16,800 - 105,307 1 2,428,694 32 185,143 3 1,550,314 20 6,737 - 26,102 - 75,392 1 - - 1,843,688 24 4,272,382 56 2,070,101 27 8,504 - 2,078,605 27 284,928 4 10,460 - 38,904 1 188,181 2 237,545 3 (10,792) - (12,189) - (22,981) - (12,973) - 2,565,124 34 794,859 10 3,359,983 44 $ 7,632,365 100		2021
				Amount % $ 1,110,589 15 4,716 - 5,782 - 15,845 - 1,099,908 15 5,110 - 16,608 - 2,296 - 2,251,454 31 165,573 3 15,596 - 4,693,477 64 520 - 76,117 1 810 - 57,398 1 2,276,903 31 54,247 1 30,386 - 35,916 - 15,642 - - - 66,201 1 56,801 1 2,670,941 36 $ 7,364,418 100 $ 574,792 8 29,915 - - - 111,494 2 10,303 - 1,227,114 17 147,329 2 317,721 4 46,000 1 5,382 - 30,518 - 16,800 - 118,934 2 2,636,302 36 390,835 5 1,367,114 19 709 - 24,356 - 86,028 1 5 - 1,869,047 25 4,505,349 61 1,893,702 26 8,800 - 1,902,502 26 236,689 3 10,460 - 38,904 1 (67,331) (1) (17,967) - (49,822) (1) 10,425 - (39,397) (1) (13,497) - 2,068,330 28 790,739 11 2,859,069 39 $ 7,364,418 100

The accompanying notes are an integral part of the consolidated financial statements.

(With Deloitte & Touche auditors’ report dated March 3, 2023)

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EDIMAX TECHNOLOGY CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021 (In Thousands of New Taiwan Dollars, Except Earnings (Loss) Per Share)

OPERATING REVENUE (Notes 24 and 32) OPERATING COSTS (Notes 11, 25 and 32) GROSS PROFIT OPERATING EXPENSES (Notes 22, 25 and 32) Selling and marketing expenses General and administrative expenses Research and development expenses Expected credit loss Total operating expenses PROFIT (LOSS) FROM OPERATIONS NON-OPERATING INCOME AND EXPENSES Other income (Note 25) Other gains and losses (Note 25) Finance costs (Note 25) Share of profit of associates (Note 13) Interest income (Note 25) Total non-operating income and expenses PROFIT (LOSS) BEFORE INCOME TAX INCOME TAX EXPENSE (Note 26) NET PROFIT (LOSS) FOR THE YEAR		2022 Amount % $ 5,963,157 100 (4,509,884) (75) 1,453,273 25 (580,143) (10) (267,465) (5) (442,021) (7) (8,544) - (1,298,173) (22) 155,100 3 38,979 1 108,141 2 (37,793) (1) 25,502 - 7,811 - 142,640 2 297,740 5 (38,763) (1) 258,977 4		2021
				Amount % $ 5,247,518 100 (4,069,648) (78) 1,177,870 22 (531,024) (10) (253,798) (5) (422,094) (8) (8,598) - (1,215,514) (23) (37,644) (1) 25,435 1 (32,878) (1) (26,567) - 13,759 - 3,759 - (16,492) - (54,136) (1) (18,048) (1) (72,184) (2) (Continued)

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EDIMAX TECHNOLOGY CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021 (In Thousands of New Taiwan Dollars, Except Earnings (Loss) Per Share)

OTHER COMPREHENSIVE INCOME Items that will not be reclassified subsequently to profit or loss: Remeasurement of defined benefit plans (Note 22) Unrealized gain (loss) on investments in equity instruments at fair value through other comprehensive income Income tax relating to items that will not be reclassified subsequently to profit or loss (Note 26) Items that may be reclassified subsequently to profit or loss: Exchange differences on translation of the financial statements of foreign operations Other comprehensive income (loss) for the year, net of income tax TOTAL COMPREHENSIVE INCOME (LOSS) FOR THE YEAR NET PROFIT (LOSS) ATTRIBUTABLE TO: Owners of the Company Non-controlling interests TOTAL COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO: Owners of the Company Non-controlling interests EARNINGS (LOSS) PER SHARE (Note 27) Basic Diluted		2022 Amount % $ 8,211 - (22,614) - (1,933) - 54,403 1 38,067 1 $ 297,044 5 $ 252,658 4 6,319 - $ 258,977 4 $ 271,928 5 25,116 - $ 297,044 5 $ 1.30 $ 1.14		2021
				Amount % $ (7,760) - 10,761 - 58 - (14,394) - (11,335) - $ (83,519) (2) $ (55,028) (1) (17,156) - $ (72,184) (1) $ (68,169) (2) (15,350) - $ (83,519) (2) $ (0.29)

		$		$
		$		$
		$		$
		$		$
		$		$

The accompanying notes are an integral part of the consolidated financial statements.

(With Deloitte & Touche auditors’ report dated March 3, 2023)

(Concluded)

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EDIMAX TECHNOLOGY CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021 (In Thousands of New Taiwan Dollars)

				Equity Attributable to Owners of the Company (Note 23)	Equity Attributable to Owners of the Company (Note 23)
		Share Capital	Total Capital Surplus $ 1,892,408 $ 228,100 - - - - - - - 979 - 10,684 - - - 418 - (4,391) - 179 10,094 720 - - - - - - - - 1,902,502 236,689 - 386 - - - 237 - (4,826) - 423 157,110 52,019 18,993 - - - - - - - - - $ 2,078,605 $ 284,928	Retained Earnings	Total $ 104,598 - - (54,889) - - (5,100) - - - - - (55,028 ) (7,548) (62,576) (17,967) - - - - - - - - 252,658 2,854 255,512 $ 237,545	Other Equity	Total $ (38,904 ) - - - - - 5,100 - - - - - - (5,593) (5,593) (39,397) - - - - - - - - - 16,416 16,416 $ (22,981)	Treasury Shares $ (13,714 ) - - - - - - - - - - 217 - - - (13,497) - 272 252 - - - - - - - - $ (12,973)
						Exchange Unrealized Gain (Loss) on Financial Assets at Differences on Fair Value Translation Through Other Foreign Comprehensive Operations Income $ (33,468 ) $ (5,436 ) - - - - - - - - - - - 5,100 - - - - - - - - - - - - (16,354) 10,761 (16,354) 10,761 (49,822) 10,425 - - - - - - - - - - - - - - - - - - 39,030 (22,614) 39,030 (22,614) $ (10,792) $ (12,189)
C	ommon Stock $ 1,864,916 - - - - - - - - - 28,786 - - - - 1,893,702 - - - - - 149,036 27,363 - - - - $ 2,070,101	Capital Collected in Advance $ 27,492 - - - - - - - - - (18,692) - - - - 8,800 - - - - - 8,074 (8,370) - - - - $ 8,504
				Unappropriated Legal Reserve Special Reserve Earnings $ 1,802 $ 16,214 $ 86,582 8,658 - (8,658) - 22,690 (22,690) - - (54,889) - - - - - - - - (5,100) - - - - - - - - - - - - - - - - - (55,028 ) - - (7,548) - - (62,576) 10,460 38,904 (67,331) - - - - - - - - - - - - - - - - - - - - - - - - - - 252,658 - - 2,854 - - 255,512 $ 10,460 $ 38,904 $ 188,181

The accompanying notes are an integral part of the consolidated financial statements.

(With Deloitte & Touche auditors’ report dated March 3, 2023)

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EDIMAX TECHNOLOGY CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES Profit (loss) before income tax Adjustments for: Depreciation expense Amortization expense Expected credit loss recognized Net loss (gain) on fair value changes of financial assets and liabilities designated as at fair value through profit or loss Finance costs Interest income Dividend income Share-based payment Share of profit of associates Gain on disposal of property, plant and equipment Loss for market price decline and obsolete and slow-moving inventories Changes in operating assets and liabilities Contract assets Notes receivable Trade receivables Other receivables Other receivables from related parties Inventories Prepayment Other current assets Contract liabilities Note payables Trade payables (including related parties) Other payables Provisions Other current liabilities Net defined benefit liabilities Cash generated from (used in) operations Interest received Interest paid Income tax paid Net cash generated from (used in) operating activities CASH FLOWS FROM INVESTING ACTIVITIES Purchase of financial assets at fair value through other comprehensive income Purchase of financial assets measured at amortized cost Proceeds from financial assets measured at amortized cost Payments for property, plant and equipment	2022 $ 297,740 125,063 10,429 8,544 1,059 37,793 (7,811) (733) 1,125 (25,502) (1) 20,429 (2,573) 13,383 (147,107) (3,619) - 502,939 90,093 1,802 (17,520) (3,243) (341,004) 12,735 2,532 (13,627) (13,931) 548,995 7,811 (32,324) (34,455) 490,027 - (29,041) - (239,905)	2021 $ (54,136) 133,998 7,147 8,598 (682) 26,567 (3,759) (2,673) 4,877 (13,759) (136) 39,177 (4,362) (4,995) 115,287 144 (16,041) (787,964) (90,662) 13,402 (15,129) 4,967 (57,627) (32,366) 1,941 5,708 1,693 (720,785) 3,759 (23,558) (31,412) (771,996) (1,826) (661) 95 (60,737) (Continued)

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EDIMAX TECHNOLOGY CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021 (In Thousands of New Taiwan Dollars)

Proceeds from disposal of property, plant and equipment Decrease (increase) in refundable deposits Payments for intangible assets Increase in other financial assets Increase in other non-current assets Decrease in other non-current assets Dividends received Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from short-term borrowings Repayments of short-term borrowings Proceeds from issuance of convertible bonds Proceeds from long-term borrowings Repayments of long-term borrowings Repayment of the principal portion of lease liabilities Decrease in refundable deposits Dividends paid to owners of the company Exercise of employee share option Proceeds from reissuance of treasury shares Dividends paid to non-controlling interests Difference in non-controlling interests Net cash generated from (used in) financing activities EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE OF CASH HELD IN FOREIGN CURRENCIES NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR	2022 $ 107 3,288 (13,069) (3,599) - 5 17,341 (264,873) 164,840 - - 200,000 (16,800) (35,031) (5) - 18,993 1,472 (38,271) 11,640 306,838 50,418 582,410 1,110,589 $ 1,692,999	2021 $ 4,027 (1,170) (8,378) (3,013) (56,801) - 2,673 (125,791) - (282,976) 398,653 - (16,800) (87,159) (6,675) (54,889) 10,814 635 (74,826) (3,898) (117,121) 54,903 (960,005) 2,070,594 $ 1,110,589

The accompanying notes are an integral part of the consolidated financial statements.

(With Deloitte & Touche auditors’ report dated March 3, 2023)

(Concluded)

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Attachment 6

INDEPENDENT AUDITORS’ REPORT

The Board of Directors and Shareholders Edimax Technology Co., Ltd.

Opinion

We have audited the accompanying financial statements of Edimax Technology Co., Ltd. (the “Company”), which comprise the balance sheets as of December 31, 2022 and 2021 and the statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the financial statements, including a summary of significant accounting policies (collectively referred to as the “financial statements”).

In our opinion, based on our audits and the reports of other auditors (please refer to the other matter paragraph), the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2022 and 2021, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and the Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion based on our audits and the reports of other auditors.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements for the year ended December 31, 2022. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

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Key audit matter of the Company’s financial statements for the year ended December 31, 2022 is stated as follows:

Sales Revenue from the Company’s Specific Customers

The Company’s revenue from the top five fast growth customers was $1,103,394, which representing 28% of total revenue for the year ended December 31, 2022. As the amount of the revenue from the top five fast growth customers was significant, it was deemed to be a key audit matter.

The main audit procedures we performed to address the above key audit matter were as follows:

We obtained an understanding and tested those specific customers’ credit check processes, sales prices and payment collection terms to evaluate the appropriateness of the approval of customer’s credit and traced to the relevant supporting information, which included searching for the information from public.
We selected samples from those specific customers’ sales transactions and inspected the relevant documents such as the original purchase orders and sales invoices to verify the validity of occurrence of sales revenue.
We sent confirmation to those customers to verify the accuracy of the trade receivables at the end of the reporting period.

Other Matter

As disclosed in Note 11 to the financial statements, we did not audit the financial statements of several investees accounted for using the equity method included in the financial statements of the Company, but such statements were audited by other auditors. Our opinion, insofar as it relates to the investments and the share of profit (loss) of the investees accounted for using the equity method audited by other auditors, was based solely on the reports of the other auditors. The total investments in investees accounted for using the equity method were NT$341,090 thousand and NT$331,241 thousand, which constituted 6% and 6% of total assets as of December 31, 2022 and 2021, respectively, and the share of profit of the subsidiaries and associates accounted for using the equity method was NT$49,168 thousand and NT$33,839 thousand, which constituted 19% and (61%) of the profit before income tax for the years ended December 31, 2022 and 2021, respectively; and the share of the other comprehensive income of the subsidiaries and associates accounted for using the equity method was NT$54,363 thousand and NT$22,462 thousand, which constituted 20% and (33%) of the total comprehensive income for the years ended December 31, 2022 and 2021, respectively.

Responsibilities of Management and Those Charged with Governance for the Financial Statements

Management is responsible for the preparation and fair presentation of the financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

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Those charged with governance, including members of the audit committee, are responsible for overseeing the Company’s financial reporting process.

Auditors’ Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient and appropriate audit evidence regarding the financial information of entities or business activities within the Company to express an opinion on the financial statements. We are responsible for the direction, supervision, and performance of the audit. We remain solely responsible for our audit opinion.

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From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements for the year ended December 31, 2022 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audits resulting in this independent auditors’ report are Tza-Li Gung and Chih-Yuan Chen.

Deloitte & Touche Taipei, Taiwan Republic of China

March 3, 2023

Notice to Readers

The accompanying financial statements are intended only to present the financial position, financial performance and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such financial statements are those generally applied in the Republic of China.

For the convenience of readers, the independent auditors’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and financial statements shall prevail.

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EDIMAX TECHNOLOGY CO., LTD.

BALANCE SHEETS DECEMBER 31, 2022 AND 2021 (In Thousands of New Taiwan Dollars)

ASSETS CURRENT ASSETS Cash and cash equivalents (Note 6) Notes receivable from unrelated parties (Note 9) Trade receivables from unrelated parties (Notes 9 and 22) Trade receivables from related parties (Notes 22 and 30) Other receivables from unrelated parties (Notes 9 and 30) Current tax assets (Note 24) Inventories (Note 10) Prepayments Other current assets Total current assets NON-CURRENT ASSETS Financial assets at fair value through profit or loss - non-current (Notes 7 and 18) Financial assets at fair value through other comprehensive income - non-current (Note 8) Investments accounted for using the equity method (Note 11) Property, plant and equipment (Notes 12 and 31) Right-of-use assets (Note 13) Investment properties (Note 14) Intangible assets (Note 15) Refundable deposits Other financial assets - non-current (Note 16) Total non-current assets TOTAL LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term borrowings (Note 17) Short-term bills payable (Note 17) Contract liabilities - current (Note 22) Notes payable to unrelated parties Accounts payable to unrelated parties Accounts payable to related parties (Note 30) Other payables (Notes 19 and 30) Current tax liabilities Lease liabilities - current (Note 13) Current portion of long-term borrowings (Notes 17 and 31) Other current liabilities (Note 19) Total current liabilities NON-CURRENT LIABILITIES Bonds payable (Note 18) Long-term borrowings (Notes 17 and 31) Deferred tax liabilities (Note 24) Lease liabilities - non-current (Note 13) Net defined benefit liabilities - non-current (Note 20) Total non-current liabilities Total liabilities EQUITY Share capital Common stock Capital collected in advance Total share capital Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings Total retained earnings Other equity Exchange differences on translation to the presentation currency Unrealized gain (loss) on financial assets at fair value through other comprehensive income Total other equity Treasury shares Total equity TOTAL		2022 Amount % $ 946,451 16 1,353 - 767,809 13 80,615 1 25,162 1 - - 886,791 15 34,633 1 9,128 - 2,751,942 47 244 - 53,503 1 922,577 16 2,025,752 34 17,600 - 48,550 1 6,789 - 3,829 - 69,400 1 3,148,244 53 $ 5,900,186 100 $ 720,000 12 29,969 1 77,319 1 6,250 - 408,254 7 199,749 4 163,354 3 417 - 8,256 - 16,800 - 78,196 1 1,708,564 29 185,143 3 1,350,314 23 6,466 - 9,566 - 75,009 2 1,626,498 28 3,335,062 57 2,070,101 35 8,504 - 2,078,605 35 284,928 5 10,460 - 38,904 1 188,181 3 237,545 4 (10,792) - (12,189) (1) (22,981) (1) (12,973) - 2,565,124 43 $ 5,900,186 100		2021
				Amount % $ 408,145 8 10,444 - 674,071 12 174,040 3 21,929 1 13 - 945,965 17 112,910 2 11,329 - 2,358,846 43 520 - 76,117 1 920,946 17 2,050,920 37 7,896 - 49,527 1 6,107 - 4,082 - 65,801 1 3,181,916 57 $ 5,540,762 100 $ 556,000 10 29,915 1 107,567 2 10,296 - 553,481 10 113,741 2 148,851 3 657 - 3,131 - 16,800 - 92,738 2 1,633,177 30 390,835 7 1,367,114 25 722 - 4,764 - 75,820 1 1,839,255 33 3,472,432 63 1,893,702 34 8,800 - 1,902,502 34 236,689 4 10,460 - 38,904 1 (67,331) (1) (17,967) - (49,822) (1) 10,425 - (39,397) (1) (13,497) - 2,068,330 37 $ 5,540,762 100

The accompanying notes are an integral part of the financial statements.

(With Deloitte & Touche auditors’ report dated March 3, 2023)

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EDIMAX TECHNOLOGY CO., LTD.

STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021 (In Thousands of New Taiwan Dollars, Except Earnings (Loss) Per Share)

OPERATING REVENUE (Notes 22 and 30) OPERATING COSTS (Notes 10, 23 and 30) GROSS PROFIT UNREALIZED GAIN ON TRANSACTIONS WITH SUBSIDIARIES REALIZED GAIN ON TRANSACTIONS WITH SUBSIDIARIES REALIZED GROSS PROFIT OPERATING EXPENSES (Notes 20 and 23) Selling and marketing expenses General and administrative expenses Research and development expenses Expected credit loss (Note 9) Total operating expenses PROFIT (LOSS) FROM OPERATIONS NON-OPERATING INCOME AND EXPENSES Other income (Notes 23 and 30) Other gains and losses (Note 23) Finance costs (Note 23) Share of profit of associates (Note 11) Interest income (Note 23) Total non-operating income and expenses PROFIT (LOSS) BEFORE INCOME TAX INCOME TAX EXPENSE (Note 24) NET PROFIT (LOSS) FOR THE YEAR		2022 Amount % $ 3,998,386 100 (3,302,721) (83) 695,665 17 (27,108) (1) 17,589 1 686,146 17 (156,608) (4) (139,994) (4) (289,619) (7) (7,524) - (593,745) (15) 92,401 2 6,350 - 148,853 4 (33,457) (1) 39,960 1 3,650 - 165,356 4 257,757 6 (5,099) - 252,658 6		2021
				Amount % $ 3,634,547 100 (3,111,231) (86) 523,316 14 (17,589) - 16,175 - 521,902 14 (150,070) (4) (119,194) (3) (268,039) (8) (10,980) - (548,283) (15) (26,381) (1) 9,604 - (37,457) (1) (24,790) (1) 23,630 1 366 - (28,647) (1) (55,028) (2) - - (55,028) (2) (Continued)

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EDIMAX TECHNOLOGY CO., LTD.

STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021 (In Thousands of New Taiwan Dollars, Except Earnings (Loss) Per Share)

OTHER COMPREHENSIVE INCOME Items that will not be reclassified subsequently to profit or loss: Remeasurement of defined benefit plans (Note 20) Unrealized gain (loss) on investments in equity instruments at fair value through other comprehensive income Share of the other comprehensive loss of associates accounted for using the equity method Income tax relating to items that will not be reclassified subsequently to profit or loss (Note 24) Items that may be reclassified subsequently to profit or loss: Exchange differences on translation of the financial statements of foreign operations Other comprehensive loss for the year, net of income tax TOTAL COMPREHENSIVE INCOME (LOSS) FOR THE YEAR EARNINGS (LOSS) PER SHARE (Note 25) Basic Diluted		2022 Amount % $ 3,227 - (22,614) - 272 - (645) - 39,030 1 19,270 1 $ 271,928 7 $ 1.30 $ 1.14		2021
				Amount % $ (6,043) - 10,761 - (1,505) - - - (16,354) - (13,141) - $ (68,169) (2) $ (0.29)

		$		$

The accompanying notes are an integral part of the financial statements.

(With Deloitte & Touche auditors’ report dated March 3, 2023)

(Concluded)

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EDIMAX TECHNOLOGY CO., LTD.

STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021 (In Thousands of New Taiwan Dollars)

	Share Capital (Note 21)	Retained Earnings (Accumulated Deficits) (Note 21)	Other Equity
			Unrealized Gain (Loss) on Exchange Financial Assets at Fair Value Differences on Through Other Translation of Comprehensive Foreign Income Operations (Note 21) $ (33,468) $ (5,436) - - - - - - - - - - - - - 5,100 - - - - - - - - - - (16,354) 10,761 (16,354) 10,761 (49,822) 10,425 - - - - - - - - - - - - - - - - 39,030 (22,614) 39,030 (22,614) $ (10,792) $ (12,189)
		Unappropriated Earnings (Accumulated Legal Reserve Special Reserve Deficits) $ 1,802 $ 16,214 $ 86,582 8,658 - (8,658) - 22,690 (22,690) - - (54,889) - - - - - - - - - - - (5,100) - - - - - - - - - - - - - - (55,028 ) - - (7,548) - - (62,576) 10,460 38,904 (67,331) - - - - - - - - - - - - - - - - - - - - - - - 252,658 - - 2,854 - - 255,512 $ 10,460 $ 38,904 $ 188,181
C	Capital Collected ommon Stock in Advance $ 1,864,916 $ 27,492 - - - - - - - - - - - - - - - - - - - - 28,786 (18,692) - - - - - - 1,893,702 8,800 - - - - - - - - - - 149,036 8,074 27,363 (8,370) - - - - - - $ 2,070,101 $ 8,504

The accompanying notes are an integral part of the financial statements.

(With Deloitte & Touche auditors’ report dated March 3, 2023)

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EDIMAX TECHNOLOGY CO., LTD.

STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES Profit (loss) before income tax Adjustments for: Depreciation expense Amortization expense Expected credit loss recognized Net loss (gain) on fair value changes of financial assets and liabilities designated as at fair value through profit or loss Finance costs Interest income Dividend income Share-based payment Share of profit of subsidiaries and associates Loss (gain) on disposal of property, plant and equipment Losses on inventory valuation loss and obsolescence Unrealized gain on transactions with subsidiaries Realized gain on transactions with subsidiaries Gain on lease modification Changes in operating assets and liabilities Notes receivable Trade receivables (including related parties) Other receivables Inventories Prepayment Other current assets Contract liabilities Notes payables Trade payables (including related parties) Other payables Current liabilities Net defined benefit liabilities Cash generated from (used in) operations Interest received Interest paid Income tax paid Net cash generated from (used in) operating activities CASH FLOWS FROM INVESTING ACTIVITIES Purchase of financial assets at fair value through other comprehensive income Net cash inflow of disposal of subsidiaries Payments for property, plant and equipment Proceeds from disposal of property, plant and equipment Increase in refundable deposits	2022 $ 257,757 46,870 9,324 7,524 276 33,457 (3,650) (733) 386 (39,960) 4 46,149 27,108 (17,589) (105) 9,091 (7,837) (1,205) 13,025 78,277 2,201 (30,248) (4,046) (59,219) 14,503 (14,542) 1,771 368,589 3,650 (29,863) 418 342,794 - 609 (15,535) 101 -	2021 $ (55,028) 45,195 6,185 10,980 (682) 24,790 (366) (1,874) 979 (23,630) (112) - 17,589 (16,175) - (533) 81,887 (14,939) (347,309) (74,797) 6,827 12,464 4,991 (2,754) 10,143 4,521 (3,321) (314,969) 366 (21,747) 17 (336,333) (1,826) - (21,166) 231 (530) (Continued)

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EDIMAX TECHNOLOGY CO., LTD.

STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021 (In Thousands of New Taiwan Dollars)

Decrease in refundable deposits Payments for intangible assets Increase in other financial assets Dividends received Net cash generated from investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from short-term borrowings Repayments of short-term borrowings Proceeds from bonds payable Repayments of long-term borrowings Decrease in refundable deposits Repayment of the principal portion of lease liabilities Dividends paid to owners of the Company Exercise of employee share options Net cash generated from financing activities NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR	2022 $ 253 (10,006) (3,599) 62,564 34,387 164,000 - - (16,800) - (5,068) - 18,993 161,125 538,306 408,145 $ 946,451	2021 $ - (7,890) (3,013) 71,362 37,168 - (261,600) 398,653 (16,800) (6,679) (1,737) (54,889) 10,814 67,762 (231,403) 639,548 $ 408,145

The accompanying notes are an integral part of the financial statements.

(With Deloitte & Touche auditors’ report dated March 3, 2023)

(Concluded)

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Appendixes

Appendix 1 Edimax Technology Co., Ltd. Articles of Incorporation

Chapter 1 General Provisions

Article 1 : The Company shall be incorporated as a company limited by shares under the Company Act, and its name shall be 訊舟科技股份有限公司 in the Chinese language, and Edimax Technology Company, Limited in the English language.
Article 2 : The scope of business of the Company shall be as follows:
1.CC01110 Computer and computing peripheral equipment manufacturing.
2.F113050 Wholesale of computing and business machinery equipment.
3.F118010 Wholesale of computer software.
4.F401010 International trade.
5.CC01101 Restrained telecom radio frequency equipments and materials manufacturing.
6.F401021 Restrained telecom radio frequency equipments and materials import.
7.E605010 Computing equipments installation construction.
8.CC01060 Wired communication equipment and apparatus manufacturing.
9.CC01070 Telecommunication equipment and apparatus manufacturing.
CC01080 Electronic parts and components manufacturing.
CC01120 Data storage media manufacturing and duplicating.
I301010 Software design services.
I301020 Data processing services.
I301030 Digital information supply services.
ZZ99999 All business items that are not prohibited or restricted by law, except those that are subject to special approval.
Article 3 : The Company set up headquarter in Taipei City and will set up branch or affiliate office by the resolution of the board of directors if necessary.
Article 4 : The Company's announcement method is in accordance with the Company Act and other relevant laws and regulations.
Article 5 : Due to business needs, the Company may guarantee for third party’s obligation.
Article 6 : Due to business needs, the Company may conduct various investments. The amount of investment is not subject to the total amount limitation of the investment under Article 13 of the Company Act not to exceed the 40% of the paid-up capital. The investment suitable for resolution by the resolution of the board of directors.

Chapter 2 Shares

Article 7 : The total capital of the Company is NT$ 3 billion, divided into NT$ 300 million shares, with par value of NT$ 10, of the said capital amount NT$ 120,000,000 divided into 12,000,000 shares, with par value of NT$ 10, shall be reserved for the issuance of employee stock option certificate. The Board of Directors is authorized to issue the remaining shares according to the business situation.

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Article 7-1 : The entitled transferees who receive the shares bought by the Company based of Company Act include the employees of parents or subsidiaries of the company meeting certain specific requirements.

The entitled transferees who receive share subscription warrants based of Company Act include the employees of parents or subsidiaries of the company meeting certain specific requirements.

The employees who are entitled to subscribe new shares by the Company based of Company Act include the employees of parents or subsidiaries of the company meeting certain specific requirements.

The employees who are entitled restricted stock issued by the Company based of Company Act include the employees of parents or subsidiaries of the company meeting certain specific requirements.

Article 8 : The share certification of the Company is registered share and issued in accordance with the Company Act and the relevant laws and regulations. The shares issued by the Company shall be exempt from printed stock, but shall be registered with the securities centralized management institution.
Article 9 : The administration of the Company's shares shall be handled according to the "Regulations Governing the Administration of Shareholder Services of Public Companies" announced by the Competent Authority, except there is any applicable regulations or orders.
Article 10 : The change of owner name in the share certificate shall not be made within 60 days prior to the date of the general meeting of the shareholders, within 30 days before the extraordinary shareholders’ meeting, or within five days before the date on which the Company decides to distribute dividends or other interests.
Chapter 3 Shareholders’ Meeting
Article 11 : There will be two kinds of shareholders’ meetings including general meeting and extraordinary meeting, the general meeting will be convened by the board of director once a year within six months after the end of each fiscal year. The extraordinary meeting will be held in accordance with the relevant laws and regulations if it is necessary.
The company can hold shareholder meetings via video conferencing or other methods announced by the competent authority. The adoption of video shareholder meetings shall comply with the relevant regulations on the conditions, operational procedures, and other matters to be followed. If there are any other regulations set forth by the competent securities authority, they shall also be followed accordingly.
Article 12 : When the shareholder cannot attend the shareholders’ meeting in person, he may issue a power of attorney by the form provided from the Company in accordance with the Article 177 of the Company Act, to authorize an proxy to attend and perform his rights. Shareholders shall authorize proxy in accordance with the provisions of the Company Act, and the "Regulations Governing the Use of Proxies for Attendance at Shareholders’ meetings of Public Companies" announced by concerning authority.
Article 13 : Shareholders of the Company have a right of voting per share, except in the case of the share with limited right or no right to vote under section 179(2) of the

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Company Act.

Article 14 : Resolutions at a shareholders’ meeting shall, unless otherwise provided for in other regulations, be adopted by a majority vote of the shareholders present, who represent more than one-half of the total number of voting shares. In accordance with the provisions of the concerning authority, the shareholders of the Company are also allowed to exercise their voting rights electronically. The shareholders who exercise the voting rights electronically shall be deemed to be present in person and their related matters shall be governed by the applicable laws and regulations.
Article 15 : The resolution of the shareholders' meeting shall be recorded as minutes and signed or sealed by the chairman and handled in accordance with the provisions of Article 183 of the Company Act.
Chapter 4 Directors and Audit Committee
Article 16 : The number of directors of the Company is seven to thirteen; they shall be elected by the shareholders’ meeting from the candidate lists. The term of office of the directors is three years, and they are eligible for re-election. The total shareholding proportion of the directors shall be according to the regulation announced by the securities administrative authority.
The number of independent directors shall not be less than two, and shall not be less than one fifth of the total directors.
When the directors are short over one third, the board of directors shall convene a extraordinary meeting of shareholders within sixty days for by-election, but the term of office shall be limited to the original term.
The election of the directors is in accordance with the candidate nomination system in Article 192-1 of the Company Act. The candidates for the nomination of directors and announcements and other related matters shall subject to the Company Act, Securities Trading Law and applicable regulations. The Independent directors and non-independent directors should be elected together and calculated the elected members separately.

The Company may purchase liability insurance for directors.

Article 17 : The Company has set up the Audit Committee in accordance with Article 14.4 of the Securities Exchange Law, the Audit Committee is composed of all independent directors. Audit Committee or the members of the Audit Committee are responsible for the execution of the supervisor's rights in accordance with the Company Act, the Securities Exchange Act and other laws and regulations.
Article 18 : The board of directors shall be organized by the directors, and the chairman of the board of directors shall be elected by the consent of more than two-thirds of the directors in the meeting attended with majority of the directors. Chairman is the representative of the Company.
Article 19 : If the chairman of the board of directors takes leave or fails to exercise his or her duties, the authorization shall be done in accordance with the provisions of Article 208 of the Company Act.
If the directors are unable to attend the board meeting in person, they may appoint other directors to attend the meeting, but the appointees shall be

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appointed by one director.

The resolutions of the board of directors shall, except as otherwise provided in the Company Act, be made by more than half of the directors with attendance of the majority of the directors in the meeting.

Article 20 : The notice of the convening of the board meeting of the Company shall informing the subjects and be served to the directors and attendees before seven days. However, in case of an emergency, it could be convened at any time. The board of directors could convene meeting with notice to the directors and attendees by written, fax or e-mail.
Article 21 : The board of directors shall determine the remuneration of the directors in accordance with the degree of contribution to the operation, the value of the contribution and the market level of the same industry.
Chapter 5 Managers
Article 22 : The Company shall have a general manager and several vice general managers, their appointment, dismissal and remuneration shall be handled in accordance with the provisions of Article 29 of the Company Act.
Chapter 6 Accounting
Article 23 : At the close of each fiscal year, the board of directors shall prepare the following statements and records and shall forward the same to the meeting date of a general meeting of shareholders:
1.the business report;
2.the financial statements; and
3.the surplus earning distribution or loss off-setting proposals.
Article 24 : If the Company has profit for the year, the Company shall set aside not less than 5% as the employee's remuneration and not more than 5% for the directors' remuneration. However, if there is any accumulated loss, the Company shall reserve the amount to offset the loss. The employee entitled for the employee's remuneration may include the employee of the parents or subsidiary company who meets certain conditions, it shall be distributed by stock or cash according to the resolution of the board of directors. The distribution proposal of remunerations for employee and directors shall be submitted to the shareholders’ meeting.
If the Company's annual accounts are surplus, the Company shall retain 10% of the statutory surplus reserve after the tax is paid in accordance with the law and the accumulated loss have been covered, except that the legal reserve has reached the paid-up capital of the Company. The surplus shall be booked as special surplus reserve in accordance with the law, if there is still a balance, the board of directors shall, to add with the accumulated undistributed surplus, propose a surplus earning distribution to the shareholders’ meeting in order to distribute dividend to the shareholders.
The dividend policy of the Company is based on the future development plan, investment environment, capital demand, financial structure, surplus and domestic and international competition, shareholders and other factors. Each year, the Company may set aside dividends to shareholders for the amount of more than 20 percent of attributable surplus earning, except that the

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accumulated attributable surplus earning is less than 20% of the paid capital; the Company may use cash or stock to distribute the dividend, but the cash dividend shall not be less than 10% of the total dividend. Chapter 7 Supplementary Provisions

Article 25 : The other matters not stipulated in this Articles of Incorporation are subject to the provisions of the Company Act and the relevant laws and regulations. Article 26 : This Articles of Incorporation was concluded on June 17, 1986. Amended on November 1, 1988 for the first time. Amended on November 8, 1989 for the second time. Amended on August 8, 1995 for the third time. Amended on June 19, 1996 for the fourth time. Amended on December 20, 1996 for the fifth time. Amended on August 11, 1997 for the sixth time. Amended on March 18, 1998 for the seventh time. Amended on June 30, 1998 for the eighth time. Amended on June 15, 1999 for the ninth time. Amended on June 13, 2000 for the tenth time. Amended on May 18, 2001 for the eleventh time. Amended on June 11, 2002 for the twelfth time. Amended on June 2, 2003 for the thirteenth time. Amended on May 18, 2004 for the fourteenth time. Amended on June 14, 2005 for the fifteenth time. Amended on June 14, 2006 for the sixteenth time. Amended on March 9, 2007 for the seventeenth time. Amended on June 13, 2007 for the eighteenth time. Amended on June 13, 2008 for the nineteenth time. Amended on December 31, 2008 for the twentieth time. Amended on June 16, 2009 for the twenty-first time. Amended on June 17, 2010 for the twenty-second time. Amended on June 13, 2012 for the twenty-third time. Amended on June 13, 2013 for the twenty-fourth time. Amended on June 13, 2017 for the twenty-fifth time. Amended on June 16, 2015 for the twenty-sixth time. Amended on June 13, 2016 for the twenty-seventh time. Amended on June 13, 2017 for the twenty-eighth time. Amended on June 13, 2019 for the twenty- ninth time. Amended on June 1, 2022 for the thirty time.

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Appendix 2 Edimax Technology Co., Ltd. Rules for Election of Directors

Article 1 : To ensure a just, fair, and open election of directors, these Rules are adopted pursuant to the Corporate Governance Best-Practice Principles for TWSE/GTSM Listed Companies.
Article 2 : Unless otherwise provided in applicable laws and regulations or the Articles of Incorporation, the directors shall be elected in accordance with the rules specified herein.
Article 3 : The overall composition of the board of directors shall be taken into consideration in the selection of the Company's directors. The composition of the Board of Directors shall be determined by taking diversity into consideration and formulating an appropriate policy on diversity based on the company's business operations and development needs. The policy includes, without being limited to, the following two general standards:
1.Basic requirements and values: gender, age, nationality and culture, etc.
2.Professional knowledge and skills: professional background (such as laws, accounting, industry, finance, marketing or science and technology), professional skills and industry experience, etc.

The member of Board of Directors shall commonly have the knowledge, skill and accomplishment necessary for the duty execution, which shall overall have the abilities below:

Operation judgment ability.
Accountant and financial analysis ability.
Operating management ability.
Crisis management ability.
Domain knowledge.
International market view.
Leadership.
Decision-making ability.

The number of directors having a spousal relationship or family relationship within the second degree of kinship with any other director, shall be less than half of the total number of directors.

The Board of Directors of the Company shall consider adjusting members of board of directors in accordance with the results of performance evaluation.

Article 4 : The qualifications for the independent directors of the Company shall comply with Articles 2, 3, and 4 of the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies.
The election of independent directors of this Corporation shall comply with Articles 5, 6, 7, 8, and 9 of the Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies, and shall be conducted in accordance with Article 24 of the Corporate Governance Best-Practice Principles for TWSE/GTSM Listed Companies.
Article 5 : Elections of directors at this Corporation shall be conducted in accordance with the

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candidate nomination system and procedures set out in Article 192-1 of the Company Act.

When the number of directors falls below five due to the dismissal of a director for any reason, this Corporation shall hold a by-election to fill the vacancy at its next shareholders meeting. When the number of directors falls short by one third of the total number prescribed in this Corporation’s articles of incorporation, this Corporation shall call a special shareholders meeting within 60 days from the date of occurrence to hold a by-election to fill the vacancies.

When the number of independent directors falls below that required under the proviso of Article 14-2, paragraph 1 of the Securities and Exchange Act, a by-election shall be held at the next shareholders meeting to fill the vacancy. When the independent directors are dismissed en masse, a special shareholders meeting shall be called within 60 days from the date of occurrence to hold a by-election to fill the vacancies.

Article 6 : The Company’s directors shall be elected by means of the accumulative voting method, and each share has voting right in number equal to the directors to be elected, and may be cast for a single candidate or split among multiple candidates.
Article 7 : The person with the right to convene shall prepare separate ballots for directors in number corresponding to the directors to be elected, the number of voting rights associated with each ballot shall be specified on the ballots, which shall then be distributed to the attending shareholders at the shareholders’ meeting. The numbers of attendance passes printed on the ballots may be used instead of recording the names of voting shareholders.
Article 8 : According to the number of directors as specified in the Company’s Articles of Incorporation, the number of votes of independent directors and non-independent directors shall be calculated separately, candidates obtaining the most number of votes shall be elected and served as independent directors and non-independent directors accordingly. In case two or more persons obtain the same number of votes and the number of such persons exceeds the specified seats available, they shall draw lots to determine who should win the seats available, and the chairman shall draw lots on behalf of the candidate not present.
Article 9 : At the beginning of the election, the chairman shall appoint several persons from among the shareholders present to be counting officer(s) and scrutineer(s ) . The ballot box used for voting shall be prepared by the Board of Directors, and checked in public by the scrutineer(s) before voting commences.
Article 10 : A ballot is invalid under any of the following circumstances:
1.The ballot was not prepared by a person with the right to convene.
2.A blank ballot is placed in the ballot box.
3.The writing is unclear and indecipherable or has been altered.
4.The candidate whose name is entered in the ballot does not conform to the director candidate list.
5.Other words or marks are entered in addition to the number of voting rights allotted.
Article 11 : The ballots should be calculated during the meeting right after the vote casting and the results of the election should be announced by the Chairman at the meeting,

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including the names of those elected as directors and the numbers of votes with which they were elected.

The ballots for the election referred to in the preceding paragraph shall be sealed with the signatures of the scrutineer(s) and kept in proper custody for at least one year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the ballots shall be kept until the conclusion of the litigation.
Article 12 : The Board of Directors shall issue election notification to the elected directors.
Article 13 : These Rules, and any amendments hereto, shall be implemented after approval at the shareholders’ meeting.
Article 14 : These Rules were approved by the Annual General Shareholders’ Meeting and entered into force on June 30, 1998.
Amended on June 11, 2002 for the first time.
Amended on June 14, 2005 for the second time.
Amended on June 13, 2007 for the third time.
Amended on June 13, 2013 for the fourth time.
Amended on June 13, 2016 for the fifth time.
Amended on June 1, 2022 for the sixth time.

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Appendix 3 Edimax Technology Co., Ltd. Rules and Procedures of Shareholders’ Meetings

Article 1 : To establish a strong governance system and sound supervisory capabilities for this Corporation's shareholders meetings, and to strengthen management capabilities, these Rules are adopted pursuant to Article 5 of the Corporate Governance Best-Practice Principles for TWSE/GTSM Listed Companies.
Article 2 : The rules of procedures for this Corporation's shareholders meetings, except as otherwise provided by law, regulation, or the articles of incorporation, shall be as provided in these Rules.
Article 3 : Unless otherwise provided by law or regulation, this Corporation's shareholders meetings shall be convened by the board of directors. This Corporation shall prepare electronic versions of the shareholders meeting notice and proxy forms, and the origins of and explanatory materials relating to all proposals, including proposals for ratification, matters for deliberation, or the election or dismissal of directors, and upload them to the Market Observation Post System (MOPS) before 30 days before the date of a regular shareholders meeting or before 15 days before the date of a special shareholders meeting. This Corporation shall prepare electronic versions of the shareholders meeting agenda and supplemental meeting materials and upload them to the MOPS before 21 days before the date of the regular shareholders meeting or before 15 days before the date of the special shareholders meeting. In addition, before 15 days before the date of the shareholders meeting, this Corporation shall also have prepared the shareholders meeting agenda and supplemental meeting materials and made them available for review by shareholders at any time. The meeting agenda and supplemental materials shall also be displayed at this Corporation and the professional shareholder services agent designated thereby as well as being distributed on-site at the meeting place.
The reasons for convening a shareholders meeting shall be specified in the meeting notice and public announcement. With the consent of the addressee, the meeting notice may be given in electronic form.
Election or dismissal of directors, amendments to the articles of incorporation, reduction of capital, application for the approval of ceasing its status as a public company, approval of competing with the company by directors, surplus profit distributed in the form of new shares, reserve distributed in the form of new shares, the dissolution, merger, or demerger of the corporation, or any matter under Article 185, paragraph 1 of the Company Act, Articles 26-1 and 43-6 of the Securities Exchange Act, Articles 56-1 and 60-2 of the Regulations Governing the Offering and Issuance of Securities by Securities Issuers shall be set out and the essential contents explained in the notice of the reasons for convening the shareholders meeting. None of the above matters may be raised by an extraordinary motion.

Where re-election of all directors as well as their inauguration date is stated in

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the notice of the reasons for convening the shareholders meeting, after the completion of the re-election in said meeting such inauguration date may not be altered by any extraordinary motion or otherwise in the same meeting. A shareholder holding one percent or more of the total number of issued shares may submit to this Corporation a proposal for discussion at a regular shareholders meeting. The number of items so proposed is limited to one only, and no proposal containing more than one item will be included in the meeting agenda. When the circumstances of any subparagraph of Article 172-1, paragraph 4 of the Company Act apply to a proposal put forward by a shareholder, the board of directors may exclude it from the agenda. A shareholder may propose a recommendation for urging the corporation to promote public interests or fulfill its social responsibilities, provided procedurally the number of items so proposed is limited only to one in accordance with Article 172-1 of the Company Act, and no proposal containing more than one item will be included in the meeting agenda.

Prior to the book closure date before a regular shareholders meeting is held, this Corporation shall publicly announce its acceptance of shareholder proposals in writing or electronically, and the location and time period for their submission; the period for submission of shareholder proposals may not be less than 10 days.

Shareholder-submitted proposals are limited to 300 words, and no proposal containing more than 300 words will be included in the meeting agenda. The shareholder making the proposal shall be present in person or by proxy at the regular shareholders meeting and take part in discussion of the proposal. Prior to the date for issuance of notice of a shareholders meeting, this Corporation shall inform the shareholders who submitted proposals of the proposal screening results, and shall list in the meeting notice the proposals that conform to the provisions of this article. At the shareholders meeting the board of directors shall explain the reasons for exclusion of any shareholder proposals not included in the agenda.

Article 4 : For each shareholders meeting, a shareholder may appoint a proxy to attend the meeting by providing the proxy form issued by this Corporation and stating the scope of the proxy's authorization.
A shareholder may issue only one proxy form and appoint only one proxy for any given shareholders meeting, and shall deliver the proxy form to this Corporation before five days before the date of the shareholders meeting. When duplicate proxy forms are delivered, the one received earliest shall prevail unless a declaration is made to cancel the previous proxy appointment. After a proxy form has been delivered to this Corporation, if the shareholder intends to attend the meeting in person or to exercise voting rights by correspondence or electronically, a written notice of proxy cancellation shall be submitted to this Corporation before two business days before the meeting date. If the cancellation notice is submitted after that time, votes cast at the meeting by the proxy shall prevail.
Article 5 : The venue for a shareholders meeting shall be the premises of this

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Corporation, or a place easily accessible to shareholders and suitable for a shareholders meeting. The meeting may begin no earlier than 9 a.m. and no later than 3 p.m. Full consideration shall be given to the opinions of the independent directors with respect to the place and time of the meeting.

Article 6 : This Corporation shall specify in its shareholders meeting notices the time during which shareholder attendance registrations will be accepted, the place to register for attendance, and other matters for attention.
The time during which shareholder attendance registrations will be accepted, as stated in the preceding paragraph, shall be at least 30 minutes prior to the time the meeting commences. The place at which attendance registrations are accepted shall be clearly marked and a sufficient number of suitable personnel assigned to handle the registrations.
Shareholders and their proxies (collectively, "shareholders") shall attend shareholders meetings based on attendance cards, sign-in cards, or other certificates of attendance. This Corporation may not arbitrarily add requirements for other documents beyond those showing eligibility to attend presented by shareholders. Solicitors soliciting proxy forms shall also bring identification documents for verification.

This Corporation shall furnish the attending shareholders with an attendance book to sign, or attending shareholders may hand in a sign-in card in lieu of signing in.

This Corporation shall furnish attending shareholders with the meeting agenda book, annual report, attendance card, speaker's slips, voting slips, and other meeting materials. Where there is an election of directors, pre-printed ballots shall also be furnished.

When the government or a juristic person is a shareholder, it may be represented by more than one representative at a shareholders meeting. When a juristic person is appointed to attend as proxy, it may designate only one person to represent it in the meeting.
Article 7 : If a shareholders meeting is convened by the board of directors, the meeting shall be chaired by the chairperson of the board. When the chairperson of the board is on leave or for any reason unable to exercise the powers of the chairperson, the vice chairperson shall act in place of the chairperson; if there is no vice chairperson or the vice chairperson also is on leave or for any reason unable to exercise the powers of the vice chairperson, the chairperson shall appoint one of the managing directors to act as chair, or, if there are no managing directors, one of the directors shall be appointed to act as chair. Where the chairperson does not make such a designation, the managing directors or the directors shall select from among themselves one person to serve as chair.
When a managing director or a director serves as chair, as referred to in the preceding paragraph, the managing director or director shall be one who has held that position for six months or more and who understands the financial and business conditions of the company. The same shall be true for a representative of a juristic person director that serves as chair.

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It is advisable that shareholders meetings convened by the board of directors be chaired by the chairperson of the board in person and attended by a majority of the directors, at least one supervisor in person, and at least one member of each functional committee on behalf of the committee. The attendance shall be recorded in the meeting minutes.

If a shareholders meeting is convened by a party with power to convene but other than the board of directors, the convening party shall chair the meeting. When there are two or more such convening parties, they shall mutually select a chair from among themselves.

This Corporation may appoint its attorneys, certified public accountants, or related persons retained by it to attend a shareholders meeting in a non-voting capacity.

Article 8 : This Corporation, beginning from the time it accepts shareholder attendance registrations, shall make an uninterrupted audio and video recording of the registration procedure, the proceedings of the shareholders meeting, and the voting and vote counting procedures.
The recorded materials of the preceding paragraph shall be retained for at least one year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the recording shall be retained until the conclusion of the litigation.
Article 9 : Attendance at shareholders meetings shall be calculated based on numbers of shares. The number of shares in attendance shall be calculated according to the shares indicated by the attendance book and sign-in cards handed in plus the number of shares whose voting rights are exercised by correspondence or electronically.

The chair shall call the meeting to order at the appointed meeting time and announce relevant information such as the number of non-voting rights and the number of shares present at the same time.

However, when the attending shareholders do not represent a majority of the total number of issued shares, the chair may announce a postponement, provided that no more than two such postponements, for a combined total of no more than one hour, may be made. If the quorum is not met after two postponements and the attending shareholders still represent less than one third of the total number of issued shares, the chair shall declare the meeting adjourned.

If the quorum is not met after two postponements as referred to in the preceding paragraph, but the attending shareholders represent one third or more of the total number of issued shares, a tentative resolution may be adopted pursuant to Article 175, paragraph 1 of the Company Act; all shareholders shall be notified of the tentative resolution and another shareholders meeting shall be convened within one month.

When, prior to conclusion of the meeting, the attending shareholders represent a majority of the total number of issued shares, the chair may resubmit the tentative resolution for a vote by the shareholders meeting pursuant to Article 174 of the Company Act.

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Article 10 : If a shareholders meeting is convened by the board of directors, the meeting agenda shall be set by the board of directors. Votes shall be cast on each separate proposal in the agenda (including extraordinary motions and amendments to the original proposals set out in the agenda). The meeting shall proceed in the order set by the agenda, which may not be changed without a resolution of the shareholders meeting.
The provisions of the preceding paragraph apply mutatis mutandis to a shareholders meeting convened by a party with the power to convene that is not the board of directors.
The chair may not declare the meeting adjourned prior to completion of deliberation on the meeting agenda of the preceding two paragraphs (including extraordinary motions), except by a resolution of the shareholders meeting. If the chair declares the meeting adjourned in violation of the rules of procedure, the other members of the board of directors shall promptly assist the attending shareholders in electing a new chair in accordance with statutory procedures, by agreement of a majority of the votes represented by the attending shareholders, and then continue the meeting.
The chair shall allow ample opportunity during the meeting for explanation and discussion of proposals and of amendments or extraordinary motions put forward by the shareholders; when the chair is of the opinion that a proposal has been discussed sufficiently to put it to a vote, the chair may announce the discussion closed, call for a vote, and schedule sufficient time for voting.
Article 11 : Before speaking, an attending shareholder must specify on a speaker's slip the subject of the speech, his/her shareholder account number (or attendance card number), and account name. The order in which shareholders speak will be set by the chair.
A shareholder in attendance who has submitted a speaker's slip but does not actually speak shall be deemed to have not spoken. When the content of the speech does not correspond to the subject given on the speaker's slip, the spoken content shall prevail.
Except with the consent of the chair, a shareholder may not speak more than twice on the same proposal, and a single speech may not exceed 5 minutes. If the shareholder's speech violates the rules or exceeds the scope of the agenda item, the chair may terminate the speech.
When an attending shareholder is speaking, other shareholders may not speak or interrupt unless they have sought and obtained the consent of the chair and the shareholder that has the floor; the chair shall stop any violation.
When a juristic person shareholder appoints two or more representatives to attend a shareholders meeting, only one of the representatives so appointed may speak on the same proposal.
After an attending shareholder has spoken, the chair may respond in person or direct relevant personnel to respond.
Article 12 : Voting at a shareholders meeting shall be calculated based the number of shares.

With respect to resolutions of shareholders meetings, the number of shares

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held by a shareholder with no voting rights shall not be calculated as part of the total number of issued shares.

When a shareholder is an interested party in relation to an agenda item, and there is the likelihood that such a relationship would prejudice the interests of this Corporation, that shareholder may not vote on that item, and may not exercise voting rights as proxy for any other shareholder.

The number of shares for which voting rights may not be exercised under the preceding paragraph shall not be calculated as part of the voting rights represented by attending shareholders.

With the exception of a trust enterprise or a shareholder services agent approved by the competent securities authority, when one person is concurrently appointed as proxy by two or more shareholders, the voting rights represented by that proxy may not exceed three percent of the voting rights represented by the total number of issued shares. If that percentage is exceeded, the voting rights in excess of that percentage shall not be included in the calculation.

Article 13 : A shareholder shall be entitled to one vote for each share held, except when the shares are restricted shares or are deemed non-voting shares under Article 179, paragraph 2 of the Company Act.

When this Corporation holds a shareholder meeting, it shall adopt exercise of voting rights by electronic means and may adopt exercise of voting rights by correspondence. When voting rights are exercised by correspondence or electronic means, the method of exercise shall be specified in the shareholders meeting notice. A shareholder exercising voting rights by correspondence or electronic means will be deemed to have attended the meeting in person, but to have waived his/her rights with respect to the extraordinary motions and amendments to original proposals of that meeting; it is therefore advisable that this Corporation avoid the submission of extraordinary motions and amendments to original proposals.

A shareholder intending to exercise voting rights by correspondence or electronic means under the preceding paragraph shall deliver a written declaration of intent to this Corporation before two days before the date of the shareholders meeting. When duplicate declarations of intent are delivered, the one received earliest shall prevail, except when a declaration is made to cancel the earlier declaration of intent.

After a shareholder has exercised voting rights by correspondence or electronic means, in the event the shareholder intends to attend the shareholders meeting in person, a written declaration of intent to retract the voting rights already exercised under the preceding paragraph shall be made known to this Corporation, by the same means by which the voting rights were exercised, before two business days before the date of the shareholders meeting. If the notice of retraction is submitted after that time, the voting rights already exercised by correspondence or electronic means shall prevail. When a shareholder has exercised voting rights both by correspondence or electronic means and by appointing a proxy to attend a shareholders meeting,

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the voting rights exercised by the proxy in the meeting shall prevail. Except as otherwise provided in the Company Act and in this Corporation's articles of incorporation, the passage of a proposal shall require an affirmative vote of a majority of the voting rights represented by the attending shareholders. At the time of a vote, for each proposal, the chair or a person designated by the chair shall first announce the total number of voting rights represented by the attending shareholders, followed by a poll of the shareholders. After the conclusion of the meeting, on the same day it is held, the results for each proposal, based on the numbers of votes for and against and the number of abstentions, shall be entered into the MOPS.

When there is an amendment or an alternative to a proposal, the chair shall present the amended or alternative proposal together with the original proposal and decide the order in which they will be put to a vote. When any one among them is passed, the other proposals will then be deemed rejected, and no further voting shall be required.

Vote monitoring and counting personnel for the voting on a proposal shall be appointed by the chair, provided that all monitoring personnel shall be shareholders of this Corporation.

Vote counting for shareholders meeting proposals or elections shall be conducted in public at the place of the shareholders meeting. Immediately after vote counting has been completed, the results of the voting, including the statistical tallies of the numbers of votes, shall be announced on-site at the meeting, and a record made of the vote.

Article 14 : The election of directors or supervisors at a shareholders meeting shall be held in accordance with the applicable election and appointment rules adopted by this Corporation, and the voting results shall be announced on-site immediately, including the names of those elected as directors and the numbers of votes with which they were elected and the list of unelected directors and their obtained voting rights.
The ballots for the election referred to in the preceding paragraph shall be sealed with the signatures of the monitoring personnel and kept in proper custody for at least one year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the ballots shall be retained until the conclusion of the litigation.
Article 15 : Matters relating to the resolutions of a shareholders meeting shall be recorded in the meeting minutes. The meeting minutes shall be signed or sealed by the chair of the meeting and a copy distributed to each shareholder within 20 days after the conclusion of the meeting. The meeting minutes may be produced and distributed in electronic form.
This Corporation may distribute the meeting minutes of the preceding paragraph by means of a public announcement made through the MOPS. The meeting minutes shall accurately record the year, month, day, and place of the meeting, the chair's full name, the methods by which resolutions were adopted, and a summary of the deliberations and their voting results (including the number of voting rights), and disclose the number of voting

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rights won by each candidate in the event of an election of directors. The minutes shall be retained for the duration of the existence of this Corporation.

Article 16 : On the day of a shareholders meeting, this Corporation shall compile in the prescribed format a statistical statement of the number of shares obtained by solicitors through solicitation and the number of shares represented by proxies, and shall make an express disclosure of the same at the place of the shareholders meeting.

If matters put to a resolution at a shareholders meeting constitute material information under applicable laws or regulations or under Taiwan Stock Exchange Corporation (or GreTai Securities Market) regulations, this Corporation shall upload the content of such resolution to the MOPS within the prescribed time period.

Article 17 : Staff handling administrative affairs of a shareholders meeting shall wear identification cards or arm bands.

The chair may direct the proctors or security personnel to help maintain order at the meeting place. When proctors or security personnel help maintain order at the meeting place, they shall wear an identification card or armband bearing the word "Proctor."

At the place of a shareholders meeting, if a shareholder attempts to speak through any device other than the public address equipment set up by this Corporation, the chair may prevent the shareholder from so doing.

When a shareholder violates the rules of procedure and defies the chair's correction, obstructing the proceedings and refusing to heed calls to stop, the chair may direct the proctors or security personnel to escort the shareholder from the meeting.

Article 18 : When a meeting is in progress, the chair may announce a break based on time considerations. If a force majeure event occurs, the chair may rule the meeting temporarily suspended and announce a time when, in view of the circumstances, the meeting will be resumed.

If the meeting venue is no longer available for continued use and not all of the items (including extraordinary motions) on the meeting agenda have been addressed, the shareholders meeting may adopt a resolution to resume the meeting at another venue.

A resolution may be adopted at a shareholders meeting to defer or resume the meeting within five days in accordance with Article 182 of the Company Act.

Article 19 : These Rules shall take effect after having been submitted to and approved by a shareholders meeting. Subsequent amendments thereto shall be effected in the same manner.
Article 20 : These Rules were approved by the Annual General Shareholders’ Meeting and entered into force on June 30, 1998.

Amended on June 11, 2002 for the first time. Amended on June 14, 2005 for the second time. Amended on June 13, 2012 for the third time. Amended on June 13, 2017 for the fourth time. Amended on June 12, 2020 for the fifth time. Amended on July 30, 2021 for the sixth time.

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Appendix 4 Edimax Technology Co., Ltd. Shareholdings of Directors

1.The company's paid-in capital is NT$2,114,585,370, and the number of issued ordinary shares is 211,458,537 shares.
2.According to Article 26 of the Securities and Exchange Act and Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies, the board of directors should hold 12,000,000 shares. (Due to the Company has four independent directors elected, the board of directors other than independent directors should hold 80% of the stock shares calculated in the preceding paragraph).
3.The Company has established an Audit Committee, therefore the shareholdings of Supervisors is not applicable.
4.As of April 16, 2023 (final day for stock transfer), the shareholdings of the Company’s directors on the shareholders’ registry was as follows:

Position	Name	Date elected	Term	Shareholdings	Shareholdings
				Shares	Ratio(%)
Chairman	Guan-ShengRenn	June 12,2020	3	4,360,676	2.06
Director	Han-Shen Lee	June 12,2020	3	2,912,089	1.38
Director	Liang-JungPan	June 12,2020	3	1,312,833	0.62
Director	Ka Wah Investment Co., Ltd. Representative: Yu-ChangChiu	June 12, 2020	3	509,755	0.24
Director	Ka Wah Investment Co., Ltd. Representative:Jung-LungHung	June 12, 2020	3	509,755	0.24
Director	Jiann-ShingDing	June 12,2020	3	1,808,229	0.86
Director	Ching-Te Hou	June 12,2020	3	157,237	0.07
Independent Director	Chung-Ming Tsao	June 12, 2020	3	-	-
Independent Director	Jin-Sheng Luo	June 12, 2020	3	-	-
Independent Director	Yu-Liang Lin	June 12, 2020	3	600,000	0.28
Independent Director	Jian-Chao Zeng	June 12, 2020	3	-	-
Total (Not including independent director)				12,070,476 (Note 1)	5.71

Note:

1.Ka Wah Investment Co., Ltd. representative are Yu-Chang Chiu and Jung-Lung Hung had centralized custody in the form of a segregated account is 754,494 shares and 255,163 shares. In accordance with the Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies, the stock shares may be counted in calculation.
2.The amount of issued shares held by all directors are in compliance with legal percentage.

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AI assistant

EDIMAX — AGM Information 2023

52279_rns_2023-06-26_6b812f6c-5930-4fa7-b533-60d154b3f1a6.pdf

Stock Code: 3047

Edimax Technology Co., Ltd.

Table of Contents

I.Meeting Agenda

Edimax Technology Co., Ltd.

1. Call the Meeting to Order

2. Chairman’s Address

3. Report Items:

4. Proposal Items:

5. Discussion Items:

6. Directors Election:

7. Other Proposal:

8. Motions

9. Adjournment

Report Items

Explanation:

Explanation:

Explanation:

Report Items

Explanation:

Proposal Items

Explanation:

Resolution:

Proposal Items

Resolution:

Discussion Items

Discussion Items

Resolution:

Directors Election

Other Proposal

Explanation:

Motions

Adjournment

Attachments

Attachment 1

Business Report

I. Operating results for the year ended December 31, 2022

(Ⅱ) Financial income and expense and profitability analysis

II. 2023 business overview

III. The Company’s development strategies

(Ⅳ) Strengthen operation management

IV. Impact of the external competition, legal, and overall business environments

Edimax Technology Co., Ltd.

Audit Committee’s Review Report

Attachment 3

EDIMAX TECHNOLOGY CO., LTD.

List of Directors Candidates

EDIMAX TECHNOLOGY CO., LTD.

List of Independent Directors Candidates

EDIMAX TECHNOLOGY CO., LTD.

Details of the duties subject to releasing the Candidate for Directors from non-competition

Attachment 5

INDEPENDENT AUDITORS’ REPORT

Opinion

Basis for Opinion

Key Audit Matters

Other Matter

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

Notice to Readers

EDIMAX TECHNOLOGY CO., LTD. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2022 AND 2021 (In Thousands of New Taiwan Dollars)

EDIMAX TECHNOLOGY CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021 (In Thousands of New Taiwan Dollars, Except Earnings (Loss) Per Share)

EDIMAX TECHNOLOGY CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021 (In Thousands of New Taiwan Dollars, Except Earnings (Loss) Per Share)

EDIMAX TECHNOLOGY CO., LTD. AND SUBSIDIARIES

EDIMAX TECHNOLOGY CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021 (In Thousands of New Taiwan Dollars)

EDIMAX TECHNOLOGY CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2022 AND 2021 (In Thousands of New Taiwan Dollars)

Attachment 6

INDEPENDENT AUDITORS’ REPORT

Opinion

Basis for Opinion

Key Audit Matters

Other Matter

EDIMAX AGM Information 2023