FICG — AGM Information 2025

Jun 9, 2025

Stock Code: 3701

==> picture [85 x 44] intentionally omitted <==

FIC Global, Inc.

2025 General Shareholders’ Meeting

Meeting Handbook

28 May 2025

Table of Contents

	Table of Contents
I.	2025 GENERAL SHAREHOLDERS’ MEETING PROCEDURE…………………………….…..…………..….	1
II.	2025 GENERAL SHAREHOLDERS’ MEETING AGENDA…………………………………….......................	2
	REPORTED MATTERS……………………….……………………. …….…………………………………….….……….…	3
	APPROVAL MATTERS………………………..……………………. ……………………………………………………....…	4
	DISCUSS MATTERS……………………….………………. …………………………………………………………………...	5
	ELECTION MATTERS…………………….……………………. …………………………………………………………….	5
	MOTIONS……………………………..………………. ……………………………………………………………..……………..	6
	ADJOURNMENT…………………………….……………………………………………………………………..………………	6
**III. **	ATTACHMENT
	2024 BUSINESS REPORT …………………………………………….. ………………………………………………………	7
	AUDIT COMMITTEE’S AUDITOR REPORT……………………………………………. ……………………….………	9
	ACCOUNTANT’S EXAMINATION REPORT AND 2024 ANNUAL FINANCIAL STATEMENT. .....……	10
	2024 SURPLUS DISTRIBUTION TABLE …………………………………………………………………………………	36
	COMPARISON TABLE OF AMENDMENTS TO THE ARTICLES OF INCORPORATION……..…………..	37
	LIST OF CANDIDATES OF INDEPENDENT DIRECTORS………………………………………….……………….	39
**IV. **	APPENDIX
	FIC GLOBAL, INC. ARTICLES OF INCORPORATION ( BEFORE THE AMENDMENT)……….……….…	40
	RULES OF PROCEDURE FOR SHAREHOLDERS MEETINGS………………………………………………………	45
	PROCEDURES FOR ELECTION OF DIRECTORS ( BEFORE THE AMENDMENT)……………………..…	47
	FIC GLOBAL INC. DIRECTOR SHAREHOLDING STATUS………………………………….………………………	48
	OTHER NOTES…………………………………………………………………………………………………………........…….	49

FIC Global Inc.

2025 General Shareholders’ Meeting Procedure

1. Announcement of Commencement

2. Chairman’s Speech

3. Reported Matters

4. Approval Matters

5. Discuss Matters

6. Election Matters

7. Motions

8. Adjournment

1

FIC Global Inc.

2025 General Shareholders’ Meeting Agenda

Time: 9:00 a.m. (Wednesday) 28 May 2025

Location: 2F, No. 12, Zhouzi Street, Neihu District, Taipei City

• I. Announcement of Commencement (attending shareholders and total number of shares represented reported)

• II. Chairman’s Speech

• III. Reported Matters

• (I) 2024 business report.

• (II) Audit committee auditor report.

• (III) 2024 employee remuneration and director remuneration distribution report.

• IV. Approval Matters

• (I) 2024 business report and financial statements.

• (II) 2024 profit distribution proposal.

• V. Discuss Matters Amendments to the regulations on the “articles of incorporation”.

• VI. Election Matters Re-elected one seat of independent director of the company

• VII. Motions

• VIII. Adjournment

2

Reported Matters

• I. 2024 business report is submitted for review. Illustration: For 2024 business report, please refer to pages 7-8 [Attachment 1] of this handbook.

• II. Audit committee auditor report is submitted for review. Illustration: For 2024 audit committee auditor report please refer to page 9 [Attachment 2] of this handbook.

• III. 2024 employee remuneration and director remuneration distribution report is submitted for review.

• Illustration: (I) In accordance with the Articles of Association of the Company, 2-10% is provisioned as employee remuneration. The target of issuance may include employees of subsidiaries meeting certain conditions. No more than 1.5% is provisioned as director remuneration.

  • (II) After the resolution of the board of directors, 3% of NT$1,007,690 of pre-tax net profit in 2025 is proposed to be allocated as employee remuneration; another 0.2% of NT$67,180 is proposed to be allocated as director's remuneration, which will be paid in cash.

3

Approval Matters

• I. Approval of 2024 business report and financial statements.

• Illustration: (I) 2024 financial statements of the Company have been audited and certified by Deloitte Taiwan and has been submitted together with the business report to and audited by the audit committee.

  • (II)For business report and above financial statements, please refer to pages 7-8 [Attachment 1] and pages 1035 [Attachment 3] of this handbook.

(III) Approval requested.

Resolution:

• II. Approval of 2024 profit distribution proposal.

• Illustration: (I) The company's 2024 surplus distribution statement, plans to allocate a total of NT$47,305,322 in cash dividends to shareholders from the 2024 distributable surplus, calculated on the basis of the company's 236,526,612 ordinary shares in circulation as of March 28, 2025, and allotment per share NT$0.2. Cash dividends are calculated up to NTD, rounded up below NTD, and the total amount of odds and zeros less than NTD 1 is adjusted from the largest to the smallest decimal point to meet the total cash dividend distribution. Please refer to [Attachment 4] on page 36 of this handbook.

  • (II) After the case is approved by the ordinary meeting of shareholders, the chairman of the board of directors is authorized to set another dividend distribution base date and payment date, and if there is a change in the total number of shares of the company, resulting in a change in the distribution rate, the chairman of the board of directors is also authorized to adjust it. Please acknowledge it

  • (III) Approval requested.

Resolution:

4

Discuss Matters

• I. Amendments to the regulations on the “articles of incorporation”. < Proposal by Board of Directors >

• Illustration: In accordance with the provisions of Article 14, Paragraph 6 of the Securities and Exchange Act, a company whose shares have been listed on a stock exchange or traded on the OTC Securities Exchange shall stipulate in its articles of association the relevant matters related to the adjustment of salaries or remuneration for junior employees with a certain percentage of annual surplus. Grass-roots employees are defined as those who are not managers and whose salary level is lower than a certain amount, and the "certain amount" is determined by the company at its own discretion and industrial characteristics, but shall not be lower than the salary level of grass-roots employees as defined in the "Measures for the Addition and Deduction of Salary Increases and Expenses for Employees of Small and Medium-sized Enterprises". For the comparison table of amendments to Article 24 of the Articles of Association, please refer to [Attachment 5] on pages 37 -38 of this Handbook.

Resolution:

Election Matters

Re-elected one seat of independent director of the company

< Proposal by Board of Directors > Illustration: (I)The Company shall have 5 to 11 directors in accordance with Articles 16 and 16-1 of the Articles of Association and Article 192-1 of the Company Law, of which no less than 3 shall be independent directors, and shall adopt a candidate nomination system.

• (II)The Company received a notice from independent director Dong Sheng-Feng to resign as an independent director on August 8, 113, effective from August 8, 113, so it intends to by-elect an independent director at this regular meeting of shareholders.

• (III)The professionalism and independence of the candidates for independent directors are in accordance with the relevant laws and regulations, and the list of candidates to be nominated by the Board of Directors and relevant

5

information , please refer to [Attachment 6] on pages 39 of this Handbook.

• (IV)The by-elected independent directors shall take office after the conclusion of the regular shareholders' meeting, and their term of office shall be the same as that of the current directors, and the term of office shall be from May 28, 114 to June 14, 115.

Election Result:

Motions

Adjournment

6

【Attachment 1】

Business Report of 2024

The main operating profit and loss of FIC Global, Inc. mainly came from the recognition of net investment profit and loss of relevant reinvestment enterprises of FIC Group. To improve performance and industry competitiveness, continually adjust the industries invested by the Group and integrate them per their characteristics, keep what is valuable and reject what is worthless, and strictly control each important subsidiary and affiliate, the Company strived to increase revenue and reduce expenditure, lower costs, and improve profits to adjust the Group’s constitution. When looking back to 2024, we have found that the consolidated net profit of the Company in 2023 reached NT$626,727K, while this figure was NT$246,505K in 2024. Despite the influence of the epidemic, the Company returned to the profiting track again this year, and each enterprise in the Group realized favorable development. The operating status of the Company in 2024 is hereby compared with that last year, and the specific indicators are summarized as follows:

Analytical Statement of Operating Status

Analytical Statement of Operating Status	Analytical Statement of Operating Status	Analytical Statement of Operating Status
Unit: NT$1,000
Item	2024	2023
Operating income	13,101,747	13,283,396
Operating cost	(11,305,707)	(11,227,876)
Operating expenses	(1,547,312)	(1,401,644)
Operating profit	248,728	653,876
Currentprofit	246,505	626,727
Current (net loss) profit (attributed to the owner(s) of parent company)	26,327	332,140

Note: The statement above is prepared in accordance with the Company’s consolidated financial statements.

Analytical Statement of Profitability

Item	2024	2023
Return on assets (%)	2.10	5.99
Return on equity (%)	3.57	9.95
Ratio of operating (loss) profit in paid-in capital (%)	10.52	27.86
Ratio of before-tax (net loss) profit in paid-in capital (%)	13.19	33.27
Net profit ratio (%)	1.88	4.72
Basic (loss) earnings per share (NT$)	0.11	1.49
Diluted (loss) earnings per share (NT$)	0.11	1.42
Note: The statement above is prepared in accordance with the Company’s consolidated financial statements.

7

In order to execute the strategies of industry holdings and separate business operations, FIC Global Inc. sticks to industry resource orientation as principle, while First International Computer, Inc., 3CEMS Corp. and Ubiqconn Technology, Inc. are important subsidiaries of FIC Global, Inc. In 2024, under the efforts of all supervisors and employees, the Company continually lowered cost, improved business flexibility, and continuously dedicated to automotive electronics related systems, electronic OEM services, R&D and designs, system assembly and industrial computer production and sales.

Under the management policy of continuous adjustment of strategy, review and reform, First International Computer, Inc. (FIC) has already clarified its business operation direction and gradually achieved its transformation goals. Software and hardware platforms with ARM structure are adopted to develop products in fields of A (Automotive), A (Automation) and M (Medical) which are the main development axis. In the field of G (Green), Honeywell, Tridium, and Niagara are applied as development platforms to develop self-owned AI algorithm which is applied in the markets of Smart City, Smart Energy Management, Smart Building, Smart Retail and ITS. FIC seeks niche products and markets with professional R&D technology. It is expected that AR HUD, the automotive augmented reality head-up display independently developed and manufactured by FIC, will drive FIC Global Inc. to enter a crucial period for its development of factory-installed products in the field of new energy vehicle/electric vehicle.

In recent years, 3CEMS Corp. has actively engaged in the organizational reform and product structural adjustment. When the original computer related business volume remains stable, 3CEMS has continuously developed new products (e.g., electronic sports computer, AIOT computer and peripherals), and its business in communication products (including optical fibers) has also realized gradual growth. Furthermore, 3CEMS has also expanded its business in industries with high added value such as automotive electronics, industrial control electronics and precision SMT products. 3CEMS focuses on the OEM of advanced electronic products applied in the fields of aerospace, navigation, automobile, and semiconductor.

Ubiqconn pays equal attention to ODM and brand and aims to realize 50% of profit contribution rate for ODM and brand respectively. Ubiqconn is committed to developing industrial personal computer (IPC) related business and taking the rugged tablet computers of its self-owned brand of RuggON as well as 6G devices as the main axis. Based on the vision of “Connection Everywhere”, Ubiqconn focuses on the linking technology related to rugged portable computers, the establishment of ecosystem of each vertical market and solidly linked supply chains and digital collaboration platform, as well as its core values (Curiosity, Empathy, Agility, Can-do Attitude and Discipline) to connect all its employees. Under the continuous improvement of the company's physique, Ubiqconn has become a listed company in May 113 and has continued to invest in the low-orbit satellite and drone industry to obtain better remuneration for shareholders.

Each reinvestment company will adjust their product structures in consideration of industrial demands, and their products will be integrated and complement with each other, thus brining bigger space and markets for their products. Also, relevant sales, purchasing, R&D, management and information platforms are provided to share the resources and facilitate the overall operation performance of FIC Global, Inc. and its reinvestment companies.

Shareholders’ ceaseless support is highly appreciated. Our operation teams will exert continual efforts this year to earn rewards for shareholders. All the operation teams of the Company will work harder and spare no effort to improve enterprise value so as to pay back to shareholders’ support and encouragement.

Chairman: Manager: Accounting Manager: CHIEN LEO MING TZ CHIEN LEO MING TZ LI, YU-HUA

8

【Attachment 2】

Audit Committee’s Auditor Report

The Board of Directors has already submitted the Company’s business report, financial statements (including consolidated financial statements) and proposal for profit distribution in the year of 2024. The financial statements (including consolidated financial statements) have already been audited and certified by CPAs LIN, PO-CHUAN and CHANG, SHU-CHIUNG from PRICEWATERHOUSECOOPERS TAIWAN and relevant audit report has been issued. The aforesaid business report, financial statements (including consolidated financial statements) and proposal for profit distribution have already been audited by the Audit Committee which concludes that no inconsistency has existed and reports as above in accordance with the provisions of Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act. Please check and verify.

FIC Global, Inc. Convener of the Audit Committee:

KAO, TIEN-CHING

March 28, 2025

9

【Attachment 3】

INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE

To the Board of Directors and Shareholders of FIC Global, Inc.

Opinion

We have audited the accompanying consolidated balance sheets of FIC Global, Inc. and subsidiaries (the “Group”) as at December 31, 2024 and 2023, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of material accounting policies.

In our opinion, based on our audits and the reports of other auditors (refer to the Other matter section), the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at December 31, 2024 and 2023, 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 the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission.

Basis for opinion

We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and 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. Based on our audits and the reports of the other independent auditors, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

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, 2024. These matters were addressed in the context of our audit of the consolidated financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.

Key audit matters for the consolidated financial statements for the year ended December 31, 2024 are stated as follows:

Existence of sales revenue

10

Description

Refer to Note 4(33) for accounting policies on revenue recognition, and Note 6(20) for the details of operating revenue.

The Group is primarily engaged in the research and development, production and sales of optical communication, automotive electronics, surveillance products and industrial computers, electronic contract manufacturing of computers and server products. Since product orders are affected by project cycles, the Group will have to focus on accepting orders of new projects, which has a significant impact on the consolidated operating revenue. Thus, the existence of sales revenue has been identified as one of the key audit matters.

11

How our audit addressed the matter

• We performed the following audit procedures in respect of the above key audit matter:

• Obtained an understanding of and assessed the Group’s internal controls over sales transactions.

• Selected samples of sales transactions from sales customers and verified against related vouchers to ascertain existence of sales revenue.

Evaluation of inventories

Description

Refer to Note 4(14) for the accounting policies on the evaluation of inventories. Note 5(2) for the uncertainty of accounting estimates and assumptions for evaluation of inventories, and Note 6(5) for the details of inventory.

Due to the rapid technological innovations and competition within the industry, frequent releases of new products result in potential price fluctuations and product marginalization in the market. Additionally, it also affects the estimation of net realizable values of inventories. In response to changing markets and its development strategies, the Group adjusts its inventory levels. As a result, the related inventory levels for the product line as mentioned above are significant. Inventories are stated at the lower of cost and net realizable value. Since the evaluation of inventories is subject to management’s judgement and the accounting estimations will have significant influence on the inventory values, the evaluation of inventories has been identified as one of the key audit matters.

How our audit addressed the matter

We performed the following audit procedures on the above key audit matter:

1. Assessed the policy on allowance for inventory valuation loss based on our understanding of the operations and industry of the Group.

12

1. Inspected the management’s individually identified out-of-date inventory list and checked the related supporting documents.

2. Tested the basis of market value used in calculating the net realizable values of inventory and validated the accuracy of net realizable value calculation of selected samples.

Other matter - Reference to the audits of other auditors

We did not audit the financial statements of certain consolidated subsidiaries and investments accounted for under the equity method, which statements reflect total assets of $291,020 thousand and $145,604 thousand, constituting 2% and 1% of consolidated total assets as of December 31, 2024 and 2023, respectively, total operating revenues of $0, constituting 0% of consolidated total operating revenues for both years then ended, the balance of investments accounted for under the equity method amounted of $108,862 thousand and $381,956 thousand, constituting 1% and 3% of consolidated total assets as at December 31, 2024 and 2023, respectively, and the share of profit and other comprehensive income of associates and joint ventures accounted for under the equity method of $6,611 thousand and ($4,938) thousand, constituting 2% and (1%) of consolidated total comprehensive income for the years then ended, respectively. The financial statements of these investee companies were audited by other independent auditors whose reports thereon have been furnished to us and our opinion expressed herein, insofar as it relates to the amounts included in the consolidated financial statements and information disclosed relative to these consolidated subsidiaries and investments accounted for under the equity method, is based solely on the reports of other independent auditors.

13

Other matter – Parent company only financial reports

We have audited and expressed an unmodified opinion with an Other matter section on the parent company only financial statements of FIC Global, Inc. as of and for the years ended December 31, 2024 and 2023.

Responsibilities of management and those charged with governance for the consolidated 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 the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission, 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 the audit committee, are responsible for overseeing the Group’s financial reporting process.

14

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:

1. 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.

2. 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.

3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

15

1. 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.

2. 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.

3. Obtain sufficient appropriate audit evidence regarding the financial information of the 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.

16

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 of the current period 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.

Chang, Shu-Chiung

Lin, Po-Chuan

For and on Behalf of PricewaterhouseCoopers, Taiwan March 31, 2024

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

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

17

FIC GLOBAL, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2024 AND 2023

(Expressed in thousands of New Taiwan dollars)

Assets	Notes 6(1) 6(2) 6(3) and 8 6(20) 6(4) and 8 6(4) 7 6(10) and 7 7 6(5) 7 6(6) 6(3) and 8 6(7) 6(8), 7 and 8 6(9) and 8 6(11) and 8 6(26) 6(10) and 7 6(15)	December 31, 2024 AMOUNT % $ 2,444,233 17 32,160 - 977,150 7 11,149 - 269,232 2 3,705,770 26 43,699 1 15,578 - 40,489 - 5,042 - 44,091 - 2,873,634 20 702,647 5 4,735 - 11,169,609 78 32,624 - 10,000 - 428,034 3 850,601 6 537,702 4 896,851 7 28,241 - 180,552 1 62,658 1 13,640 - 6,474 - 28,776 - 3,076,153 22 $ 14,245,762 100	December 31, 2023	December 31, 2023
		AMOUNT $ 2,444,233 32,160 977,150 11,149 269,232 3,705,770 43,699 15,578 40,489 5,042 44,091 2,873,634 702,647 4,735 11,169,609 32,624 10,000 428,034 850,601 537,702 896,851 28,241 180,552 62,658 13,640 6,474 28,776 3,076,153 $ 14,245,762	AMOUNT $ 2,782,947 92,785 101,265 5,487 72,676 2,781,225 35,234 14,063 80,771 8,114 20,651 2,994,368 60,941 1,843 9,052,370 38,090 - 430,070 618,177 505,516 891,810 30,565 158,001 68,730 27,796 - 7,696 2,776,451 $ 11,828,821	%
Current assets 1100 Cash and cash equivalents 1110 Financial assets at fair value through profit or loss - current 1136 Current financial assets at amortised cost 1140 Current contract assets 1150 Notes receivable, net 1170 Accounts receivable, net 1180 Accounts receivable - related parties 1199 Finance lease receivable due from related parties, net 1200 Other receivables 1210 Other receivables due from related parties 1220 Current tax assets 130X Inventories 1410 Prepayments 1479 Other current assets, others 11XX Total current assets Non-current assets 1517 Non-current financial assets at fair value through other comprehensive income 1535 Non-current financial assets at amortised cost 1550 Investments accounted for under equity method 1600 Property, plant and equipment 1755 Right-of-use assets 1760 Investment property, net 1780 Intangible assets 1840 Deferred income tax assets 1920 Guarantee deposits paid 194K Long-term finance lease receivable due from related parties, net 1975 Net defined benefit asset, non-current 1990 Other non-current assets 15XX Total non-current assets 1XXX Total assets				24 1 1 - 1 23 - - 1 - - 25 1 -
				77
				- - 4 5 4 8 - 1 1 - - -
				23
				100

(Continued)

18

FIC GLOBAL, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2024 AND 2023

(Expressed in thousands of New Taiwan dollars)

Liabilities and Equity

December 31, 2024 December 31, 2023 Notes AMOUNT % AMOUNT % 6(12) $ 57,767 1 $ 35,233 - 6(2) 10,932 - 5,039 - 6(20) and 7 231,677 2 284,726 2 307 - 307 - 2,448,116 17 1,969,577 17 7 8,823 - 8,518 - 6(13) 706,943 5 556,588 5 7 1,896,478 13 345,238 3 18,326 - 81,836 1 7,241 - 8,013 - 6(9) 252,696 2 193,540 2 620,591 4 1,732 - 6(14) 580,125 4 33,884 - 7,611 - 9,574 - 6,847,633 48 3,533,805 30 6(14) - - 570,611 5 2,770 - 2,381 - 6(26) 110,036 1 85,285 1 6(9) 315,198 2 349,334 3 7 378,185 3 - - 6(15) - - 97 - 46,379 - 39,233 - 852,568 6 1,046,941 9 7,700,201 54 4,580,746 39 6(17) 2,365,266 17 2,346,758 20 6(18) 1,639,600 11 1,090,188 10 6(19) 134,195 1 100,986 1 427,552 3 379,890 3 553,793 4 763,384 6 ( 342,340) ( 2) ( 427,552) ( 4) 4,778,066 34 4,253,654 36 4(3) 1,767,495 12 2,994,421 25 6,545,561 46 7,248,075 61 11 $ 14,245,762 100 $ 11,828,821 100

Current liabilities 2100 Short-term borrowings 2120 Current financial liabilities at fair value through profit or loss 2130 Current contract liabilities 2150 Notes payable 2170 Accounts payable 2180 Accounts payable - related parties 2200 Other payables 2220 Other payables - related parties 2230 Current income tax liabilities 2250 Current provisions 2280 Current lease liabilities 2310 Advance receipts 2320 Long-term liabilities, current portion 2399 Other current liabilities 21XX Total current liabilities Non-current liabilities 2530 Bonds payable 2550 Non-current provisions 2570 Deferred tax liabilities 2580 Non-current lease liabilities 2620 Long-term notes and accounts payable to related parties 2640 Net detined benefit liabilities 2670 Other non-current liabilities 25XX Total non-current liabilities 2XXX Total liabilities Equity Equity attributable to owners of parent Share capital 3110 Common stock Capital surplus 3200 Capital surplus Retained earnings 3310 Legal reserve 3320 Special reserve 3350 Unappropriated retained earnings Other equity interest 3400 Other equity interest 31XX Total Equity attributable to owners of the parent 36XX Non-controlling interests 3XXX Total equity Significant Events after the Balance Sheet Date 3X2X Total liabilities and equity

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

19

FIC GLOBAL, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2024 AND 2023

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

Items

Year ended December 31 2024 2023 Notes AMOUNT % AMOUNT % 6(20) and 7 $ 13,101,747 100 $ 13,283,396 100 6(5)(25) and 7 ( 11,305,707 ) ( 86) ( 11,227,876) ( 84) 1,796,040 14 2,055,520 16 6(25) and 7 ( 504,732 ) ( 4) ( 516,922) ( 4) ( 525,909 ) ( 4) ( 553,753) ( 4) ( 535,595 ) ( 4) ( 344,949) ( 3) 18,924 - 13,980 - ( 1,547,312 ) ( 12) ( 1,401,644) ( 11) 248,728 2 653,876 5 6(21) 60,158 - 45,957 - 6(22) and 7 42,514 - 50,185 - 6(23) 63,207 - 75,797 1 6(24) and 7 ( 34,683 ) - ( 42,358) - ( 27,165 ) - - - 6(7) ( 40,861 ) - ( 2,588) - 63,170 - 126,993 1 311,898 2 780,869 6 6(26) ( 65,393 ) - ( 154,142) ( 1) $ 246,505 2 $ 626,727 5 6(15) $ 10,812 - $ 235 - 6(6) ( 1,217 ) - 16,839 - 501 - 1,237 - 10,096 - 18,311 - 149,424 1 ( 122,654) ( 1) 13,717 - 6,503 - 163,141 1 ( 116,151) ( 1) $ 173,237 1 ($ 97,840) ( 1) $ 419,742 3 $ 528,887 4 $ 26,327 - $ 332,140 3 220,178 2 294,587 2 $ 246,505 2 $ 626,727 5 $ 120,792 1 $ 284,429 2 298,950 2 244,458 2 $ 419,742 3 $ 528,887 4 6(27) $ 0.11 $ 1.49 $ 0.11 $ 1.42

4000 Operating revenue 5000 Operating costs 5900 Gross profit Operating expenses 6100 Sales and marketing expenses 6200 General and administrative expenses 6300 Research and development expenses 6450 Expected credit gain 6000 Total operating expenses 6900 Operating profit Non-operating income and expenses 7100 Interest income 7010 Other income 7020 Other gains and losses 7050 Finance costs 7055 Expected credit loss 7060 Share of loss of associates and joint ventures accounted for using equity method 7000 Total non-operating income and expenses 7900 Profit before income tax 7950 Income tax expense 8200 Profit for the year Other comprehensive income Components of other comprehensive income that will not be reclassified to profit or loss 8311 Gains on remeasurements of defined benefit plans 8316 Unrealized gains from investments in equity instruments at fair value through other comprehensive income 8320 Share of other comprehensive income of associates and joint ventures accounted for using equity method, that will not be reclassified to profit or loss 8310 Other comprehensive income that will not be reclassified to profit or loss Components of other comprehensive income that will be reclassified to profit or loss 8361 Exchange differences on translation of foreign financial statements 8370 Share of other comprehensive income of associates and joint ventures accounted for using equity method, that will be reclassified to profit or loss 8360 Other comprehensive loss that will be reclassified to profit or loss 8300 Other comprehensive loss for the year 8500 Total comprehensive income for the year Profit attributable to: 8610 Shareholders of the parent 8620 Non-controlling interests Comprehensive income attributable to: 8710 Shareholders of the parent 8720 Non-controlling interests Earnings per share (in dollars) 9750 Basic earnings per share 9850 Diluted earnings per share

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

20

FIC GLOBAL, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2024 AND 2023

(Expressed in thousands of New Taiwan dollars)

Notes Year ended December 31, 2023 Balance at January 1, 2023 Profit for the year Other comprehensive income (loss) for the year Total comprehensive income (loss) Appropriations of 2022 earnings : 6(19) Legal reserve Special reserve Cash dividends of ordinary share Issue of shares 6(16)(17)(18) Changes in ownership interests in subsidiaries 6(16)(18)(28) Due to recognition of equity component of convertible bonds issued 6(14)(18) Conversion of convertible bonds 6(17)(18) Changes in equity of associates and joint ventures accounted for using equity method 6(18) Difference between consideration and carrying amount of subsidiaries acquired or disposed 6(18)(28) Changes in non-controlling interests Balance at December 31, 2023 Year ended December 31, 2024 Balance at January 1, 2024 Profit for the year Other comprehensive income (loss) for the year Total comprehensive income (loss) Appropriations of 2023 earnings : 6(19) Legal reserve Special reserve Cash dividends of ordinary share Changes in ownership interests in subsidiaries 6(16)(18)(28) Conversion of convertible bonds 6(17)(18) Changes in equity of associates and joint ventures accounted for using equity method 6(18) Changes in non-controlling interests Disposal of investments in equity instruments designated at fair value through other comprehensive income 6(6) Balance at December 31, 2024	Notes								Equityattributable to	o	wners of theparent								Non-controlling interests		Total equity
			Share capital - common stock		Total capital surplus, additional paid-in capital				Retained Earnings				Other equityinterest				Total
							Legal reserve		Special reserve		Total unappropriated retained earnings	d	Financial statements translation ifferences of foreign operations		Total Unrealised gains (losses) from financial assets measured at fair value through other comprehensive income
			$ 2,151,721 - - - - - - 100,000 - - 95,037 - - - $ 2,346,758 $ 2,346,758 - - - - - - - 18,508 - - - $ 2,365,266		$ 439,563 - - - - - - 415,407 72,630 33,711 84,347 12,420 32,110 - $ 1,090,188 $ 1,090,188 - - - - - - 486,193 18,033 45,186 - - $ 1,639,600		$ 52,361 - - - 48,625 - - - - - - - - - $ 100,986 $ 100,986 - - - 33,209 - - - - - - - $ 134,195		$ 290,770 - - - - 89,120 - - - - - - - - $ 379,890 $ 379,890 - - - - 47,662 - - - - - - $ 427,552		$ 676,830 332,140 ( 49 ) 332,091 ( 48,625 ) ( 89,120 ) ( 107,792 ) - - - - - - - $ 763,384 $ 763,384 26,327 11,008 37,335 ( 33,209 ) ( 47,662 ) ( 164,300 ) - - - - ( 1,755 ) $ 553,793		($ 376,767 ) - ( 65,662 ) ( 65,662 ) - - - - - - - - - - ($ 442,429 ) ($ 442,429 ) - 84,412 84,412 - - - - - - - - ($ 358,017 )		($ 3,123 ) - 18,000 18,000 - - - - - - - - - - $ 14,877 $ 14,877 - ( 955 ) ( 955 ) - - - - - - - 1,755 $ 15,677		$ 3,231,355 332,140 ( 47,711 ) 284,429 - - ( 107,792 ) 515,407 72,630 33,711 179,384 12,420 32,110 - $ 4,253,654 $ 4,253,654 26,327 94,465 120,792 - - ( 164,300 ) 486,193 36,541 45,186 - - $ 4,778,066		$ 2,117,185 294,587 ( 50,129 ) 244,458 - - - - 623,298 - - 201 20,490 ( 11,211 ) $ 2,994,421 $ 2,994,421 220,178 78,772 298,950 - - - ( 1,497,303 ) - 104 ( 28,677 ) - $ 1,767,495		$ 5,348,540 626,727 ( 97,840 ) 528,887 - - ( 107,792 ) 515,407 695,928 33,711 179,384 12,621 52,600 ( 11,211 ) $ 7,248,075 $ 7,248,075 246,505 173,237 419,742 - - ( 164,300 ) ( 1,011,110 ) 36,541 45,290 ( 28,677 ) - $ 6,545,561

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

21

FIC GLOBAL, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2024 AND 2023

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM OPERATING ACTIVITIES Profit before tax Adjustments Adjustments to reconcile profit (loss) Depreciation Amortization Expected credit loss (gain) Net loss on financial assets or liabilities at fair value through profit or loss Interest expense Interest income Dividend income Share-based payments Share of loss of associates and joint ventures accounted for using equity method (Gain) loss on disposal of property, plant and equipment Gains on write-off of past due payable Gain from lease modification Impairment loss on non-financial assets Property, plan and equipment transferred to expenses Amortization of government grant income related to assets Changes in operating assets and liabilities Changes in operating assets Financial assets at fair value through profit or loss Contract assets Notes receivable Accounts receivable Accounts receivable due from related parties Other receivables Other receivables due from related parties Inventories Prepayments Other current assets Changes in operating liabilities Contract liabilities Accounts payable Accounts payable - related parties Other payables Other payables - related parties Provisions Advance receipts Other current liabilities Net defined benefit liabilities Cash inflow generated from operations Interest received Dividends received Interest paid Income taxes paid Net cash flows from operating activities

Year ended December 31 Notes 2024 2023 $ 311,898 $ 780,869 6(25) 529,501 491,104 6(25) 12,395 12,531 8,241 ( 13,980 ) 6(23) 5,710 28 6(24) 34,683 42,358 6(21) ( 60,158 ) ( 45,957 ) 6(22) ( 1,016 ) ( 1,194 ) 6(16)(25) 39,870 21,101 6(7) 40,861 2,588 6(23) ( 1,292 ) 2,723 6(22) ( 1,069 ) ( 4,464 ) 6(9)(23) ( 748 ) ( 1,880 ) 6(7)(23) 9,118 - 115 - ( 2,961 ) ( 4,873 ) 60,829 ( 87,492 ) ( 5,662 ) 1,392 ( 88,382 ) 16,911 ( 705,538 ) 4,914 ( 8,465 ) ( 22,452 ) 19,510 7,655 3,072 ( 4,127 ) ( 178,044 ) 256,247 ( 636,246 ) 35,511 ( 2,892 ) 278 ( 53,049 ) 28,781 575,374 153,577 305 ( 3,701 ) 62,456 ( 22,930 ) 5,147 ( 2,997 ) ( 383 ) 4,692 618,859 ( 2,336 ) ( 1,963 ) 4,461 4,241 ( 116 ) 594,317 1,649,222 59,652 45,124 12,581 14,166 ( 22,599 ) ( 33,946 ) ( 147,277 ) ( 165,385 ) 496,674 1,509,181

(Continued)

22

FIC GLOBAL, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2024 AND 2023

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM INVESTING ACTIVITIES Proceeds from disposal of financial assets at fair value through other comprehensive income Acquisition of financial assets at amortised cost Proceeds from disposal of financial assets at amortised cost Acquisition of investments accounted for using equity method Proceeds from disposal of investments accounted for using equity method Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Decrease in refundable deposits Acquisition of intangible assets Acquisition of investment properties Decrease in finance lease receivable Increase in other non-current assets Receipt of government grants related to assets Net cash flows used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Increase in short-term borrowings Decrease in short-term borrowings Proceeds from issurance of bonds Repayments of bonds Increase in long-term borrowings Decrease in long-term borrowings Increase (decrease) in guarantee deposits received Repayments of lease liabilities Decrease in financing payables - related parties Increase in long-term notes and accounts payable due from related parties Decrease in long-term notes and accounts payable due from related parties Cash dividends paid Proceeds from issuing shares Change in non-controlling interests Net cash flows from financing activities Effect of exchange rate changes Net (decrease) increase in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year

Year ended December 31 Notes 2024 2023 6(6) $ 4,249 $ - ( 938,675 ) ( 5,062 ) 52,790 10,307 6(7) - ( 273,240 ) 6(7) - 46,515 6(29) ( 495,693 ) ( 314,598 ) 2,588 2,325 6,072 14,024 ( 6,447 ) ( 11,034 ) 6(11) ( 3,316 ) - 12,641 13,240 ( 23,175 ) ( 7,696 ) 5,625 8,545 ( 1,383,341 ) ( 516,674 ) 6(30) 21,238 - 6(30) - ( 153,863 ) 6(30) - 601,583 6(30) ( 100 ) - 6(30) - 92,000 6(30) - ( 162,903 ) 6(30) 4,132 ( 2 ) 6(30) ( 262,573 ) ( 235,862 ) 6(30) ( 152,786 ) ( 123,200 ) 6(30) 170,000 - 6(30) - ( 642,231 ) 6(19) ( 164,300 ) ( 107,729 ) 6(17) - 500,000 6(28) 785,391 733,579 401,002 501,372 146,951 ( 58,805 ) ( 338,714 ) 1,435,074 2,782,947 1,347,873 $ 2,444,233 $ 2,782,947

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

23

INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE

To the Board of Directors and Shareholders of FIC Global, Inc.

Opinion

We have audited the accompanying parent company only balance sheets of FIC Global, Inc. (the “FICG”) as at December 31, 2024 and 2023, and the related parent company only statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the parent company only financial statements, including a summary of significant accounting policies.

In our opinion, based on our audits and the reports of other auditors (refer to the Other matter section), the accompanying parent company only financial statements present fairly, in all material respects, the financial position of FICG as at December 31, 2024 and 2023, 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 Financial Statement Audit and Attestation Engagements of Certified Public Accountants and 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 Parent Company Only Financial Statements section of our report. We are independent of FICG in accordance with the Norm of Professional Ethics for Certified Public Accountants of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. Based on our audits and the reports of the other independent auditors, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

24

Key audit matters

Key audits matters are those matters that, in our professional judgment, were of most significance in our audit of the parent company only financial statements for the year ended December 31, 2024. These matters were addressed in the context of our audit of the parent company only financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.

Key audit matters for the parent company only financial statements for the year ended December 31, 2024 are stated as follows:

Valuation of investments accounted for using equity method

Refer to Note 4(10) for accounting policy on investments accounted for using equity method and Note 6(4) for details of investments accounted for using equity method.

As of December 31, 2024, the balance of FICG’s investments in its subsidiaries amounted to $5,176,842 thousand, constituting 93% of the total assets. As the balance of investments in subsidiaries is material to the financial statements, we considered the valuation of investments accounted for using equity method a key audit matter. Accordingly, we determined that the key audit matters of FICG’s investments accounted for using equity method - existence of sales revenue and evaluation of inventories, are also applicable as key areas of focus for this year’s audit of FICG.

Investments accounted for using equity method - existence of sales revenue

Description

Refer to Note 4(33) of the consolidated financial statements for accounting policies on revenue recognition, and Note 6(20) of the consolidated financial statements for details of operating revenue.

25

FICG’s subsidiaries are primarily engaged in the research and development, production and sales of optical communication, automotive electronics, surveillance products and industrial computers, electronic contract manufacturing of computers and server products. Since product orders are affected by project cycles and the subsidiaries will have to focus on accepting orders of new projects, which has a significant impact on the financial statements. Thus, the existence of FICG’s subsidiaries’ sales revenue has been identified as one of the key audit matters.

How our audit addressed the matter

We performed the following audit procedures in respect of the above key audit matter:

1. Obtained an understanding of, and assessed FICG’s subsidiaries’ internal controls over sales transactions.

2. Selected samples of sales transactions from the sales customers and verified against related vouchers to ascertain existence of sales revenue.

Investments accounted for using equity method - evaluation of inventories

Description

Refer to Note 4(14) of the consolidated financial statements for the accounting policies on the evaluation of inventories, Note 5(2) of the consolidated financial statements for the uncertainty of accounting estimates and assumptions for evaluation of inventories, and Note 6(5) of the consolidated financial statements for the details of inventory.

Due to the rapid technological innovations and competition within the industry, frequent releases of new products result in potential price fluctuations and product marginalization in the market. Additionally, it also affects the estimation of net realizable values of inventories. In response to changing markets and its development strategies, FICG’s subsidiaries adjust their inventory levels. As a result, the related inventory levels for the product line as mentioned above are significant. Inventories are stated at the lower of cost and net realizable value. Since the evaluation of inventories is subject to management’s judgement and the accounting estimations will have significant influence on the inventory values, the evaluation of inventories has been identified as one of the key audit matters.

How our audit addressed the matter

We performed the following audit procedures on the above key audit matter:

1. Assessed the policy on allowance for inventory valuation loss based on our understanding of the operations and industry of FICG’s subsidiaries.

2. Inspected the management’s individually identified out-of-date inventory list and checked the related supporting documents.

26

1. Tested the basis of market value used in calculating the net realizable values of inventory and validated the accuracy of net realizable value calculation of selected samples.

Other matter – reference to the audits of other auditors

We did not audit the financial statements of certain investments accounted for using the equity method. The balance of these investments accounted for using the equity method amounted to NT$517,011 thousand and NT$703,192 thousand, constituting 9% and 14% of total assets as of December 31, 2024 and 2023, respectively, and the share of profit of associates accounted for using the equity method amounted to NT$4,018 thousand and NT$33,370 thousand, constituting 3% and 12% of total comprehensive income for the years then ended, respectively. The financial statements of these investees were audited by other independent auditors whose reports thereon have been furnished to us, and our opinion expressed herein, insofar as it relates to the amounts included in the financial statements relative to these investees is based solely on the audit reports of the other independent auditors.

Responsibilities of management and those charged with governance for the parent company only financial statements

Management is responsible for the preparation and fair presentation of the parent company only 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 the parent company only financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the parent company only financial statements, management is responsible for assessing FICG’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 FICG or to cease operations, or has no realistic alternative but to do so.

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

Auditors’ responsibilities for the audit of the parent company only financial statements

Our objectives are to obtain reasonable assurance about whether the parent company only 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

27

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 parent company only 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:

1. Identify and assess the risks of material misstatement of the parent company only 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.

2. 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 FICG’s internal control.

3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

4. 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 FICG’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 parent company only 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 FICG to cease to continue as a going concern.

5. Evaluate the overall presentation, structure and content of the parent company only financial statements, including the disclosures, and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

6. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within FICG to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the 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.

28

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 parent company only financial statements of the current period 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.

Chang, Shu-Chiung

Lin, Po-Chuan

For and on Behalf of PricewaterhouseCoopers, Taiwan

March 31, 2025

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

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

29

FIC GLOBAL, INC. PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2024 AND 2023

(Expressed in thousands of New Taiwan dollar)

Assets	Notes 6(1) 6(3) 7 7 6(4) and 7	December 31, 2024 AMOUNT % $ 60,672 1 40,000 1 515 - 78 - - - 442 - 101,707 2 5,468,562 98 31 - 611 - 5,469,204 98 $ 5,570,911 100	December 31, 2023	December 31, 2023
		AMOUNT $ 60,672 40,000 515 78 - 442 101,707 5,468,562 31 611 5,469,204 $ 5,570,911	AMOUNT $ 52,660 - 515 22 850,306 1,076 904,579 3,994,471 18 1,278 3,995,767 $ 4,900,346	%
Current assets 1100 Cash and cash equivalents 1136 Current financial assets at amortised cost 1180 Accounts receivable due from related parties, net 1200 Other receivables 1210 Other receivables due from related parties 1470 Other current assets 11XX Total current assets Non-current assets 1550 Investments accounted for using equity method 1600 Property, plant and equipment 1780 Intangible assets 15XX Total non-current assets 1XXX Total assets				1 - - - 17 -
				18
				82 - -
				82
				100

(Continued)

30

FIC GLOBAL, INC. PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2024 AND 2023

(Expressed in thousands of New Taiwan dollar)

Liabilities and Equity

December 31, 2024 December 31, 2023 Notes AMOUNT % AMOUNT % 6(2) $ 10,932 - $ 5,039 - 6(5) 14,399 - 25,076 - 7 12,991 - - - 4,346 - 12,036 - 6(6) 580,125 11 33,884 1 52 - 46 - 622,845 11 76,081 1 6(6) - - 570,611 12 7 170,000 3 - - 170,000 3 570,611 12 792,845 14 646,692 13 6(9) 2,365,266 42 2,346,758 48 6(10) 1,639,600 30 1,090,188 23 6(11) 134,195 2 100,986 2 427,552 8 379,890 8 553,793 10 763,384 15 ( 342,340) ( 6) ( 427,552) ( 9) 4,778,066 86 4,253,654 87 11 $ 5,570,911 100 $ 4,900,346 100

Current liabilities 2120 Current financial liabilities at fair value through profit or loss 2200 Other payables 2220 Other payables to related parties 2230 Current tax liabilities 2320 Long-term liabilities, current portion 2399 Other current liabilities, others 21XX Total current liabilities Non-current liabilities 2530 Bonds payable 2620 Long-term notes and accounts payable to related parties 25XX Total non-current liabilities 2XXX Total liabilties Equity Share capital 3110 Common stock Capital surplus 3200 Capital surplus Retained earnings 3310 Legal reserve 3320 Special reserve 3350 Unappropriated retained earnings Other equity interest 3400 Other equity interest 3XXX Total equity Significant events after the balance sheet date 3X2X Total liabilities and equity

The accompanying notes are an integral part of these parent company only financial statements.

31

FIC GLOBAL, INC.

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2024 AND 2023

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

Items

Year ended December 31 2024 2023 Notes AMOUNT % AMOUNT % 6(12) and 7 $ 57,825 100 $ 363,195 100 6(17) ( 17,247 ) ( 30) ( 17,949) ( 5) ( 17,247 ) ( 30) ( 17,949) ( 5) 40,578 70 345,246 95 6(13) and 7 4,452 8 10,620 3 6(14) and 7 13,613 23 5,626 2 6(15) ( 13,456 ) ( 23) ( 5,381) ( 2) 6(16) and 7 ( 12,672 ) ( 22) ( 11,936) ( 3) ( 8,063 ) ( 14) ( 1,071) - 32,515 56 344,175 95 6(18) ( 6,188 ) ( 10) ( 12,035) ( 4) $ 26,327 46 $ 332,140 91 $ 10,053 17 $ 17,951 5 10,053 17 17,951 5 70,744 122 ( 72,651) ( 20) 13,668 24 6,989 2 84,412 146 ( 65,662) ( 18) $ 94,465 163 ($ 47,711) ( 13) $ 120,792 209 $ 284,429 78 6(19) $ 0.11 $ 1.49 $ 0.11 $ 1.42

4000 Operating revenue Operating expenses 6200 General and administrative expenses 6000 Operating expenses 6900 Net operating income Non-operating income and expenses 7100 Interest income 7010 Other income 7020 Other gains and losses 7050 Finance costs 7000 Total non-operating income and expenses 7900 Profit before income tax 7950 Tax expense 8200 Profit for the year Other comprehensive income Components of other comprehensive income that will not be reclassified to profit or loss 8330 Share of other comprehensive income of associates and joint ventures accounted for using equity method, components of other comprehensive income that will not be reclassified to profit or loss 8310 Other comprehensive income that will not be reclassified to profit or loss Components of other comprehensive income that will be reclassified to profit or loss 8361 Exchange differences on translation of foreign operations 8380 Share of other comprehensive income of associates and joint ventures accounted for using equity method, components of other comprehensive income that will be reclassified to profit or loss 8360 Other comprehensive loss that will be reclassified to profit or loss 8300 Other comprehensive loss 8500 Total comprehensive income Earnings per share (in dollars) 9750 Basic earnings per share 9850 Diluted earnings per share

The accompanying notes are an integral part of these parent company only financial statements.

32

FIC GLOBAL, INC.

PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2024 AND 2023

(Expressed in thousands of New Taiwan dollars )

Year ended December 31, 2023 Balance, January 1, 2023 Profit for the year Other comprehensive income (loss) for the year Total comprehensive income Appropriations of 2022 earnings: Legal reserve Special reserve Cash dividends of ordinary share Issue of shares Changes in ownership interests in subsidiaries Due to recognition of equity component of convertible bonds issued Conversion of convertible bonds Changes in equity of associates and joint ventures accounted for using equity method Difference between consideration and carrying amount of subsidiaries acquired or disposed Balance, December 31, 2023 Year ended December 31, 2024 Balance, January 1, 2024 Profit for the year Other comprehensive income (loss) for the year Total comprehensive income Appropriations of 2023 earnings: Legal reserve Special reserve Cash dividends of ordinary share Changes in ownership interests in subsidiaries Conversion of convertible bonds Changes in equity of associates and joint ventures accounted for using equity method Disposal of investments in equity instruments designated at fair value through other comprehensive income by investments accounted Balance, December 31, 2024	Notes		Ordinaryshare		Capital surplus				Retained Earnings				Other equityinterest	Other equityinterest	Other equityinterest		Total equity
							Legal reserve		Special reserve		Unappropriated retained earnings (accumulated deficit)		Exchange differences on translation of foreign financial statements		Unrealised gains (losses) from financial assets measured at fair value through other comprehensive income
	6(11) 6(8)(9)(10) 6(10) 6(10) 6(9)(10) 6(10) 6(4)(10) 6(11) 6(10) 6(9)(10) 6(10)		$ 2,151,721 - - - - - - 100,000 - - 95,037 - - $ 2,346,758 $ 2,346,758 - - - - - - - 18,508 - - $ 2,365,266		$ 439,563 - - - - - - 415,407 72,630 33,711 84,347 12,420 32,110 $ 1,090,188 $ 1,090,188 - - - - - - 486,193 18,033 45,186 - $ 1,639,600		$ 52,361 - - - 48,625 - - - - - - - - $ 100,986 $ 100,986 - - - 33,209 - - - - - - $ 134,195		$ 290,770 - - - - 89,120 - - - - - - - $ 379,890 $ 379,890 - - - - 47,662 - - - - - $ 427,552		$ 676,830 332,140 ( 49 ) 332,091 ( 48,625 ) ( 89,120 ) ( 107,792 ) - - - - - - $ 763,384 $ 763,384 26,327 11,008 37,335 ( 33,209 ) ( 47,662 ) ( 164,300 ) - - - ( 1,755 ) $ 553,793		($ 376,767 ) - ( 65,662 ) ( 65,662 ) - - - - - - - - - ($ 442,429 ) ($ 442,429 ) - 84,412 84,412 - - - - - - - ($ 358,017 )		($ 3,123 ) - 18,000 18,000 - - - - - - - - - $ 14,877 $ 14,877 - ( 955 ) ( 955 ) - - - - - - 1,755 $ 15,677		$ 3,231,355 332,140 ( 47,711 ) 284,429 - - ( 107,792 ) 515,407 72,630 33,711 179,384 12,420 32,110 $ 4,253,654 $ 4,253,654 26,327 94,465 120,792 - - ( 164,300 ) 486,193 36,541 45,186 - $ 4,778,066

The accompanying notes are an integral part of these parent company only financial statements.

33

FIC GLOBAL, INC.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

CASH FLOWS FROM OPERATING ACTIVITIES Profit before tax Adjustments Adjustments to reconcile profit (loss) Depreciation Amortization Net loss on financial assets or liabilities at fair value through profit or loss Interest expense Interest income Share-based payments Share of profit of subsidiaries and associates accounted for using equity method Impairment loss on non-financial assets Changes in operating assets and liabilities Changes in operating assets Other receivables Other receivables due frome related parties Changes in operating liabilities Other payables Other payables - related parties Other current liabilities, others Cash inflow (outflow) generated from operations Interest received Dividends received Interest paid Income taxes paid Net cash flows from operating activities CASH FLOWS FROM INVESTING ACTIVITIES Acquisition of financial assets at amortised cost Acquisition of investments accounted for using equity method Proceeds from disposal of investments accounted for using equity method Acquisition of property and equipment Increase in financing receivable from related parties Net cash flows used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from issuing bonds Repayments of bonds Increase in long-term notes and accounts payable to related parties Decrease in financing payable to related parties Cash dividends paid Proceeds from issuing shares Net cash flows from financing activities Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year

Year ended December 31 Notes 2023 2022 $ 32,515 $ 344,175 6(17) 12 6 6(17) 667 666 6(2)(15) 5,914 1,957 6(16) 12,672 11,936 6(13) ( 4,452 ) ( 10,620 ) 6(8) - 264 6(4)(12) ( 35,982 ) ( 341,819 ) 6(4)(15) 9,118 - ( 2 ) ( 16 ) 306 ( 306 ) ( 10,678 ) 481 - ( 13,980 ) 6 9 10,096 ( 7,247 ) 4,398 10,752 41,608 23,457 ( 421 ) ( 2,199 ) ( 13,244 ) ( 9,963 ) 42,437 14,800 ( 40,000 ) - 6(4) - ( 273,240 ) 6(4) and 7 - 52,600 ( 25 ) - - ( 850,000 ) ( 40,025 ) ( 1,070,640 ) 6(21) - 601,583 6(21) ( 100 ) - 6(21) 170,000 - 6(21) - ( 123,200 ) 6(11) ( 164,300 ) ( 107,792 ) 6(9) - 500,000 5,600 870,591 8,012 ( 185,249 ) 52,660 237,909 $ 60,672 $ 52,660

The accompanying notes are an integral part of these parent company only financial statements.

34

【Attachment 4】

FIC Global, Inc.

Surplus Allocation Statement of 2024

Unit: NT$ Beginning undistributed profit 518,213,315 Recognition of premeasured amount of defined benefit plan in retained earnings 11,007,509 Measured at fair value through other comprehensive income (1,754,150) Undistributed profit after adjustment 527,466,674 Net profit after tax for the year 26,326,656 Less:10% of the statutory surplus reserve (3,558,002) Plus: Rotation special surplus reserve 85,211,945 Surplus available for distribution 635,447,273 Assign items: Shareholder dividend-cash(NT0.2 per share) (47,305,322) Undistributed surplus at the end of the period 588,141,951 Chairman: CHIEN LEO MING TZ Manager: CHIEN LEO MING TZ Accounting Manager: LI, YU-HUA	Unit: NT$	Unit: NT$
	Beginning undistributed profit	518,213,315
	Recognition of premeasured amount of defined benefit plan in retained earnings	11,007,509
	Measured at fair value through other comprehensive income	(1,754,150)
	Undistributed profit after adjustment	527,466,674
	Net profit after tax for the year	26,326,656
	Less:10% of the statutory surplus reserve	(3,558,002)
	Plus: Rotation special surplus reserve	85,211,945
	Surplus available for distribution	635,447,273
	Assign items:
	Shareholder dividend-cash(NT0.2 per share)	(47,305,322)
	Undistributed surplus at the end of the period	588,141,951
		Accounting Manager: LI, YU-HUA

35

【Attachment 5】

FIC Global, Inc.

Comparison table of the revised provisions of “Articles of Incorporation”

	“Articles	of Incorporation”
	Content of Article before Amendment	Content of Article after Amendment
Article 24.	If the Company has profit in a year, 2% to 10% shall be provisioned as employee remuneration, to be distributed in stock or in cash through board resolution. The target of issuance may include employees of subsidiaries meeting certain conditions. Among the above amount of profit, the board may pass a resolution to provision up to 1.5% as director remuneration. Employee remuneration and director remuneration distribution proposals shall be reported to the shareholders’ meeting. However, if the Company still has accumulated losses, the amount of compensation shall first be provisioned before employee remuneration and director remuneration are provisioned in the ratios under the previous paragraph.	If the company makes a profit in the year, it shall allocate 2% to 10% of the remuneration of employees (including the remuneration of grass-roots employees), which shall be distributed in stock or cash by the resolution of the board of directors, and the distribution objects may include the employees of subordinate companies who meet certain conditions,and no less than 30% shall be allocated to grass- roots employees within the distribution amount of the above- mentioned employee remuneration; The Company may make the above profits, and the Board of Directors shall resolve to allocate no more than 1.5% of the remuneration of the directors. The distribution of employee remuneration and directors' remuneration should be reported to the shareholders' meeting. However, if the Company still has accumulated losses, the amount of compensation shall first be provisioned before employee remuneration and director remuneration are provisioned in the ratios under the previous paragraph.	In accordance with the provisions of Paragraph 6 of Article 14 of the Securities and Exchange Law, it is supplemented that the articles of association of a company whose shares have been listed on the stock exchange or traded on the OTC trading center shall stipulate in the articles of association the relevant matters related to the adjustment of salaries or remuneration for grassroots employees with a certain percentage of annual surplus.

36

Articles 27	These Articles of Incorporation were established on 25 June 2004. The first amendment was made on 22 June 2005. The second amendment was made on 15 June 2006. The third amendment was made on 13 June 2007. The fourth amendment was made on 15 June 2010. The fifth amendment was made on 18 June 2012. The sixth amendment was made on 19 June 2013. The seventh amendment was made on 28 June 2016. The eighth amendment was made on 9 June 2020. The ninth amendment was made on 23 June 2022. The tenth amendment was made on 6 June 2024.	These Articles of Incorporation were established on 25 June 2004. The first amendment was made on 22 June 2005. The second amendment was made on 15 June 2006. The third amendment was made on 13 June 2007. The fourth amendment was made on 15 June 2010. The fifth amendment was made on 18 June 2012. The sixth amendment was made on 19 June 2013. The seventh amendment was made on 28 June 2016. The eighth amendment was made on 9 June 2020. The ninth amendment was made on 23 June 2022. The tenth amendment was made on 6 June 2024. The tenth amendment was made on
		28 May 2025.

37

【Attachment 6】

FIC Global, Inc. List of Candidates of Independent Directors

Type of candidate	Name of nominee	Gender	Education	Experience	Current position	Shares held
Independent Director	CHIN-HSIN HSU	Female	Northwestern University LL.M.	Pingtung/Keelung District Court judge Assistant solicitor of Formosa Transnational Attorneys at Law. Chief Legal Officer of MERCURIES & ASSOCIATES, LTD.	Chief Legal Officer of Mercuries & Associates Holding, Ltd. CSO of Mercuries & Associates Holding, Ltd. Vice President of Mercuries Life Insurance Co., Ltd. Director of CMG International One Co. , Ltd. Director of CMG International Two Co. , Ltd. Director of Framosa Co. Ltd Director of Mercuries Life Insurance Co., Ltd. Independent Director of Orient Europharma Co., Ltd. Independent Director of Eastern Union Interactive Crop Director of SCI Pharmtech,Inc. Director of Yushan Pharmaceuticals, Inc.	0

38

【 Appendix 1 】

FIC Global, Inc. Articles of Incorporation

Chapter 1 General

• Article 1. The Company is organized in accordance with Business Merger and Acquisition Act, Company Act and applicable legislations and is named FIC Global, Inc.

• Article 2. The Company operates the following businesses:

• H201010 Investment

• ZZ99999 All business activities that are not prohibited or restricted by law, except those that are subject to special approval.

• Article 3. The Company may provide loans, endorsements and guarantees as required for its business or subsidiary and the board of directors is authorized to establish relevant rules.

• Article 4. The Company has its headquarters in Taipei City and may set up domestic or overseas branches or representative offices as required through board resolutions.

• Article 5. The Company makes public announcements in accordance with Article 28 of the Company Act.

Chapter 2 Shares

• Article 6. The Company’s total capital is NT$25,000,000,000, divided into 2,500,000,000 shares, which may be issued through multiple issuances. The face value is NT$10 per share. The board of directors is authorized to issue the shares based on actual requirements. Among the total number of shares under the previous paragraph, 1,000,000,000 shares are reserved for subscription against warrants, special shares with warrants or corporate bonds with warrants issued by the Company.

• Article 6-1 The Company acquires treasury shares, issues employee stock warrants, issues new shares for cash capital increase, and issues new shares with restricted employee rights in accordance with the law, including employees of controlled or subordinate companies who meet certain conditions.

• Article 7. Deleted.

• Article 7-1 Deleted.

Article 7-2 Deleted.

39

Article 8. Deleted

• Article 9. The Company does not need to print share certificates for shares it issues, provided that shares issued in accordance with this paragraph shall be registered with the Taiwan Depository and Clearing Corporation.

• Article 10. All shares of the Company are registered shares and are issued after affixation of directors’ signatures or seals on the Company’s behalf and certification in accordance with the law.

• Article 11. Registration of share transfer in the shareholders register is suspended during a period of 60 days before any general shareholders’ meeting, 30 days before any extraordinary shareholders’ meeting and 5 days before the record date for distribution of dividend or bonus decided by the Company. The period starts from the meeting date or record date.

Chapter 3 Shareholders’ Meeting

• Article 12. Shareholders’ meetings are divided into general shareholders’ meetings and extraordinary shareholders’ meetings. General meetings are held once a year in accordance with the law within 6 months from the end of each accounting year. Extraordinary meetings are held as required in accordance with the law.

• With the consent of the counterparties, shareholders’ meeting notice may be given in electronic manners. For any shareholder holding less than 1,000 registered shares, shareholders’ meeting notice may be given in the form of public announcement. The Company may hold shareholders’ meetings through video conference or in other manners published by the central competent authority. The conditions for holding meetings through video conference, the procedures thereof and other compliance matters shall be in accordance with the regulations further established by the securities competent authority.

• Article 13. For each shareholders’ meeting, shareholders may issue proxies printed by the Company, specifying the scope of authorization, to designate a representative to attend the shareholders’ meeting on the shareholders’ behalf.

• Article 14. Unless otherwise provided by law, each shareholder of the Company is entitled to one vote per share.

• Article 15. When the Company holds a shareholders’ meeting and uses an electronic manner as one of the voting manners, shareholders exercising voting rights in electronic manners are deemed to have attended the meeting in person. Matters related to such exercise shall be governed by current legislations.

40

Unless otherwise provided by Company Act, resolutions of shareholders’ meetings shall be approved by shareholders representing the majority of voting rights of attending shareholders in a meeting that is attended by shareholders representing the majority of all outstanding shares.

Resolutions of shareholders’ meetings shall be recorded in minutes.

The minutes under the previous paragraph shall be prepared and distributed in accordance with Article 183 of the Company Act.

Chapter 4 Directors and Supervisors

• Article 16. The Company has 5 to 11 directors, elected by shareholders’ meeting from a list of director candidates under the candidate nomination system. The same person may be re-elected upon expiry of the term. The qualification, nomination manner and other compliance matters shall be as prescribed by the competent authority.

• Among the number of directors under the previous paragraph, there shall be at least 3 independent directors and the number of independent directors shall represent at least 1/3 of all board seats.

• Article 16-1 Directors are elected under the candidate nomination system. Nomination shall be in accordance with Article 192-1 of the Company Act. Independent directors and non-independent directors shall be elected at the same time and the number of elected directors shall be calculated separately.

• Article 16-2 The Company has an audit committee in accordance with Article 14-4 of the Securities and Exchange Act, composed of all independent directors. The audit committee or members thereof is responsible for performing the duties of supervisors in accordance with the Company Act, Securities and Exchange Act and other legislations. Supervisors shall be cancelled on the date on which the audit committee is established.

• Article 17. The board of directors is composed of directors. One chairman shall be elected by directors from among themselves through approval by the majority of directors attending a meeting that is attended by 2/3 or more directors. Board meeting notice may be given in writing, by email or fax. Directors shall attend board meetings in person, provided that they may also be represented by other directors. When a director asks another director to attend a board meeting on his/her behalf, he/she shall issue a proxy on each occasion, specifying the scope of authorization for the agenda. Any director participating in a meeting through video conference shall be deemed to have attended the meeting in person.

41

Article 18. Deleted.

• Article 19. When the chairman is on leave or cannot perform his/her duties for any reason, the representation shall be in accordance with Article 208 of the Company Act.

• Article 20. Other than directors’ remuneration under Article 24 of these Articles of Association, the board of directors is authorized to determine the remuneration for directors of the Company up to a total of NT$20,000,000 per year, regardless of whether the Company is profit-making or loss-making. Directors of the Company are paid an attendance fee of NT$2,5000 per person per meeting, or NT$5,000 for independent directors.

• Article 21. Directors of the Company may also serve as directors or supervisors of subsidiaries.

Chapter 5 Managers

• Article 22. The Company has multiple managers and may have technical, legal, accounting and financial experts as advisors as required for its business. The hiring, dismissal and remuneration of such persons shall be in accordance with Article 29 of the Company Act.

Chapter 6 Accounting

• Article 23. The Company’s accounting year is from 1 January to 31 December of each year. At the end of each accounting year, the board of directors shall prepare business report, financial statements, profit distribution or loss compensation proposal, etc. and submit them to the general shareholders’ meeting for approval.

• Article 24. If the Company has profit in a year, 2% to 10% shall be provisioned as employee remuneration, to be distributed in stock or in cash through board resolution. The target of issuance may include employees of subsidiaries meeting certain conditions. Among the above amount of profit, the board may pass a resolution to provision up to 1.5% as director remuneration. Employee remuneration and director remuneration distribution proposals shall be reported to the shareholders’ meeting.

• However, if the Company still has accumulated losses, the amount of compensation shall first be provisioned before employee remuneration and director remuneration are provisioned in the ratios under the previous paragraph.

• Article 24-1 If the Company has profit in yearly closing, taxes shall first be paid and accumulated losses shall be compensated. Then 10% legal reserve shall be provisioned, unless the amount of legal reserve has reached the paid-in capital of the Company. The rest may be used to provision for or recycle special reserve in accordance with the law. The

42

balance amount, if any, shall be subject to profit distribution proposal to be prepared by the board of directors together with accumulated non-distributed profit and submitted to the shareholders’ meeting for resolution to distribute shareholder dividend and bonus. In consideration of its funding requirements and in order to reinforce its financial structure, as well as to duly satisfy shareholders’ cash flow requirements, the Company’s dividend policy may be issued in cash or in stock. Cash stock shall be at least 1% of the total amount of dividend distributed.

Article 25. The organizational charters and bylaws of the Company and the board of directors shall be further established by the board of directors.

Chapter 7 Miscellaneous

• Article 26. Any matter that is not stipulated in these Articles of Association shall be governed by the Business Merger and Acquisition Act, Company Act and applicable legislations.

• Article 27. These Articles of Incorporation were established on 25 June 2004.

• The first amendment was made on 22 June 2005.

• The second amendment was made on 15 June 2006.

• The third amendment was made on 13 June 2007.

• The fourth amendment was made on 15 June 2010. The fifth amendment was made on 18 June 2012. The sixth amendment was made on 19 June 2013.

• The seventh amendment was made on 28 June 2016. The eighth amendment was made on 9 June 2020. The ninth amendment was made on 23 June 2022. The tenth amendment was made on 6 June 2024.

FIC Global, Inc.

Chairman: CHIEN LEO MING TZ

43

【 Appendix 2 】

FIG Global Inc. Rules of Procedure for Shareholders Meetings

Established on 25 June 2004 Articles 8 and 14 amended on 15 June 2006 Article 20 amended on 18 June 2012

1. The rules of procedures for the Company's shareholders meetings shall be as provided in these Rules.

2. “Shareholders” referred to in these Rules mean shareholders listed in the shareholders register and proxy holders.

3. Shareholders (or proxy holders) shall sign on the “attendance book” or hand in “sign-in cards” and the numbers of shares represented shall be calculated accordingly.

4. The chair shall call the meeting to order when shareholders representing the majority of the total number of issued shares are in attendance. If the attending shareholders do not represent the statutory quorum after the appointed meeting time, the chair may announce a postponement. If the quorum is not met after two postponements (20 minutes for the first postponement and 10 minutes for the second postponement) and the attending shareholders still represent less than one third of the total number of issued shares, a tentative resolution may be adopted pursuant to Article 175 of the Company Act with the consent of shareholders representing the majority of voting rights in attendance. If the total number of shares represented by attending shareholders meets the statutory quorum at the time of the above tentative resolution, the chair may officially call the meeting to order at any time and ask the meeting to ratify the tentative resolution already passed.

5. (1) The agenda of shareholders meeting shall be set by the board of directors. After shareholders complete attendance registration, the chair shall distribute the agenda to attending shareholders or proxy holders. The meeting shall proceed in the order set by the agenda, provided that it may be changed with a resolution of the shareholders meeting.

6. (2) 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.

7. (3) 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. After the meeting convened in accordance with the Rules of Procedure is adjourned, no shareholder shall not elect another chair and continue the meeting either at the same location or at a different location.

8. Before speaking, an attending shareholder must specify on a speaker's slip the shareholders’ name, number of attendance card and subject of the speech. 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. 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. 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.

9. When a juristic person is appointed to attend as proxy, it may designate only one person to represent it in the meeting. When a government or 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.

10. Deleted.

11. After an attending shareholder has spoken, the chair may respond in person or direct relevant personnel to respond.

44

1. No discussion or voting shall take place on any matter outside the agenda. 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.

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

3. 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 the Company. The results of the voting shall be announced on-site at the meeting and a record made of the vote.

4. Except as otherwise provided in the Company Act and in the Company'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, if there is no objection voiced after the chair’s enquiry, the proposal shall be deemed approved with the same effect as voting. With respect to resolutions of shareholders meetings, the number of shares held by a shareholder with no voting rights shall not be calculated as part of the total number of issued shares. The number of shares for which voting rights may not be exercised shall not be calculated as part of the voting rights represented by attending shareholders.

5. Deleted.

6. When a proxy holder attends a shareholders meeting, 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.

7. 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 the Company, that shareholder may not vote on that item, and may not exercise voting rights as proxy for any other shareholder.

8. When a meeting is in progress, the chair may announce a break based on time considerations.

9. In case of air strike exercise during the proceeding of a meeting, the meeting shall be suspended and participants shall evacuate. The meeting shall continue one hour after the alarm is lifted.

10. 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."

11. 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. The Company 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 results. The minutes shall be kept together with the attendance book or sign-in cards of attending shareholders and proxies.

12. When a shareholders meeting cannot be held at the notified time and date for any reason or if the agenda cannot continue during the meeting, the chair is authorized to defer or resume the meeting within five days in accordance with Article 182 of the Company Act. Article 172 of the Company Act about the procedure for convene a meeting is not applicable to the above deferred or resumed meeting.

13. Anything that is not stipulated in these Rules shall be governed by the Company Act, the Articles of Association of the Company and other applicable laws.

14. These Rules were established on 25 June 2004 and implemented after approval by the founders meeting shareholders meeting of the Company. The same shall be applicable to any amendment hereto.

45

【 Appendix 3 】

FIC Global Inc.

Procedures for Election of Directors

1. Elections of directors of the Company shall be conducted in accordance with these Procedures.

2. Elections of directors of the Company shall be conducted in shareholders meeting.

3. Elections of directors at the Company shall be conducted in accordance with the candidate nomination system.

4. The cumulative voting method shall be used for election of the directors at the Company. Each share will have voting rights in number equal to the directors to be elected, and may be cast for a single candidate or split among multiple candidates. Fractional shares shall not be counted.

5. The number of directors will be as specified in the Company's articles of incorporation. Those receiving ballots representing the highest numbers of voting rights will be elected sequentially according to their respective numbers of votes. When two or more persons receive the same number of votes, thus exceeding the specified number of positions, they shall draw lots to determine the winner, with the chair drawing lots on behalf of any person not in attendance.

6. Deleted.

7. The Company shall prepare ballots with attendance card numbers and the number of voting rights associated with each ballot.

8. Before the election begins, the chair shall appoint a number of persons with shareholder status to perform the respective duties of vote monitoring and counting personnel.

9. The ballot boxes shall be prepared by the board of directors and publicly checked by the vote monitoring personnel before voting commences.

10. The voter shall fill out the name of the person it elects in the “candidate” column of the ballot and may also specify the shareholder account number. However, if the candidate is a government or corporate shareholder, the government or corporation’s name shall be indicated in the “candidate” column of the ballot. The voter may also choose to fill out the government or corporation’s name together with its representative’s name. If there are multiple representatives, respective representative’s name shall be indicated.

11. A ballot is invalid under any of the following circumstances:

12. (1) Not using the ballot stipulated in these Procedures.

13. (2) A blank ballot is placed in the ballot box.

14. (3) The writing is unclear and indecipherable.

15. (4) The candidate whose name is entered in the ballot is illegible or does not conform to the shareholders register.

16. (5) Other words or marks are entered in addition to the name of candidate and shareholder account number.

17. (6) The name of the candidate indicated is the same as another shareholder and no shareholder account number is provided for identification.

18. After voting is completed, votes will be opened and counted onsite at the presence of the vote monitor. The results shall be announced onsite by the chair.

19. The board of directors of the Company shall issue notifications to the persons elected as directors after completion of the shareholders meeting.

20. Anything that is not stipulated in these Procedures shall be governed by the Company Act and other applicable legislations.

21. These Procedures were established on 25 June 2004 and implemented after approval by the founders meeting or shareholders meeting of the Company. The same is applicable in case of amendment.

The first amendment was made on 7 June 2017.

The second amendment was made on 9 June 2020.

46

【 Appendix 4 】

FIC Global Inc. Director Shareholding Status

1. Type and total number of outstanding shares: Total 236,526,612 ordinary shares.

2. Statutory minimum number of shares held by all directors: 12,000,000 shares.

3. Shareholding status is as follows:

		Transfer Suspension Date: 30 March 2025	Transfer Suspension Date: 30 March 2025	Transfer Suspension Date: 30 March 2025	Transfer Suspension Date: 30 March 2025
Title	Name or Corporation Name	No. of shares held at the time of election		No. of shares held on transfer suspensiondate
		No. of shares	Percentage (%)	No. of Ordinary Shares	Percentage (%)
Chairman	Chia Chao Investment Inc. Chairman: CHIEN LEO MING TZ	45,723,836	21.17	45,723,836	19.33
Director	WYC God-loving Foundation for Charity Chairman: WU, SHUN-I	35,292,065	16.34	35,292,065	14.92
Director	WYC God-loving Foundation for Charity. Chairman: LEE, KAI-TIEN	35,292,065	16.34	35,292,065	14.92
Independent Director	KAO, TIEN-CHING	0	0	0	0
Independent Director	CHEN, MIN-PEN	0	0	0	0
Independent Director	WANG, CHENG-WEI	0	0	0	0
	Total	81,015,901	37.51	81,015,901	34.25

47

【 Appendix 5 】

Other Notes

Notes about agenda proposal and nomination handling instructions by shareholders for 2025 general shareholders’ meeting:

1. In accordance with Article 172-1 & 192-1 of the Company Act, Shareholders holding more than 1% of the total issued shares of the Company may submit a proposal to the Company in writing for an ordinary general meeting.

2. Proposal:

3. Each shareholder shall make no more than one proposal and each proposal shall not exceed 300 words. Otherwise the proposal shall not be included in the agenda. Nomination content:

4. The nominee shareholder shall attach the name, education, experience, letter of commitment of the nominee who is willing to be a director after being elected, a statement that there are no circumstances stipulated in Article 30 of the Company Law and other relevant supporting documents, and the number of nominated candidates shall not exceed the number of independent directors to be elected, and those who exceed the number of candidates to be elected will not be included in the list of candidates for independent directors.

5. The Company announced at the Public Information Observatory in accordance with the law that it will accept shareholders' proposals for this general meeting and the nomination of candidates for independent directors from March 21, 2025 to March 31, 2025 (registered mailers will be based on mail).

6. The Company did not receive any shareholder proposal and nomination.

48