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FLEXIUM AGM Information 2026

Apr 27, 2026

52545_rns_2026-04-27_91939984-071d-470a-aeb5-55598c442e20.pdf

AGM Information

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Stock Code: 6269

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Flexium Interconnect, Inc.

2026 Annual Shareholders’ Meeting (Translation)

MEETING TIME: 9:00 am May. 28th, 2026 (Thursday)

PLACE: No.1, Shangfa 5th Rd., Hofa Industrial Park, Daliao Dist., Kaohsiung City

DISCLAIMER:

For the convenience of readers, the procedure, agenda, attachments, and appendix of Flexium’s Annual Shareholders’ meeting have been translated into English from the original Chinese version prepared and used in Taiwan, the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language version shall prevail

Table of Contents

I. Meeting Procedure ......................................................................... ........................... 1 II. Meeting Agenda ............................................................................ ........................... 2 I. Report Items ......................................................................................................... 3 II. Proposals Resolutions ......................................................................................... 9 III. Discussions and Directors Election ................................................................... 10 IV. Extempore Motions ........................................................................................... 21

III. Attachment I. 2025 Accountant's Audit Report and Consolidated Financial Statements ............ 22 II. 2025 Accountant's Audit Report and Parent Financial Statements ..................... 35 III. 2025 Appropriation of profit or loss ................................................................... 47 IV. Comparison Table for the Articles of Incorporation Before and After Revision 48 V. Approach to Restricted Stock Awards in 2026 .................................................... 49 IV. Appendices I. Rules of Procedure for Shareholders Meetings .................................................... 54 II. Articles of incorporation ...................................................................................... 65 III. Shareholdings of all directors ............................................................................. 72

Flexium Interconnect. Inc.

Meeting Procedure

I. Meeting Announcement

II. Chairperson’s Remarks

III. Report Items

IV. Proposals

V. Discussions and Elections

VI. Motions

VII. Adjournment

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Flexium Interconnect, Inc. 2026 Annual Shareholders’ Meeting Meeting Agenda

(Translation)

Convening methodPhysical meeting Time9:00 am May 28, 2026

PlaceNo.1, Shangfa 5th Rd., Hofa Industrial Park, Daliao Dist., Kaohsiung City Chaired byWalter Cheng, Chairman

I.Chairperson’s Remarks

II.Report Items

  • (I)2025 Annual Business Report.

  • (II)2025 Audit Committee’s Audit Report.

  • (III)The Company's Domestic unsecured convertible corporate bond issuance situation and progress report.

  • (IV)The handling status for the resolution of 2025 Regular Shareholders’ Meeting for “conducting public offerings of ordinary shares, or issue new shares to participate in GDRs, or private placements of ordinary shares, or overseas or domestic convertible bonds”.

III.Proposals

  • (I)2025 Business Report and Financial Statements.

  • (II)2025 Appropriation of profit or loss.

IV.Discussion and Election Items

  • (I)To revise the Articles of Incorporation.

  • (II)Issuance of 2026 Restricted Stock Awards, RSA.

  • (III)Hold public offering of common stocks, joining depositary receipts by new issues or private placement of common stocks, issuing convertible bonds in foreign and domestic.

  • (IV)Release the Directors from the non-competition restriction.

V.Motions

VI.Adjournment

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Report Items

Proposal 1: 2025 Annual Business Report.

Flexium Interconnect. Inc. Business reports

Affected by the weak global macroeconomic environment and sluggish demand in the consumer electronics market in 2025, the recovery momentum of the smartphone market was insufficient, resulting in a decline in shipment volume of existing flexible printed circuit (FPC) products. This placed pressure on the operating performance of Flexium Interconnect, Inc., further compressing gross margin levels and causing profitability in 2025 to fall short of expectations.

In response to changes in the industry structure, Flexium will continue to advance product and technology upgrades and actively invest in the R&D and capacity deployment of MetaLink, an AI high-speed transmission solution, to address the growth trend in high-performance computing and data center applications.

Business Performance

Flexium’s consolidated revenue for the full year of 2025 was NTD 22.35 billion, representing a decrease of 15.5% compared to NTD 26.44 billion in the previous year; net loss after tax was NTD 2.21 billion, an increase of NTD 1.39 billion compared to net loss after tax of NTD 0.82 billion in the previous year; loss per share was NTD 6.95, an increase of NTD 4.39 compared to loss per share of NTD 2.56 in the previous year.

Note: No published financial forecasts were released for 2025, so no budget is forthcoming.

Market trend

Entering 2026, generative AI has deeply penetrated the global industry chain, driving a cross-generational transformation of high-performance computing (HPC) and edge computing devices. With the large-scale application of 5G/6G communication technologies, low Earth orbit satellite networks, and AI robots, electronic products have higher-than-ever requirements for high-frequency transmission and thermal performance. This trend drives flexible printed circuit (FPC) technology toward ultra-fine line development, high-layer integration, and heterogeneous material applications to meet the urgent demand of end products for miniaturization and superior performance.

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AI-driven technological transformation places greater emphasis on "system integration" and "data-driven" approaches. The Company recognizes that FPC is not only a bridge for hardware connectivity but also a core component for realizing brain-computer interfaces (Neuralink), advanced human-machine interaction (AR/VR), and intelligent in-vehicle systems. To this end, Flexium continues to invest in the R&D of optical communication technologies, millimeter-wave technologies, and NeuroCircuit FPC, as well as the deep integration of AI application systems, to enhance the intelligence level of its production lines and precisely respond to rapidly changing market demands.

Status of research and development

Flexium will leverage its MetaLink technology to deepen its transformation strategy for AI transmission products, driving growth momentum across diverse customer sectors. In terms of management, the company will adopt data-driven decision-making to enhance execution efficiency and market responsiveness, while continuously advancing R&D and management innovation to establish a long-term competitive advantage.

MetaLink technology is a high-frequency, high-speed transmission solution specifically designed for AI servers and high-performance computing (HPC) requirements. Flexium has achieved significant milestones in MetaLink R&D, successfully streamlining the overall manufacturing process by approximately 30%. This process simplification has led to a marked reduction in energy consumption, with an estimated 50% decrease in carbon emissions, fully embodying the core values of green manufacturing and sustainable development.

Regarding technical performance, MetaLink technology optimizes the stack structure design to ensure more stable and smooth signal transmission, effectively reducing transmission loss and improving overall signal performance by approximately 65%. Furthermore, the product features an ultra-thin and flexible design that significantly enhances FPC space utilization by 80%, allowing for versatile applications in high-density, miniaturized, and space-constrained advanced electronic devices.

In summary, MetaLink technology has achieved breakthrough progress across three major dimensions: process efficiency, environmental sustainability, and performance enhancement. It possesses high industry competitiveness and commercialization potential, and is expected to provide the company with long-term growth momentum.

4

Environment, Social, and Corporate Governance (ESG)

To align with the global trend toward net-zero emissions, Flexium officially joined the RE100 initiative in 2022 and committed to achieving 100% use of renewable energy across the Company by 2040, thereby driving the Company toward carbon neutrality. Subsequently, in 2023, a GHG inventory information platform and the ISO 50001 energy management system were introduced. Through data analysis of emission hotspots, energy-saving and carbon reduction initiatives are further actively promoted to effectively mitigate the impacts of climate change. In 2024, the Company continued its carbon reduction efforts, obtaining ISO 14064-1 verification and progressively expanding renewable energy facilities.

In the critical transition period of 2025, the Company has formally commenced the use of self-generated renewable energy and, through precise emission control, ensures that emissions are below regulatory thresholds, significantly reducing potential carbon fee risks. In addition to its own carbon reduction achievements, the Company has also initiated green energy planning and carbon inventory processes across its supply chain, with the aim of working with partners to build a sustainable low-carbon alliance. In addition, we have made significant progress in social engagement and employee care. We have deepened community involvement through diverse volunteer activities and significantly increased the adoption of online learning among employees through digital transformation. In the workplace environment, we have also achieved the goal of obtaining national-level Healthy Workplace certification across all sites, fulfilling our commitment to employees' physical and mental well-being.

Looking ahead, Flexium will continue to deepen the substance of its corporate sustainability governance:

• Environmental governance:

We will continue to promote water-saving and energy-saving initiatives, implement the policy of "pursuing green factories," and reduce production energy consumption through technological innovation.

  • Social responsibility:

We will expand the impact of social engagement, encourage employees to participate in volunteer services, and continue to optimize digital learning platforms to enhance talent competitiveness. At the same time, we plan to obtain higher-level Outstanding Healthy Workplace Awards and regard employee well-being as a core element of corporate competitiveness.

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  • Innovation governance:

The Company will continue to invest in R&D, strengthen its patent portfolio, and uphold "ethical corporate management" as the highest principle, implementing a transparent and rigorous compliance culture.

In response to the global shift toward a digital economy, Flexium will continue to leverage intelligent equipment to accelerate the advancement of smart factories, enhancing process efficiency and product yield. We are committed to building a robust and resilient supply chain and will continue to advance toward sustainability goals through a mutually beneficial business model.

Sustainable operations and global expansion

From a long-term industry perspective, the global technology industry is advancing toward a new milestone of high value-added development and smart manufacturing. Technological innovation and supply chain resilience have become key elements of corporate core competitiveness. Flexium will continue to increase investment in advanced manufacturing processes, digital transformation, and green energy applications to implement ESG sustainability goals. As a key link in the global electronics industry chain, we will leverage our leading advantages in high-performance computing and precision manufacturing to continuously expand our global market presence and create long-term and stable value for shareholders.

Director Chairman: Walter Cheng Manager person: David Cheng Accounting Supervisor: Arthur Shiung

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Proposal 2: 2025 Audit Committee’s Audit Report.

Audit Committee’s Audit Report

The board of directors has produced the company's 2025 annual business report, financial statements, appropriation of profit or loss, and so on. Among them, PWC Taiwan has been entrusted to audit the financial statements and issue an audit report. The above-mentioned business report, financial statements and appropriation of profit or loss has been reviewed by the Audit Committee and found to have no inconsistencies. This report is issued in accordance with relevant provisions of the Securities and Exchange Act and the Company Act.

For 2026 Annual Meeting of Shareholders

Flexium Interconnect. Inc. Convener of Audit Committee:

Xin-Bin Fu

March 10, 2026

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Proposal 3: The Company's Domestic unsecured convertible corporate bond issuance situation and progress report

  • Description: (I) The fifth domestic unsecured convertible corporate bond

    1. In order to repay bank loans, the company issued the fifth domestic unsecured convertible corporate bond on August 2, 2024. The total issuance amount is NT$2 billion, and the issuance period is 3 years, from August 2, 2024 to August 2, 2027.

    2. The funds raised will be used to repay bank loans, which was originally expected to be completed in the fourth quarter of 2024. However, in order to make the most effective use of the funds, the progress of fund execution has lagged behind the expected progress. The bank loans will be repaid in batches according to the plan in the future.

    3. The company's bonds have not yet been converted, and the latest conversion price is NT$93.

    4. (II) The sixth domestic unsecured convertible corporate bond

    5. In order to replenish working capital, the company issued the sixth domestic unsecured convertible corporate bond on August 2, 2024. The total issuance amount is NT$1 billion, and the issuance period is 3 years, from August 2, 2024 to August 2, 2027.

    6. The funds raised in this project are used to supplement working capital and have been fully implemented according to the expected progress.

    7. The company's bonds have not yet been converted, and the latest conversion price is NT$101.

  • Proposal 4: The handling status for the resolution of 2025 Regular Shareholders’ Meeting for “conducting public offerings of ordinary shares, or issue new shares to participate in GDRs, or private placements of ordinary shares, or overseas or domestic convertible bonds.”

  • Description: (I) For the purpose of replenishing working capital, repaying bank loans, repaying corporate bonds, and considering the timeliness, feasibility and cost of issuance, on May 28, 2025, the regular shareholders’ meeting has resolved to authorize the Board to raise funds through public offerings or private placements with strategic investors within the limit of 32,000,000 shares, depending on the capital market condition; the Company may choose one or a combination of issuance of ordinary shares, issuance of new shares to participate in global depositary receipts or issuance of overseas or domestic convertible bonds in one or more phases or at the same time.

  • (II)By considering the capital market conditions, the Board meeting on March 10, 2026 has approved to discontinue the aforesaid capital increase program.

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Proposals

Proposal 1: 2025 Business Report and Financial Statements.

  • Description :(I) The Company’s 2025 Business Report and Financial Statements were resolved by

    • the company’s board of directors. The financial statements have been audited by the accountants Liao, A-Shen and Wang, Chun-Kai from PwC Taiwan. The above financial statements and the business report have been sent to the Audit Committee for review and issuance of an audit report.
  • (II)Please refer to pages 3~6 and Attachment I and II on pages 22~46 of this handbook for the list in the previous item.

Resolution:

  • Proposal 2: 2025 Appropriation of profit or loss.

  • Description: The 2025 Earnings Distribution Proposal has been approved by the Board of Directors and reviewed by the Audit Committee. Please refer to Attachment 3 on page 47 of this handbook.

Resolution:

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Discussion and Election Items

Proposal 1: To revise the Articles of Incorporation

(Proposed by the board of directors)

  • Description: To comply with Article 24 of the "Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies," certain articles of the "Articles of Incorporation" are proposed to be amended. For the comparison table of the proposed amendments, please refer to Attachment 4 on page 48 of this handbook.

Resolution:

Proposal 2: Proposal for the 2026 issuance of Restricted Stock Awards. (Proposed by the board of directors)

  • Description: (I) In accordance with the relevant provisions of Article 267 of the Company Act, the "Regulations Governing the Offering and Issuance of Securities by Securities Issuers," and so on, the “Procedures of 2026 Restricted Stock Awards Issuance.”

  • (II) The Restricted Stock Awards to be issued in this instance shall be declared to the competent authority within one year after the resolution of the shareholders ’meeting. Within two year from the date when the notification of the effective declaration of the competent authority is reached, it may be issued one or more times according to actual needs. The actual date of issue shall be determined by the chairman as authorized by the board of directors.

  • (III) The Restricted Stock Awards issued in this instance are as follows:

    1. Total amount of issuance: 700,000 ordinary shares will be issued; provided, the actual shares to be issued will be resolved by the Board after the proposal of Restricted Stock Awards issuance approved by the shareholders’ meeting and the competent authority.

    2. Issuance conditions:

      • (A)Issuance price: Issued to employees free of charge

      • (B) Vesting conditions:

        • (I) In accordance with these Measures, If employees still employed from the date of grant to the expiration date, and the personal performance evaluation score is 3A (inclusive) or above in the year before the expiration date, the proportion of shares that can meet the vested conditions is as follows:

        • (1) The tenure expires 6 months after the date of grant: the vested ratio is 30%.

        • (2) The tenure expires 18 months after the date of grant: the vested

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ratio is 30%.

  • (3) The tenure expires 30 months after the date of grant: remaining shares.

The above shares are unconditional carry to stock.

  - (II) The term of service grant date is defined as the date when the stock is distributed to the shareholder list.

  - (III) In case of holidays at the above times, then matters should be handled in advance on the prior business day.
  • (C) Handling of employees who do not meet these conditions: Shares that do not meet the vesting conditions will be recovered by the company free of charge and applied for cancellation.

  • Staff qualifications and the number of shares that can be allocated or subscribed:

  • (A) The eligible employees are limited to these full-time employees of the Company or the companies controlled by subordinated to the Company on board on or before the date of granting the Restricted Stock Awards; the referred companies controlled by subordinated to the Company are recognized pursuant to the standards specified in Article 369-2, Article 369-3, Paragraph 2 of Article 369-9, and Article 369-11 of the Company Act, or the laws and regulations updated before the issuance, and the competent authority’s regulations.

  • (B) In order to protect the rights and interests of shareholders, the Company will carefully manage the Procedures. Persons who must be issued Restricted Stock Awards will be limited to: (i) Key personnel related to the future successful development of the Company; (ii) Those whose individual performance is of considerable value to the Company; (iii) Core new employees; and so on.

  • (C) For the actual number of employees and the number of restricted employee shares that can be allocated according to the Procedures, factors will be considered including performance, past and expected overall contributions, special merits, development potential, grade, seniority, etc., and the Company’s operational needs and business development strategies will also be considered. After being approved by the chairman, this shall be reported to the board of directors for resolution. Provided that where any director or managerial officer is

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listed in the subscribers, the approval of the Remuneration Committee is required; for these subscribers not managerial officers, the approval of the Audit Committee is required before being submitted to the Board of Directors for the resolution.

  - (D)  The number of Restricted Stock Awards granted to a single employee shall be handled in accordance with Regulations Governing the Offering and Issuance of Securities.
  • (IV) Restrictions on shares before the vesting conditions are met:

  • Once the restricted employee stocks are issued, they shall be trusted immediately. The Company or a person designated by the Company shall act as an agent for all assigned employees to sign and revise trust-related contracts with the trust institution and authorize them to handle relevant trust affairs. In addition, before the vesting conditions are met, employees must not request to return the restricted stock for employees with any excuse or in any manner.

  • Before the vesting conditions set in the preceding Article are fulfilled, except in cases of inheritance, employees must not use the restricted employee are allocated according to these measures to sell, pledge, transfer, gift to others, set up, or discriminate in other ways.

  • Before meeting the vesting conditions, the shareholders’ rights in shareholders’ meeting, including attendance, proposal, speech, casting votes, and voting rights are entrusted to the trustee institution for exercising.

  • Before the vesting conditions are met, there shall be no rights to earnings distributions (including but not limited to: dividends, bonuses, capital reserve allocated rights) nor to cash-enhanced share options.

  • From the day of the Company's non-gratuitous allotment stop transfer day, the cash dividend stop transfer day, the cash capital increase subscription stop transfer day, the shareholders' meeting transfer period determined by Article 165, Paragraph 3 of the Company Law, or other legal business stoppage period based on the facts from the first 15 business days to the reference date for the distribution of rights, employees who meet the acquired conditions during this period do not have the right to surplus distribution.

  • During the vesting period, where the Company decreases the capital due to any non-statutory capital decrease, such as the capital decrease in cash, the capital decrease for offsetting losses, the Restricted Stock Awards shall

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decrease proportionally based on the capital decrease percentage. The cash refunded due to the capital decrease in cash shall be trusted, and refunded to employees without interest when the vesting conditions are met; provided, where the vesting conditions are not met, the Company will retrieve such cash.

  • (V) Necessary reasons for handling these Restricted Stock Awards: to attract and retain talent needed by the company, and motivate employees and enhance their momentum to jointly create in the interests of the Company and its shareholders.

  • (VI) Possible expense amounts, dilution of the Company's earnings per share and other matters affecting shareholders' equity:

  • Possible expense amounts:

    • By estimating the closing price NT$55.7 of the Company's share on March 9, 2026, when all conditions are meet, the maximum amount that may be expensed is NT$38,990 thousand. Subject to vesting conditions, the amount 、

    • of expenses for 2026 to 2029 will be approximately NT$0 thousand 、 、

    • NT$22,224 thousand NT$12,087 thousand NT$4,679 thousand.

    • If the aforementioned Restricted Stock Awards increase or decrease before the issuance, the amount of its expense is also increased or decreased in proportion in order to comply with laws and regulations.

  • Dilution of the Company's earnings per share and other matters affecting shareholders' equity:

    • Based on the issued shares of the Company, 323,131,481 shares, the provisional estimates of the dilution of earnings per share for 2026 to 2029 、 、 、

    • will be NT$0 NT$0.07 NT$0.04 NT$0.01.The dilution of the Company’s earnings per share is still limited, and there is no significant impact on shareholders' equity.

    • If the aforementioned Restricted Stock Awards increase or decrease before the issuance, their impact on earnings per share is also adjusted in equal proportions in order to comply with laws and regulations.

  • (VII) Other important matters agreed upon:

  • The Procedures are effective after being approved by more than two-thirds of the directors of the board of directors and more than half of the directors present, and after they is reported to the competent authority for approval. If amendment is required during the review process of the submission due to the revision requirements of the competent authority, the chairman is authorized

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by the board of directors to revise the Procedures, and they will only be issued after subsequent approval by the board of directors.

  1. If there are matters left unaddressed in the Procedures, then except as otherwise provided by decree, the chairman is authorized by the board of directors to revise or implement it in accordance with relevant laws and regulations.

  2. (VIII)For the Procedures of 2026 Restricted Stock Awards Issuance, please refer to Attachment IV on pages 49~53 of this handbook.

Resolution:

Proposal 3: Proposal to conduct public offerings of ordinary shares, or issue new shares to participate in GDRs, or private placements of ordinary shares, or overseas or domestic convertible bonds.

(Proposed by the board of directors)

  • Description: (I) The Company intends to raise funds through public offerings or private placements with strategic investors at an appropriate time for the purpose of replenishing working capital, repaying bank loans, repaying corporate bonds, and considering the timeliness, feasibility and cost of issuance. The company intends to choose one or a combination of issuance of ordinary shares, issuance of new shares to participate in global depositary receipts or issuance of overseas or domestic convertible bonds in one or more phases or at the same time. The actual number of shares to be issued or converted is proposed to the shareholders' meeting to authorize the Board of Directors to decide within the limit of 32,000,000 shares depending on the capital position as described below.

  • (II) To issue ordinary shares in a public offering for additional cash capital in Taiwan:

  • The par value of each common stock to be issued for domestic cash capital increase will be NT$10. The actual issue price will be determined in accordance with the relevant provisions of the "Self-regulatory Rules Governing the Provision of Advisory Services by Underwriter Members to Issuing Companies Offering and Issuing Securities" of the Taiwan Securities Association and, depending on the market conditions at the time of issuance, the chairman of the board of directors and the underwriters will be authorized to jointly discuss the issue and submit it to the competent authorities for approval. It is proposed to request the Shareholders' Meeting to authorize the Board of Directors to adopt either or both the book building or public subscription method for the public offering in accordance with Article 28 of the Securities and Exchange Act.

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  1. Book building method

  2. (A) The book building method is used for the offering, except for 10% to 15% of the total number of new shares to be subscribed by the Company's employees in accordance with Article 267 of the Company Act, the remaining 85% to 90% of the shares are proposed to the shareholders' meeting to be withdrawn from preemptive subscriptions by the original shareholders in accordance with Article 28-1 of the Securities and Exchange Act, and the entire amount is proposed to be used for the book building method. For the subscription portion that has been renounced or under-subscribed by the employees, the Chairman is authorized to contact the specific persons to subscribe at the issue price.

  3. (B) In accordance with Article 7 of the "the Taiwan Securities Association's Self-regulatory Rules Governing the Provision of Advisory Services by Underwriter Members to Issuing Companies Offering and Issuing Securities", the issue price of ordinary shares shall not be less than 90% of the average of the closing prices of the common shares calculated on the basis of a simple arithmetic average price for a choice of the previous one, three or five business days, less the ex-rights (or ex-rights on capital reduction) and ex-dividend of the gratis allotment of shares, when reporting to the FSC, reporting the book building agreement and underwriting contract to the Association. The actual issue price shall be agreed between the Board and the Underwriter after the end of the book building period, taking into account the overall book building situation and the market conditions.

  4. By public subscription and placement

  5. (A) The public subscription and placement is used for the offering, except for 10% to 15% of the total number of new shares to be subscribed by the Company's employees in accordance with Article 267 of the Company Act, and 10% of the shares are set aside for public subscription in accordance with Article 28-1 of the Securities and Exchange Act, the remaining 75% to 80% will be subscribed by the original shareholders in proportion to their shareholdings as at the record date for subscription. For the subscription portion that has been renounced or under-subscribed by the original shareholders or employees, the Chairman is authorized to contact the specific persons to subscribe at the issue price.

  6. (B) In accordance with Article 6 of the "the Taiwan Securities Association's Self-regulatory Rules Governing the Provision of Advisory Services by Underwriter Members to Issuing Companies Offering and Issuing Securities", the issue price of common shares shall not be less than 70% of the average of the closing prices of the common shares calculated on the

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basis of a simple arithmetic average price for a choice of the previous one, three or five business days, less the ex-rights (or ex-rights on capital reduction) and ex-dividend of the gratis allotment of shares, as reported to the FSC and for the five business days prior to the ex-rights date. The actual issue price shall be agreed between the Board and the Underwriter after the end of the book building period, taking into account the market conditions.

  1. The entitlement and obligations to the above new shares issued by cash capital increase is the same as that of the issued shares.

  2. The proceeds from the cash capital increase through the issuance of ordinary shares are intended to replenish the working capital and to meet the capital requirements for future development and to enhance the operating efficiency, which should positively contribute to the future development of the Company.

  3. The Board of Directors is authorized to determine the important details of the cash capital increase plan, including the issue price, the number of shares to be issued, the terms and conditions of the offering, the projects, the amount to be raised, the forecasts, and the anticipated benefits to be generated. The Chairman is also authorized to handle all matters related to the cash capital increase subject to the approval of the competent authorities and any changes based on operational assessment or objective factors.

  4. The Chairman shall be authorized to determine the record date for the subscription of new shares, the payment period and the record date for the capital increase when the proposal for the cash capital increase is approved by the competent authority.

  5. The Board of Directors shall be authorized to handle the issuance of the aforementioned cash capital increase in the event that the issuance method is required to be amended in accordance with changes in laws and regulations or due to the objective factors.

  6. (III) To conduct a public offering for cash capital increase through the issuance of common shares in order to participate in the issuance of global depositary receipts ("GDRs").

  7. The cash capital increase through the issuance of ordinary shares to participate in the issuance of global depositary receipts ("GDRs") will not only retain 10% to 15% of the total number of new shares to be issued for subscription by the Company's employees in accordance with Article 267 of the Company Act, but the remaining 85% to 90% will be proposed to the shareholders' meeting for public offering in the form of GDRs in accordance with Article 28-1 of the Securities and Exchange Act. For the subscription portion that has been renounced or under-subscribed by the employees, the Chairman is authorized to contact specific persons to subscribe or may be included in the GDR issue at its

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original price depending on market needs.

  1. In accordance with Article 9 of the "the Taiwan Securities Association's Self-regulatory Rules Governing the Provision of Advisory Services by Underwriter Members to Issuing Companies Offering and Issuing Securities", the issue price of common shares participating in the issuance of ODRs shall not be less than 90% of the average of the closing prices of the ordinary shares calculated on the basis of a simple arithmetic average price for a choice of the previous one, three or five business days, less the ex-rights (or ex-rights on capital reduction) and ex-dividend of the gratis allotment of shares. Given that the market price may fluctuate significantly in the short term, it is proposed that the Chairman is authorized to determine the actual issue price in accordance with international practice, with the reference to international capital markets, domestic share prices and the book building, and jointly discuss it with the underwriters based on market conditions. However, if the relevant laws in Taiwan change, the pricing method may also be adjusted in accordance with the law. The cash capital increase through the issuance of ordinary shares was priced in accordance with the relevant laws and regulations and the market practices. Therefore, the issue price was set at a reasonable rate. The original shareholders are still able to purchase the ordinary shares in the domestic stock market at close to the issue price of the GDRs, without exposure to foreign exchange risk and liquidity risk.

  2. The terms, number and price of the issue, the amount of the issue, the plan for the use of funds, the forecast, the expected benefits, the selection of the underwriter and all other related matters shall be submitted to the shareholders' meeting to authorize the Board of Directors to handle these issues with full authority; provided that the same shall apply if the competent authority has approved or if there is a need to amend these issues due to other circumstances.

  3. The cap on the number of common shares to be increased by this offering is 32 million shares, and the maximum dilution ratio to the original shareholders is 9.9%, which should not have a significant influence on the original shareholders' equity. The proceeds from the cash capital increase through the issuance of ordinary shares to participate in the issuance of GDRs were used to replenish the working capital and to meet the capital requirements for future development and to enhance the operating efficiency, which should positively contribute to the future development of the Company.

  4. The entitlement and obligations to the new shares issued in this case shall be the same as the original shares issued.

  5. Upon approval by the competent authority, the Board of Directors shall be authorized to handle matters relating to the new shares issued.

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  • (IV) To conduct the private placement of securities (in accordance with Article 43-6, paragraph 6 of the Securities and Exchange Act and Directions for Public Companies Conducting Private Placements of Securities), as described below:

  • The basis and reasonableness of the private placement pricing:

  • (A) The actual issue price per share of common stock in the private placement shall be set at not less than 80% of the reference price, which shall be the higher of:

    • (a) the average of the closing prices of the ordinary stock on a simple arithmetic basis for a choice of one, three or five business days prior to the pricing date, less the ex-rights and dividends of the gratis allotment and after adding back the capital reduction and ex-rights;

    • (b) The closing prices of the common stock on a simple arithmetic basis for 30 business days prior to the pricing date, less the ex-rights and dividends of the gratis allotment and after adding back the capital reduction and ex-rights.

In the future, it is possible that the price of a private placement may be lower than the par value of the shares. However, it is reasonable to assume that the price of a private placement may be lower than the par value, as required by the current legislation. If, in the future, the ordinary share price of a private placement remains below the par value of the shares due to market factors, the stockholders' equity will be subject to a cumulative loss arising from the difference between the actual private placement price and the par value, which will be eliminated depending on the future operations of the Company. The actual pricing date and the actual price of the private placement are proposed to the shareholders' meeting for resolution and the Board of Directors is authorized to determine the price based on market and company conditions and the selection of strategic investors. In addition to complying with the relevant provisions of the "Directions for Public Companies Conducting Private Placements of Securities ", the above-mentioned basis for setting the price of private placements should be reasonable, considering that there are restrictions on the objects and the number of securities that can be transferred within three years from the date of delivery of private placements, and that no additional public offerings or listings can be reported to the competent authorities before three years of the delivery date.

  • (B) The issue price of private placement of convertible corporate bonds shall not be less than 80% of the theoretical price. The theoretical price will be determined by a pricing model that considers the rights included in the terms of the issuance. The conversion price of the privately placed convertible

18

corporate bonds are priced as the privately placed common shares. If, in the future, the actual price per share is lower than the par value of the shares due to changes in the securities market, the price is set in accordance with the pricing basis regulated by law and reflects the market price, which is necessary in order to raise funds for the long-term stable growth of the Company. In the event that the price per share is lower than the par value, resulting in an increase in accumulated losses that affects shareholders' equity, depending on its operations and market conditions, the Company will submit a proposal to the Board of Directors for a resolution to make up the losses through capital reduction, earnings, additional paid-in capital or other statutory instruments.

  • (C) In order to maintain greatest flexibility in the issuance, the pricing date, the actual reference price and the theoretical price, as well as the actual issuance price and the terms of the issuance (including the coupon rate, the conversion price, the conversion period and the method) have not yet been determined, and it is proposed to request the shareholders' meeting to authorize the board of directors to determine them based on the capital market conditions and the selection of strategic investors. In addition to complying with the relevant provisions of the "Directions for Public Companies Conducting Private Placements of Securities ", the above-mentioned basis for setting the price of private placements should be reasonable, considering that there are restrictions on the objects and the number of securities that can be transferred within three years from the date of delivery of private placements, and that no additional public offerings or listings can be reported to the competent authorities before three years of the delivery date.

  • The method for selecting the specific persons: The strategic investors who meet the eligible criteria stipulated in Article 43-6, paragraph 1 of the Securities and Exchange Act and who can assist the Company in improving technology and quality, reducing costs, increasing efficiency and expanding markets, and who share the Company's business philosophy. The purpose, necessity and anticipated benefits of the strategic investors that meet the aforementioned criteria are to assist the Company in achieving the aforementioned benefits through the technology, knowledge or access of such strategic investors as required for the long-term development of the Company. Matters relating to the selection of specific persons are proposed to the Shareholders' meeting to authorize the board of directors to do so in its full authority.

  • Reasons for the necessity of conducting a private placement:

  • (A) Reasons for not using a public offering: The Company considers the capital

19

market conditions, the timeliness and feasibility of raising capital, the cost of issuance and the actual need to bring in strategic investors. The private placement of securities, which is non-transferable for three years, will ensure a long-term relationship between the Company and its strategic investors; and by authorizing the Board of Directors to conduct the private placement in accordance with the actual needs of the Company's operations, it will effectively enhance the Company's flexibility and mobility in raising capital and therefore it is proposed to issue securities by way of private placement instead of public offering.

  • (B) Use of funds for private placements and anticipated benefits: Depending on the market conditions and the specific person's status, the Company will conduct the private placements in one or several times (up to a maximum of three times), and the proceeds from each private placement will be used to replenish the working capital. Each of the private placements is expected to strengthen the Company's competitiveness, enhance the operating efficiency and financial structure, which will have a positive influence on shareholders' equity.

  • The restrictions on the private placement of securities (including overseas securities) shall be in accordance with Article 43-8 of the Securities and Exchange Act and the relevant regulations of the competent authorities.

  • The shareholders' meeting shall authorize the Board of Directors to handle the material contents of this proposal, including but not limited to the issue price, the number of shares to be issued, the terms and conditions of the issue, the proceeds, the plan for the use of funds, the forecast, the anticipated benefits to be generated, and other unresolved matters; the same shall apply if approved by the competent authorities or if there is a need for amendment due to other circumstances.

  • (V) In connection with the public offering of ordinary shares, or the issuance of new shares to participate in the GDRs, or the private placement of ordinary shares, or the issuance of overseas or domestic convertible corporate bonds, it is proposed that the shareholders' meeting shall authorize the chairman of the board of directors or his designee to sign and negotiate all deeds and documents on behalf of the Company and to do all things necessary for the Company related to the public offering or the private placement.

  • (VI) For this private placement of the overseas or domestic convertible corporate bonds, it is explained in the proposal that the issuance price of the privately placed convertible corporate bonds is not lower than 80% of the reference price, and complying with the laws and regulations; provided, the strategic partners are not yet confirmed, the Board will determine the issuance conditions, coupon

20

rate, and other related conditions depending on the market issuance conditions and the confirmation of the strategic partners upon the approval of this shareholders’ meeting.

  • (VII) The Chairman is hereby authorized to handle all matters not covered by this Statement in accordance with the law.

Resolution:

Proposal 4: Release the Directors from the non-competition restriction. (Proposed by the board of directors)

  • Description: (I) According to Article 209 of the Company Act, for directors who fall under the Company’s business scope on their own behalf or on the behalf of others, it should be important for the shareholders meeting to clarify this and obtain its permission.

  • (II) To utilize the expertise and related experience of the Company’s directors, it is proposed to relieve the directors and their representatives from the non-competition restrictions.

  • (III) Explanatory Table of Competing Business for Independent Director Xin-Bin Fu:

Independent Director Name andposition concurrently held at other company
Xin-Bin Fu Director of Radiant Innovation Inc.

Resolution:

Motions

Adjournment

21

Attachment I

Flexium Interconnect, Inc. AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS AND

INDEPENDENT AUDITORS’ REPORT

DECEMBER 31, 2025 AND 2024


For the convenience of readers and for information purpose only, the auditors’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. In the event of any discrepancy between the English version and the original Chinese version or any differences in the interpretation of the two versions, the Chinese-language auditors’ report and financial statements shall prevail.

22

Representation Letter

In connection with the Consolidated Financial Statements of Affiliated Enterprises of Flexium Interconnect, Inc. (the “Consolidated FS of the Affiliates”), we represent to you that, the entities required to be included in the Consolidated FS of the Affiliates as of and for the year ended December 31, 2025 in accordance with the “Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises” are the same as those required to be included in the Consolidated Financial Statements of Flexium Interconnect, Inc. and its subsidiaries (the “Consolidated FS of the Group”) in accordance with International Financial Reporting Standard 10. Additionally, the information required to be disclosed in the Consolidated FS of Affiliates is disclosed in the Consolidated FS of the Group. Consequently, Flexium Interconnect, Inc. does not prepare a separate set of Consolidated FS of Affiliates.

Very truly yours,

Flexium Interconnect, Inc. By

(Ming-Chi Cheng), Chairman March 10, 2026

23

INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE

PWCR25005063

To the Board of Directors and Shareholders of Flexium Interconnect, Inc.

Opinion

We have audited the accompanying consolidated balance sheets of Flexium Interconnect, Inc. and subsidiaries (the “Group”) as at December 31, 2025 and 2024 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, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at December 31, 2025 and 2024 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 Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with Norm of Professional Ethics for Certified Public Accountants in the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the consolidated financial statements of the current period. 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 Group’s consolidated financial statements of the current period are stated as follows:

24

Key audit matter - Valuation of impairment of accounts receivable

Description

For the accounting policies on accounts receivable, please refer to Note 4(10). For the uncertainty of accounting estimates and assumptions in relation to accounts receivable, please refer to Note 5(2). For the details of net accounts receivable, please refer to Note 6(5).

The criteria that the Group uses to measure expected credit loss includes the aging of accounts receivable past due, financial situation of customers, internal credit ranking and historical transaction records. Based on this criterion, the Group estimates the amounts of allowance for accounts receivable that the Group has to provision. As the estimates are subject to management’s judgement and involves uncertainty, the recoverable amount may be significantly affected. Thus, we consider the valuation of impairment of accounts receivable 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:

  • A.Obtained an understanding of the Group’s operation and sales customers. Assessed the reasonableness of policies and process applied in allowance for accounts receivable, including the objective evidence for the loss rate and compared whether the provision policies adopted in the different periods are consistently applied.

  • B.Verified the consistency between the expected credit loss in the past due period for each group applied in calculating allowance for accounts receivable and the provision policies .

  • C.Verified the accuracy of the classification for accounts receivable aging to confirm that the information in the reports is consistent with its policies.

  • D.Sampled and performed subsequent collection tests for material accounts receivable and evaluated their recoverability.

Key audit matter - Inventory valuation

Description

For the accounting policies on inventory valuation, please refer to Note 4(14). For the uncertainty of accounting estimates and assumptions in relation to inventory valuation, please refer to Note 5(2). For the details of inventory, please refer to Note 6(6).

The Group is primarily engaged in manufacturing and sales of flexible print circuit board which belongs to a rapidly changing industry and is easily affected by the market price. Thus, there is a higher risk of incurring inventory valuation losses or having obsolete inventory. The Group determines inventory value using the item-by-item approach and recognised at the lower of cost and net realisable

25

value. For inventory that is over a certain age, the net realised value was calculated from the historical experience of disposing old inventories.

The determination of net realisable value for obsolete or slow-moving inventory are subject to management’s judgement and involves uncertainty. Considering the Group’s inventory balance and the allowance for inventory valuation losses are material to its financial statements, we consider the inventory valuation 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:

  • A.Obtained an understanding of the Group’s operation and industry. Assessed the reasonableness of the policy and procedures applied to recognise allowance for inventory evaluation losses and whether the accounting policy has been consistently applied in the comparative periods of financial statements.

  • B.Understood the Group’s inventory control procedures. Participated in the annual inventory count in order to assess the effectiveness of the classification of obsolete inventory and internal control over obsolete inventory.

  • C.Sampled and verified the accuracy of inventory aging calculation, confirmed and verified the reasonableness of obsolete inventories identification, the basis of net realisable value valuation of inventories to assess the reasonableness of provision of allowance for inventory valuation losses.

Other matter – Parent company only financial statements

We have audited and expressed an unmodified opinion with a other matter paragraph on the parent company only financial statements of Flexium Interconnect, Inc. and an unmodified opinion as of and for the years ended December 31, 2025 and 2024.

Responsibilities of management and those charged with governance for the consolidated financial statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and 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

26

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.

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 judgement and professional skepticism throughout the audit. We also:

  • A.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.

  • B.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.

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

  • D.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.

  • E.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.

  • F.Obtain sufficient appropriate audit evidence regarding the financial information of the entities or

27

business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements 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

Liao, A-Shen Wang, Chun-Kai

For and on behalf of PricewaterhouseCoopers, Taiwan

March 10, 2026

------------------------------------------------------------------------------------------------------------------------------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.

28

Flexium Interconnect, Inc. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2025 AND 2024

(Expressed in thousands of New Taiwan dollars)

Assets December 31, 2025
Notes
AMOUNT
%
6(1)
$ 3,293,251
9
6(2)
3,430,087
10
6(4)
2,938,460
8
6(5) and 7
4,095,353
11
147,252
-
42,486
-
6(6)
3,442,511
10
492,125
1
6(23)
26,763
-
17,908,288
49
6(3)
2,616
-
6(4) and 8
975,350
3
6(7)
152,889
-
6(8)(11)
13,415,039
37
6(9)
869,959
2
6(10)
1,795,744
5
898,944
3
6(12) and 8
158,885
1
18,269,426
51
$ 36,177,714
100
(Continued)
December 31, 2024 December 31, 2024
AMOUNT
$ 3,194,566
3,501,713
5,091,366
3,750,024
107,232
-
3,057,274
362,336
38,931
19,103,442
1,152
683,080
5,666
15,375,121
942,118
1,891,277
439,571
152,699
19,490,684
$ 38,594,126
%
Current assets
1100
Cash and cash equivalents
1110
Financial assets at fair value through
profit or loss-current
1136
Financial assets at amortised
cost-current
1170
Accounts receivable, net
1200
Other receivables
1220
Current tax assets
130X
Inventories
1410
Prepayments
1470
Other current assets
11XX
Current Assets
Non-current assets
1517
Financial assets at fair value through
other comprehensive income
non-current
1535
Financial assets at amortised cost
non-current
1550
Investments accounted for using
equity method
1600
Property, plant and equipment
1755
Right-of-use assets
1780
Intangible assets
1840
Deferred tax assets
1900
Other non-current assets
15XX
Non-current assets
1XXX
Total assets
8
9
13
10
-
-
8
1
-
49
-
2
-
40
3
5
1
-
51
100
29

Flexium Interconnect, Inc. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2025 AND 2024

(Expressed in thousands of New Taiwan dollars)

Liabilities and Equity December31,2025
December31,2024
Notes
AMOUNT
%
AMOUNT
%
6(13)
$ -
-
$ 35,000
-
6(2)
-
-
6,755
-
6(23) and 7
10,973
-
18,296
-
4,501,748
13
3,979,050
11
6(14) and 7
2,616,331
7
2,432,603
6
38,011
-
41,472
-
28,525
-
22,687
-
6(16)
466,784
1
625,117
2
47,716
-
19,092
-
7,710,088
21
7,180,072
19
6(15)
2,901,202
8
2,840,588
8
6(16)
811,314
2
1,278,098
3
1,641,030
5
1,668,490
4
71,198
-
34,869
-
50,644
-
4,392
-
5,475,388
15
5,826,437
15
13,185,476
36
13,006,509
34
6(18)(19)
3,231,315
9
3,232,010
8
6(15)(20)
1,032,228
2
976,833
2
6(21)
2,914,777
8
2,914,777
8
26,370
-
513,977
1
14,631,611
41
16,370,086
43
6(22)
(
305,546) (
1) (
63,923)
-
6(19)
(
168,973)
-
-
-
21,361,782
59
23,943,760
62
4(3)
1,630,456
5
1,643,857
4
22,992,238
64
25,587,617
66
9

11
$ 36,177,714
100
$ 38,594,126
100
December31,2024 December31,2024
%
Current liabilities
2100
Short-term borrowings
2120
Financial liabilities at fair value
through profit or loss-current
2130
Current contract liabilities-current
2170
Accounts payable
2200
Other payables
2230
Current income tax liabilities
2280
Current lease liabilities
2320
Long-term liabilities, current portion
2399
Other current liabilities, others
21XX
Current Liabilities
Non-current liabilities
2530
Bonds payable
2540
Long-term borrowings
2570
Deferred tax liabilities
2580
Non-current lease liabilities
2600
Other non-current liabilities
25XX
Non-current liabilities
2XXX
Total Liabilities
Equity attributable to owners of
parent
Share capital
3110
Share capital - 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
3500
Treasury stocks
31XX
Equity attributable to owners of
the parent
36XX
Non-controlling interests
3XXX
Total equity
Significant contingent liabilities and
unrecognised contract commitments
Significant events after the balance sheet
date
3X2X
Total liabilities and equity
-
-
-
11
6
-
-
2
-
19
8
3
4
-
-
15
34
8
2
8
1
43
-
-
62
4
66
100

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

30

Flexium Interconnect, Inc. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2025 AND 2024

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

Items YearendedDecember31
2025
2024
Notes
AMOUNT
%
AMOUNT
%
6(23) and 7
$ 22,349,854
100
$ 26,443,782
100
6(6)(10)(28)(29)
(
22,054,491)(
99)(
24,923,777) (
94)
295,363
1
1,520,005
6
6(10)(28)(29)
(
223,327 ) (
1) (
244,839) (
1 )
(
820,110 ) (
4) (
923,512) (
4 )
(
2,554,985 ) (
11) (
2,163,038) (
8 )
12(2)
1,289
-
(
2,646)
-
(
3,597,133 )(
16)(
3,334,035) (
13 )
(
3,301,770 )(
15)(
1,814,030) (
7 )
6(4)(24)
231,106
1
274,802
1
6(25)
156,581
1
160,414
1
6(2)(26)
103,331
-
231,296
1
6(27)
(
72,945 )
-
(
52,170)
-
6(7)
(
3,431)
-
(
493)
-
414,642
2
613,849
3
(
2,887,128 ) (
13) (
1,200,181) (
4 )
6(30)
678,016
3
383,263
1
($ 2,209,112 )(
10)($ 816,918) (
3 )

6(17)
$ 2,756
-
$ 18,493
-
6(3)
260
-
(
94,502)
-
(
266,498 )(
1)
580,559
2
($ 263,482)(
1) $ 504,550
2
($ 2,472,594 )(
11)($ 312,368) (
1 )
( $ 2,228,838 ) (
10) ($ 826,490) (
3 )
19,726
-
9,572
-
($ 2,209,112 )(
10)($ 816,918) (
3 )

( $ 2,491,763 ) (
11) ($ 320,389) (
1 )
19,169
-
8,021
-
($ 2,472,594)(
11)($ 312,368) (
1)
6(31)
($ 6.95)($ 2.56)
( $ 6.95) ($ 2.56)
4000
Sales revenue
5000
Operating costs
5900
Net operating margin
Operating expenses
6100
Selling expenses
6200
General and administrative expenses
6300
Research and development expenses
6450
Impairment gain and reversal of
impairment loss (impairment loss)
determined in accordance with IFRS
9
6000
Total operating expenses
6900
Operating loss
Non-operating income and expenses
7100
Interest income
7010
Other income
7020
Other gains and losses
7050
Finance costs
7060
Share of profit loss of associates and
joint ventures accounted for using
equity method
7000
Total non-operating revenue and
expenses
7900
Loss before income tax
7950
Income tax benefit
8200
Loss for the year
Other comprehensive income (loss)
Components of other comprehensive
income (loss) that will not be
reclassified to profit or loss
8311
Other comprehensive income, before
tax, actuarial gains on defined benefit
plans
8316
Unrealised gains (losses) from
investments in equity instruments
measured at fair value through other
comprehensive income
Components of other comprehensive
income (loss) that will be reclassified
to profit or loss
8361
Financial statements translation
differences of foreign operations
8300
Total other comprehensive (loss)
income for the year
8500
Total comprehensive loss for the year
(Loss) profit, attributable to:
8610
Owners of parent
8620
Non-controlling interests
Comprehensive loss income attributable
to:
8710
Owners of parent
8720
Non-controlling interests
Loss per share
9750
Basic loss per share
9850
Diluted loss per share

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

31

Flexium Interconnect, Inc. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2025 AND 2024

(Expressed in thousands of New Taiwan dollars)

Year 2024
Balance at January 1, 2024
Profit (loss) for the year
Other comprehensive income (loss)
Total comprehensive income
Appropriation and distribution of 2023 earnings:
Legal reserve
Special reserve
Cash dividends
Cash dividends from capital surplus
Share based payments transactions
Issuance of convertible bonds
Recognition of changes in ownership interests in
subsidiaries
Distribution of cash dividends by subsidiaries
Balance at December 31, 2024
Year 2025
Balance at January 1, 2025
Profit (loss) for the year
Other comprehensive income (loss)
Total comprehensive income (loss)
Appropriation and distribution of 2024 earnings:
Reversal of special reserve
Share based payments transactions
Return of unclaimed dividends to shareholders
Purchase of treasury share
Recognition of changes in ownership interests in
subsidiaries
Distribution of cash dividends by subsidiaries
Balance at December 31, 2025
Notes Equity attributable to Equity attributable to Equity attributable to o wners ofthe parent wners ofthe parent Non-controlling
interests
Totalequity
Share capital-
commonstock
Capitalsurplus Retained earnings Other equity
interest
Treasury stocks Total
Legal reserve Special reserve Unappropriated
retained earnings
6(22)
6(21)
6(20)
6(18)(20)(22)
6(14)(19)
6(22)
6(18)(20)(22)
6(20)
6(19)
$ 3,225,010
-
-
-
-
-
-
-
7,000
-
-
-
$ 3,232,010
$ 3,232,010
-
-
-
-
(
695 )
-
-
-
-
$ 3,231,315
$ 778,955
-
-
-
-
-
-
(
322,501 )
40,448
479,931
-
-
$ 976,833
$ 976,833
-
-
-
-
44,676
(
16 )
-
10,735
-
$ 1,032,228
$ 2,708,045
-
-
-
206,732
-
-
-
-
-
-
-
$ 2,914,777
$ 2,914,777
-
-
-
-
-
-
-
-
-
$ 2,914,777
$ 328,092
-
-
-
-
185,885
-
-
-
-
-
-
$ 513,977
$ 513,977
-
-
-
(
487,607 )
-
-
-
-
-
$ 26,370
$ 18,866,116
(
826,490 )
18,493
(
807,997 )
(
206,732 )
(
185,885 )
(
1,290,004 )
-
-
-
(
5,412 )
-
$ 16,370,086
$ 16,370,086
(
2,228,838 )
2,756
(
2,226,082 )
487,607
-
-
-
-
-
$ 14,631,611
($ 514,023 )

-
487,608

487,608

-

-

-
-
(
37,508 )
-

-
-
($ 63,923 )
($ 63,923 )

-
(
265,681 )
(
265,681 )
-
24,058
-
-
-
-
($ 305,546 )
$ -
-
-
-
-
-
-
-

-
-
-
-
$ -
$ -
-

-

-
-
-
-
(
168,973 )
-
-
($ 168,973 )
$ 25,392,195
(
826,490 )
506,101
(
320,389 )
-
-
(
1,290,004 )
(
322,501 )
9,940
479,931
(
5,412 )
-
$ 23,943,760
$ 23,943,760
(
2,228,838 )
(
262,925 )
(
2,491,763 )
-
68,039
(
16 )
(
168,973 )
10,735
-
$ 21,361,782
$ 1,665,273
9,572
(
1,551 )
8,021
-
-
-
-
-
-
9,118
(
38,555 )
$ 1,643,857
$ 1,643,857
19,726
(
557 )
19,169
-
-
-
-
10,666
(
43,236 )
$ 1,630,456
$ 27,057,468
(
816,918 )
504,550
(
312,368 )
-
-
(
1,290,004 )
(
322,501 )
9,940
479,931
3,706
(
38,555 )
$ 25,587,617
$ 25,587,617
(
2,209,112 )
(
263,482 )
(
2,472,594 )
-
68,039
(
16 )
(
168,973 )
21,401
(
43,236 )
$ 22,992,238

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

32

Flexium Interconnect, Inc. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2025 AND 2024

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Loss before tax
Adjustments
Adjustments to reconcile profit (loss)
Share-based payments

Expected credit gain (loss)

Provision for allowance for sales returns and discounts
Deprecication expense

Amortization expense

Net gain on financial assets and liabilities at fair value
through profit or loss

Interest expense

Interest income

Dividend income

Share of profit of subsidiaries, associates and inoint
ventures accounted for using equity method

Gain on disposal of property, plant and equipment

Reversal of impairment loss on property, plant and
equipment

Gain arising from lease modifications

Unrealized profit from sales
Changes in operating assets and liabilities
Changes in operating assets
Decrease in financial assets at fair value through
profit or loss-current
(Increase) decrease in accounts receivable
(Increase) decrease in other receiables
(Increase) decrease in inventories
(Increase) decrease in prepayments
Decrease in other current assets
Increase in other non-current assets
Changes in operating liabilities
(Decrease) increase in contract liabilities
Increase (decrease) in accounts payable
Increase (decrease) in other payalbe
Increase (decrease) in other current liabilities,
others
Increase (decrease) in other non-current liabilities
Cash (outflow) inflow generated from operations
Interest received
Dividends received
Payment of interest
Income tax refund
Income tax paid
Net cash flows (used in) from operating activities
Year ended December 31
Notes
2025
2024
( $ 2,887,128 ) ( $ 1,200,181 )
6(18)
89,440
9,940
12(2)
(
1,289 )
2,646
5,243
35
6(8)(9)(28)
2,506,305
2,917,113
6(10)(28)
157,901
180,829
6(2)(26)
(
58,821 ) (
10,136 )
6(27)
72,945
52,170
6(24)
(
231,106 ) (
274,802 )
6(25)
(
1,313 ) (
12,350 )
6(7)
3,431
493
6(26)
(
20,564 ) (
17,737 )
6(26)
(
288 )
-
6(9)
(
20 )
-
(
766 )
416
48,090
175,037
(
349,283 )
1,030,752
(
16,990 )
20,426
(
385,237 )
800,649
(
129,789 )
5,405
12,168
1,289
(
1,454 )
-
(
7,323 )
10,171
522,698 (
44,651 )
269,805 (
628,090 )
28,624 (
41,987 )
45,313 (
1,343 )
(
329,408 )
2,976,094
141,311
228,346
1,313
12,350
(
12,480 ) (
27,418 )
145,236
-
- (
901,477 )
(
54,028 )
2,287,895

(Continued)

33

Flexium Interconnect, Inc. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2025 AND 2024

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of financial assets mandatorily measured at
fair value through profit or loss-current
Proceeds from disposal of financial assets mandatorily
measured at fair value through profit or loss-current
Decrease (increase) in financial assets at amortised
cost-current
Increase in financial assets at amortised cost-non-current
Increase in financial assets at fair value through other
comprehensive income non-current

Acquisition of property, plant and equipment (including
prepayment for equipment)

Proceeds from disposal of property, plant and equipment
Acquistion of intangible assets

Decrease in refundable deposits
Interest received
Acquisition of investments accounted for using equity
method
Net cash flows from (used in) investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Increase in short-term loans

Repayments of short-term borrowings

Repayments of principal portion of lease liabilities

Proceeds from issuance of corporate bonds

Repayments of corporate bonds

Repayments of long-term borrowings

Increase (decrease) in other non-current liabilities
Payments to acquire treasury shares

Cash dividends paid and cash dividends paid from capital
suplus

Return of unclaimed dividends to shareholders

Distribution of cash dividends by subsidiaries
Net cash flows (used in) from financing activities
Effect of exchange rate changes on cash and cash
equivalents
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
2025
2024
( $ 16,570,657 ) ( $ 6,426,518 )
16,631,577
4,712,318
2,152,906 (
3,383,244 )
(
292,270 )
-
12(3)
(
1,204 )
-
6(32)
(
703,484 ) (
956,587 )
65,514
28,161
6(32)
(
29,589 ) (
27,569 )
1,097
176
102,967
81,085
(
150,000 )
-
1,206,857 (
5,972,178 )
6(33)
-
1,808,791
6(33)
(
35,000 ) (
1,897,519 )
6(33)
(
28,628 ) (
27,088 )
6(33)
-
3,295,598
6(33)
- (
201,564 )
6(33)
(
625,117 ) (
735,773 )
939 (
6,008 )
6(19)
(
168,973 )
-
6(20)(21)
- (
1,612,505 )
6(20)
(
16 )
-
(
43,236 ) (
38,555 )
(
900,031 )
585,377
(
154,113 )
293,185
98,685 (
2,805,721 )
6(1)
3,194,566
6,000,287
6(1)
$ 3,293,251 $ 3,194,566

The accompanying notes are an integral part of these parent company only financial statements. 34

Attachment II

FLEXIUM INTERCONNECT, INC.

PARENT COMPANY ONLY FINANCIAL STATEMENTS AND INDEPENDENT AUDITORS’

REPORT

DECEMBER 31, 2025 AND 2024


For the convenience of readers and for information purpose only, the auditors’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. In the event of any discrepancy between the English version and the original Chinese version or any differences in the interpretation of the two versions, the Chinese-language auditors’ report and financial statements shall prevail.

The accompanying notes are an integral part of these parent company only financial statements. 35

INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE

PWCR25003411

To the Board of Directors and Shareholders of Flexium Interconnect, Inc.

Opinion

We have audited the accompanying balance sheets of Flexium Interconnect, Inc. (the “Company”) as at December 31, 2025 and 2024, and the related statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the financial statements, including a summary of material accounting policies.

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as at December 31, 2025 and 2024, and its financial performance and 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 Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Accountants in the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the 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 Company’s financial statements of the current period are stated as follows:

The accompanying notes are an integral part of these parent company only financial statements. 36

Key audit matter - Valuation of impairment of accounts receivable

Description

For the accounting policies on accounts receivable, please refer to Note 4(9). For the uncertainty of accounting estimates and assumptions in relation to accounts receivable, please refer to Note 5(2). For the details of net accounts receivable, please refer to Note 6(5).

The criteria that the Company uses to measure expected credit loss includes the aging of accounts receivable past due, financial situation of customers, internal credit ranking and historical transaction records. Based on this criterion, the Company estimates the amounts of allowance for accounts receivable that the Company has to provision. As the estimates are subject to management’s judgement and involves uncertainty, the recoverable amount may be significantly affected. Thus, we consider the valuation of impairment of accounts receivable 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:

  • A.Obtained an understanding of the Company’s operation and sales customers. Assessed the reasonableness of policies and process applied in allowance for accounts receivable, including the objective evidence for the loss rate and compared whether the provision policies adopted in the different periods are consistently applied.

  • B.Verified the consistency between the expected credit loss in the past due period for each group applied in calculating allowance for accounts receivable and the provision policies .

  • C.Verified the accuracy of the classification for accounts receivable aging to confirm that the information in the reports is consistent with its policies.

  • D.Sampled and performed subsequent collection tests for material accounts receivable and evaluated their recoverability.

Key audit matter - Inventory valuation

Description

For the accounting policies on inventory valuation, please refer to Note 4(13). For the uncertainty of accounting estimates and assumptions in relation to inventory valuation, please refer to Note 5(2). For the details of inventory, please refer to Note 6(6).

The Company is primarily engaged in manufacturing and sales of flexible print circuit board which belongs to a rapidly changing industry and is easily affected by the market price. Thus, there is a higher risk of incurring inventory valuation losses or having obsolete inventory. The Company determines inventory value using the item-by-item approach and recognised at the lower of cost and net realisable value. For inventory that is over a certain age, the net realised value was calculated from the historical experience of disposing old inventories.

The determination of net realisable value for obsolete or slow-moving inventory are subject to management’s judgement and involves uncertainty. Considering the Company’s inventory balance and the allowance for inventory valuation losses are material to its financial statements, we consider the inventory valuation as one of the key audit matters.

The accompanying notes are an integral part of these parent company only financial statements. 37

How our audit addressed the matter

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

  • A. Obtained an understanding of the Company’s operation and industry. Assessed the reasonableness of the policy and procedures applied to recognise allowance for inventory evaluation losses and whether the accounting policy has been consistently applied in the comparative periods of financial statements.

  • B. Understood the Company’s inventory control procedures. Participated in the annual inventory count in order to assess the effectiveness of the classification of obsolete inventory and internal control over obsolete inventory.

  • C. Sampled and verified the accuracy of inventory aging calculation, confirmed and verified the reasonableness of obsolete inventories identification, the basis of net realisable value valuation of inventories to assess the reasonableness of provision of allowance for inventory valuation losses.

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

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

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

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

Auditors’ responsibilities for the audit of the financial statements

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

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

A.Identify and assess the risks of material misstatement of the financial statements, whether due to fraud

or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve

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

38

collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  • B.Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.

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

  • D.Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.

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

  • F.Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.

The accompanying notes are an integral part of these parent company only financial statements. 39

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the 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.

Liao, A-Shen

[Wang, Chun-Kai ]

For and on behalf of PricewaterhouseCoopers, Taiwan March 10, 2026


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.

The accompanying notes are an integral part of these parent company only financial statements. 40

Flexium Interconnect, Inc. PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2025 AND 2024

(Expressed in thousands of New Taiwan dollars)

Assets Notes
6(1)
6(2)
6(4)
6(5)
6(5) and 7
7
6(6)
6(7)
6(8)(11) and 7
6(9)
6(10)
6(29)
6(12)(16) and 8
December31,2025
AMOUNT
%
$ 1,287,291
4
200
-
2,433,760
7
3,904,077
12
1,577,753
5
57,069
-
17,904
-
42,486
-
809,223
2
120,805
-
8,267
-
10,258,835
30
170,000
1
13,614,523
40
9,419,978
27
14,163
-
11,043
-
794,972
2
36,608
-
24,061,287
70
$ 34,320,122
100
December31,2024 December31,2024
AMOUNT
$ 1,287,291
200
2,433,760
3,904,077
1,577,753
57,069
17,904
42,486
809,223
120,805
8,267
10,258,835
170,000
13,614,523
9,419,978
14,163
11,043
794,972
36,608
24,061,287
$ 34,320,122
AMOUNT
$ 2,127,699
-
4,456,280
3,610,671
889,818
50,803
32,201
-
694,239
68,745
2,097
11,932,553
-
14,260,422
10,224,774
20,597
14,139
352,326
51,407
24,923,665
$ 36,856,218
%
Current assets
1100
Cash and cash equivalents
1110
Financial assets at fair value through
profit or loss-current
1136
Financial assets at amortised
cost-current
1170
Accounts receivable, net
1180
Accounts receivable due from related
parties, net
1200
Other receivables
1210
Other receivables due from related
parties
1220
Current tax assets
130X
Inventories
1410
Prepayments
1470
Other current assets
11XX
Current Assets
Non-current assets
1535
Financial assets at amortised cost
non-current
1550
Investments accounted for using
equity method
1600
Property, plant and equipment
1755
Right-of-use assets
1780
Intangible assets
1840
Deferred income tax assets
1900
Other non-current assets
15XX
Non-current assets
1XXX
Total assets
6
-
12
10
2
-
-
-
2
-
-
32
-
39
28
-
-
1
-
68
100

(Continued)

The accompanying notes are an integral part of these parent company only financial statements. 41

Flexium Interconnect, Inc. PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2025 AND 2024

(Expressed in thousands of New Taiwan dollars)

Liabilities and Equity December31,2025
December31,2024
Notes
AMOUNT
%
AMOUNT
%
$ 974,854
3
$ 585,342
2
7
5,619,042
17
5,204,123
14
6(13) and 7
713,358
2
902,446
2
1,990
-
6,512
-
6(14)(15)
466,784
1
625,117
2
14,889
-
10,220
-
7,790,917
23
7,333,760
20
6(14)
2,901,202
9
2,840,588
8
6(15)
811,314
2
1,278,098
3
6(29)
1,441,487
4
1,444,640
4
12,244
-
14,196
-
6(16)
1,176
-
1,176
-
5,167,423
15
5,578,698
15
12,958,340
38
12,912,458
35
6(14)(17)(18)
3,231,315
9
3,232,010
9
6(14)(19)
1,032,228
2
976,833
2
6(20)
2,914,777
9
2,914,777
8
26,370
-
513,977
1
14,631,611
43
16,370,086
45
6(21)
(
305,546) (
1) (
63,923)
-
6(18)
(
168,973)
-
-
-
21,361,782
62
23,943,760
65
9

11
$ 34,320,122
100
$ 36,856,218
100
December31,2024 December31,2024
%
Current liabilities
2170
Accounts payable
2180
Accounts payable to related parties
2200
Other payables
2280
Current lease liabilities
2320
Long-term liabilities, current portion
2399
Other current liabilities, others
21XX
Current Liabilities
Non-current liabilities
2530
Bonds payable
2540
Long-term borrowings
2570
Deferred income tax liabilities
2580
Non-current lease liabilities
2600
Other non-current liabilities
25XX
Non-current liabilities
2XXX
Total Liabilities
Equity
Share capital
3110
Share capital - 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
3500
Treasury stocks
3XXX
Total equity
Significant contingent liabilities and
unrecognised contract commitments
Significant events after the balance sheet
date
3X2X
Total liabilities and equity
2
14
2
-
2
-
20
8
3
4
-
-
15
35
9
2
8
1
45
-
-
65
100

The accompanying notes are an integral part of these parent company only financial statements. 42

Flexium Interconnect, Inc.

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2025 AND 2024

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

Items YearendedDecember31
2025
2024
Notes
AMOUNT
%
AMOUNT
%
6(22) and 7
$ 21,122,058
100
$ 25,313,461
100
6(6)(27)(28) and 7 (
22,363,789 )(
106)(
26,039,909) (
103)
(
1,241,731)(
6)(
726,448) (
3)
6(10)(27)(28) and 7
(
80,921 )
-
(
78,695)
-
(
358,309 ) (
2) (
383,506) (
2 )
(
850,377 ) (
4) (
732,531) (
3 )
12(2)
289
-
(
275)
-
(
1,289,318)(
6)(
1,195,007) (
5)
(
2,531,049 )(
12)(
1,921,455) (
8)
6(4)(23) and 7
114,417
1
153,990
1
6(24) and 7
92,533
-
83,887
-
6(2)(25)
107,070
-
133,541
1
6(26)
(
72,310 )
-
(
40,593)
-
6(7)
(
494,603)(
2)
385,805
1
(
252,893)(
1)
716,630
3
(
2,783,942 ) (
13) (
1,204,825) (
5 )
6(29)
555,104
2
378,335
2
($ 2,228,838)(
11)($ 826,490) (
3)

6(16)
$ 2,756
-
$ 18,493
-
6(3)(21)
485
-
(
92,839)
-
6(21)
(
266,166)(
1)
580,447
2
($ 262,925)(
1) $ 506,101
2
($ 2,491,763)(
12)($ 320,389) (
1)
6(30)
($ 6.95)($ 2.56)
( $ 6.95) ($ 2.56)
4000
Sales revenue
5000
Operating costs
5900
Net operating loss
Operating expenses
6100
Selling expenses
6200
General and administrative expenses
6300
Research and development expenses
6450
Impairment gain and reversal of
impairment loss (impairment loss)
determined in accordance with IFRS
9
6000
Total operating expenses
6900
Operating loss
Non-operating income and expenses
7100
Interest income
7010
Other income
7020
Other gains and losses
7050
Finance costs
7070
Share of (loss) profit of associates
and joint ventures accounted for
using equity method
7000
Total non-operating revenue and
expenses
7900
Loss before income tax
7950
Income tax benefit
8200
Loss for the year
Other comprehensive income (loss)
Components of other comprehensive
income (loss) that will not be
reclassified to profit or loss
8311
Other comprehensive income, before
tax, actuarial gains on defined benefit
plans
8316
Unrealised gains (losses) from
investments in equity instruments
measured at fair value through other
comprehensive income
Components of other comprehensive
income (loss) that will be reclassified
to profit or loss
8361
Financial statements translation
differences of foreign operations
8300
Total other comprehensive (loss)
income for the year
8500
Total comprehensive loss for the year
Loss per share
9750
Basic loss per share
9850
Diluted loss per share

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

43

Flexium Interconnect, Inc. PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2025 AND 2024

(Expressed in thousands of New Taiwan dollars)

Year 2024
Balance at January 1, 2024
Loss for the year
Other comprehensive income
Total comprehensive income (loss)
Appropriation and distribution of 2023
earnings:
Legal reserve
Special reserve
Cash dividends
Cash dividends from capital surplus
Share-based payment transactions
Issuance of convertible bonds
Recognition of changes in ownership
interests in subsidiaries
Balance at December 31, 2024
Year 2025
Balance at January 1, 2025
Loss for the year
Other comprehensive income (loss)
Total comprehensive loss
Appropriation and distribution of 2024
earnings:
Reversal of special reserve
Share-based payment transactions
Return of unclaimed dividends to
shareholders
Purchase of treasury share
Recognition of changes in ownership
interests in subsidiaries
Balance at December 31, 2025
Notes Share capital-
commonstock
Capitalsurplus Retained earnings Otherequityinterest Otherequityinterest Treasury stocks Totalequity
Legal reserve Special reserve Unappropriated
retained earnings
6(16)(21)
6(20)
6(19)
6(17)(18)(19)(2
1)
6(14)(19)
6(16)(21)
6(20)
6(17)(18)(19)(2
1)
6(19)
6(18)
$ 3,225,010
-
-
-
-
-
-
-
7,000
-
-
$ 3,232,010
$ 3,232,010
-
-
-
-
(
695 )
-
-
-
$ 3,231,315
$ 778,955
-
-
-
-
-
-
(
322,501 )
40,448
479,931
-
$ 976,833
$ 976,833
-
-
-
-
44,676
(
16 )
-
10,735
$ 1,032,228
$ 2,708,045
-
-
-
206,732
-
-
-
-
-
-
$ 2,914,777
$ 2,914,777
-
-
-
-
-
-
-
-
$ 2,914,777
$ 328,092
-
-
-
-
185,885
-
-
-
-
-
$ 513,977
$ 513,977
-
-
-
(
487,607 )
-
-
-
-
$ 26,370
$ 18,866,116
(
826,490 )
18,493
(
807,997 )
(
206,732 )
(
185,885 )
(
1,290,004 )
-
-
-
(
5,412 )
$ 16,370,086
$ 16,370,086
(
2,228,838 )
2,756
(
2,226,082 )
487,607
-
-
-
-
$ 14,631,611
($ 514,023 )
-
487,608
487,608
-
-
-
-
(
37,508 )
-
-
($ 63,923 )
($ 63,923 )
-
(
265,681 )
(
265,681 )
-
24,058
-
-
-
($ 305,546 )
$ -
-
-
-
-
-
-
-
-
-
-
$ -
$ -
-
-
-
-
-
-
(
168,973 )
-
($ 168,973 )
$ 25,392,195
(
826,490 )
506,101
(
320,389 )
-
-
(
1,290,004 )
(
322,501 )
9,940
479,931
(
5,412 )
$ 23,943,760
$ 23,943,760
(
2,228,838 )
(
262,925 )
(
2,491,763 )
-
68,039
(
16 )
(
168,973 )
10,735
$ 21,361,782

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

44

Flexium Interconnect, Inc. PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2025 AND 2024

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Loss before tax
Adjustments
Adjustments to reconcile profit (loss)
Share-based payments

Expected credit gain (loss)

Depreciation expense

Amortization expense

Net loss on valuation of financial assets at fair value
through profit or loss

Interest expense

Interest income

Share of profit of subsidiaries, associates and inoint
ventures accounted for using equity method

Gain on disposal of property, plant and equipment

Unrealized profit from sales
Realized profit on from sales
Changes in operating assets and liabilities
Changes in operating assets
Increase in financial assets at fair value through
profit or loss-current
(Increase) decrease in accounts receivable
(Increase) decrease in accounts receivable due from
related parties
(Increase) decrease in other receivables
Decrease in other receivables due from related
parties
(Increase) decrease in inventories
Increase in prepayments
Increase in other current assets
Increase in other non-current assets
Changes in operating liabilities
Increase (decrease) in accounts payable
Increase (decrease) in accounts payable to related
parties
Decrease in other payable
Increase (decrease) in other current liabilities
Decrease in other non-current liabilities
Cash (outflow) inflow generated from operations
Interest received
Dividends received
Payment of interest
Income tax refund (paid)
Net cash flows used in operating activities
Year ended December 31
Notes
2025
2024
( $ 2,783,942 ) ( $ 1,204,825 )
6(17)
68,038
9,940
12(2)
(
289 )
275
6(8)(9)(27)
1,118,154
1,301,804
6(10)(27)
16,194
15,724
6(2)(25)
7,061
14,748
6(26)
72,310
40,593
6(23)
(
114,417 ) (
153,990 )
6(7)
494,603 (
385,805 )
6(25)
(
22,285 ) (
21,073 )
10,342 (
17,221 )
17,221 (
61,227 )
(
7,261 ) (
7,423 )
(
293,117 )
1,093,025
(
687,935 )
1,129,058
(
7,974 )
22,859
14,297
2,664
(
114,984 )
256,733
(
52,060 ) (
15,764 )
(
6,170 ) (
1,803 )
(
1,455 )
-
389,512 (
310,186 )
414,919 (
948,352 )
(
88,374 ) (
129,158 )
4,669 (
19,344 )
- (
1,343 )
(
1,552,943 )
609,909
94,001
119,750
18,788
16,759
(
11,892 ) (
15,857 )
66,819 (
836,441 )
(
1,385,227 ) (
105,880 )

(Continued)

45

Flexium Interconnect, Inc. PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2025 AND 2024

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM INVESTING ACTIVITIES
Decrease (increase) in financial assets at amortised
cost-current

Decrease in other receivables due from related parties
Increase in financial assets at amortised cost-non-current
Acquisition of investments accounted for using equity
method
Acquistion of property,plant and equipment (including
prepayment for equipment)

Proceeds from disposal of property, plant and equipment
Acquisition of intangible assets

Increase in refundable deposits
Interest received
Net cash flows from (used in) investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Repayments of principal portion of lease liabilities

Repayments of corporate bonds

Repayments of long-term borrowings

Proceeds from issuance of corporate bonds

Decrease in other non-current liabilities
Payments to acquire treasury shares

Cash dividends paid and cash dividends paid from capital
suplus

Return of unclaimed dividends to shareholders

Net cash flows (used in) from financing activities
Net 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
2025
2024
6(4)
$ 2,022,520 ( $ 2,299,819 )
-
65,791
(
170,000 )
-
(
150,000 ) (
100,000 )
6(31)
(
387,624 ) (
199,046 )
22,762
26,471
6(10)
(
13,098 ) (
9,534 )
(
1,285 ) (
2,307 )
22,124
34,480
1,345,399 (
2,483,964 )
6(32)
(
6,474 ) (
6,078 )
6(32)
- (
201,564 )
6(32)
(
625,117 ) (
735,773 )
6(32)
-
3,295,598
- (
6,074 )
6(17)(18)
(
168,973 )
-
6(19)(20)
- (
1,612,505 )
6(19)
(
16 )
-
(
800,580 )
733,604
(
840,408 ) (
1,856,240 )
6(1)
2,127,699
3,983,939
6(1)
$ 1,287,291 $ 2,127,699
46

Attachment III

Flexium Interconnect. Inc. Appropriation of profit or loss 2025

Unit: in NT$

Appropriation of profit or
2025
loss
Unit: in NT$
loss
Unit: in NT$
loss
Unit: in NT$
Item Amount
Subtotal Total
Undistributed earnings - Beginning balance
Plus: 2025 adjustment - re-measurements of the defined
benefit plan
Less: Recognize changes in ownership interests in
subsidiaries
The adjusted undistributed earnings
Net profit after tax in 2025
Less: Provision of 10% of the statutory surplus reserve
Less: Provision a special surplus reserve
Distributable earnings as of 2025
Assigned items:
Cash dividends on common stock

$ (2,228,837,718)
-
(265,680,474)
$ 16,857,693,191
2,755,761
-
$ 16,860,448,952

(2,494,518,192)
$ 14,365,930,760
-
$ 14,365,930,760

Undistributed earnings at end of period
47

Attachment IV

Flexium Interconnect. Inc.

Articles of Incorporation (29[th] iteration)

Amendment clause comparison table

Provisions before the amendments. Provisions after the amendments. Description The Company appoints 7 to 11 directors The Company appoints 7 to 11 directors Revised in who shall serve for a term of three years. who shall serve for a term of three years. accordance with The directors shall be elected by the The directors shall be elected by the Article 24 of the Shareholders' Meeting through a system of Shareholders' Meeting through a system of "Corporate candidate nomination, those who have candidate nomination, those who have been nominated again are also eligible for been nominated again are also eligible for Governance Best re-election. The Company may purchase re-election. The Company may purchase Practice Principles liability insurance for directors and key liability insurance for directors and key for TWSE/TPEx managers who are legally liable for managers who are legally liable for Listed Companies." compensation in respect of their business compensation in respect of their business limit during their term of office. After the limit during their term of office. After the Company publicly issues shares, the total Company publicly issues shares, the total shareholding ratio of all its directors shall shareholding ratio of all its directors shall be subject to the provisions of the be subject to the provisions of the securities regulatory authority. securities regulatory authority. To comply with the Securities and To comply with the Securities and Exchange Act, among the directors Exchange Act, among the directors mentioned above, the independent mentioned above, the independent directors shall not be less than three in directors shall not be less than three in number and not less than one ~~-fifth~~ of the number and not less than one-three of the total number of directors. total number of directors. … Omitted ... … Omitted ... Article 35. These Articles of Article 35. These Articles of Add revision date Incorporation were established on Incorporation were established on December 9, 1987. December 9, 1987. … Omitted ... … Omitted ... The 28th amendment was made on May The 28th amendment was made on May 28, 2025. 28, 2025. The 29th amendment was made on May 28, 2026.

48

Attachment V

Flexium Interconnect. Inc.

Procedures of 2026 Restricted Stock Awards Issuance

Article 1 Purpose of Issuance:

Flexium Interconnect. Inc. (hereinafter referred to as the Company) hereby stipulates its "Procedures of 2026 Restricted Stock Awards Issuance" (hereinafter referred to as the "Procedures"). It does so in order to attract and retain the talent needed by the Company, and motivate employees and enhance their momentum to jointly create in the interest of the Company and shareholders, in accordance with Article 267 of the Company Act and the "Regulations Governing the Offering and Issuance of Securities by Securities Issuers" issued by the Financial Supervisory Commission (hereinafter referred to as the "Issuance Regulations").

Article 2 Declaration and issuance period:

The Restricted Stock Awards to be issued in this instance shall be declared to the competent authority within one year after the resolution of the shareholders’ meeting. Within one year from the date when the notification of the effective declaration of the competent authority is reached, it may be issued one or more times according to actual needs. The actual date of issue shall be determined by the chairman as authorized by the board of directors.

Article 3 Qualifications and conditions of employees, and the quantity may be obtained:

  • I. The eligible employees are limited to these full-time employees of the Company or the companies controlled by subordinated to the Company on board on or before the date of granting the Restricted Stock Awards; the referred companies controlled by subordinated to the Company are recognized pursuant to the standards specified in Article 369-2, Article 369-3, Paragraph 2 of Article 369-9, and Article 369-11 of the Company Act, or the laws and regulations updated before the issuance, and the competent authority’s regulations.

  • II. In order to protect the rights and interests of shareholders, the Company will carefully manage the Procedures. Persons who must be issued Restricted Stock Awards will be limited to: (A) Key personnel related to the future successful development of the Company; (B) Those whose individual performance is of considerable value to the Company; (C) Core new employees; and so on.

  • III. For the actual number of employees and the number of restricted employee shares that can be allocated according to the Procedures, factors will be considered including performance, past and expected overall contributions, special merits, development potential, grade, seniority, etc., and the Company’s operational needs and business

49

development strategies will also be considered. After being approved by the chairman, this shall be reported to the board of directors for resolution. Provided that where any director or managerial officer is listed in the subscribers, the approval of the Remuneration Committee is required; for these subscribers not managerial officers, the approval of the Audit Committee is required before being submitted to the Board of Directors for the resolution.

  • IV. Employee stock option certificates shall be issued in accordance with Article 56-1, Paragraph 1 of the Issuance Regulations to give a single employee his or her number of subscription shares. Adding up to the total number of Restricted Stock Awards that the employee has accumulated, this shall be no more than three thousandths of the total number of issued shares of the Company. In addition to accumulating the number of shares subscribed by a single employee by accumulating the employee stock option certificates issued in accordance with Article 56, Paragraph 1 of the Issuance Regulations, this shall not exceed 1% of the total number of issued shares of the Company. For the number of Restricted Stock Awards allocated to a single employee disclosed in this article, if subsequent regulations are updated by the competent authority, they shall be handled in accordance with the updated laws and regulations of the competent authority, or if they have been approved by the central competent authority for the purpose of business, they may be exempted from the above-mentioned restriction.

Article 4 Total issuance:

The total amount of Restricted Stock Awards issued under the Procedures is NT$7,000,000 at NT$10 per share with a total of 700,000 ordinary shares. The actual shares to be issued will be resolved by the Board after the proposal of Restricted Stock Awards issuance approved by the shareholders’ meeting and the competent authority.

Article 5 Conditions of Restricted Stock Awards issuance and restrictions of the rights to these shares:

  • I. Issue price: Issued free of charge.

  • II. Types of shares issued: Ordinary shares.

  • III. Vesting conditions:

  • (I) In accordance with these Measures, If employees still employed from the date of grant to the expiration date, and the personal performance evaluation score is 3A (inclusive) or above in the year before the expiration date, the proportion of shares that can meet the vested conditions is as follows.

    • (1) The tenure expires 6 months after the date of grant: the vested ratio is 30%.

    • (2) The tenure expires 18 months after the date of grant: the vested ratio is 30%.

    • (3) The tenure expires 30 months after the date of grant: remaining shares. The above shares are unconditional carry to stock.

50
  • (II) The term of service grant date is defined as the date when the stock is distributed to the shareholder list.

  • (III) In case of holidays at the above times, then matters should be handled in advance on the prior business day.

  • IV. Staff qualifications and the number of shares that can be allocated or subscribed:

  • (I) Where an employee fails to meet the vesting conditions specified in Paragraph 3 of the Article, the Company will retrieve and cancel their shares without compensation.

  • (II) Voluntary resignation, lay-off, dismissal, retirement, decease due to common reasons or non-occupational disasters:

    • The Restricted Stock Awards not vested are deemed failure to meet the vesting conditions on the effective date of resignation; the Company will retrieve and cancel their shares without compensation.
  • (III) Leave without pay:

The Restricted Stock Awards not vested are deemed failure to meet the vesting conditions on the effective date of leave without pay; the Company will retrieve and cancel their shares without compensation.

  • (IV) Service discontinued due to physical disability or death resulted from an occupational disaster:

  • The said year is deemed meeting the in-service period required by the Procedures; provided, the proportions specified in the vesting conditions provided in Paragraph 3 of the Article still apply. In case of death, the heirs may apply to receive the shares entitled by completing the required statutory procedures and providing supporting documents; in case of the discontinuity due to physical disability, the concerned employees shall receive their entitled shares.

  • (V) Transfer:

  • If employees are transferred to related companies or other companies, Restricted Stock Awards shall be handled in accordance with subparagraph 2 of this paragraph concerning "general separation." However, if an employee is assigned by the company to work in a subsidiary enterprise or other company due to the company's business needs, the unvested restricted employee rights new shares held by the employee will not be affected by the transfer; but the employee must still meet the vesting conditions stipulated in Article 5, paragraph 3, and must continue to work in the company's subsidiary enterprise or other company on the vesting date, otherwise he will be deemed to not meet the vesting conditions and the company will recover the shares free of charge. The Chairman of the Company's Board of Directors will review the performance evaluations provided by the Affiliate or other company to which the individual is transferred to determine eligibility.

  • (VI) Others:

After employees are allocated Restricted Stock Awards in accordance with the

51

Procedures, in case of major negligence in violation of the Company's labor contract, work rules, etc., and the Company believes that the circumstances are serious, for Restricted Stock Awards that have not yet reached vesting conditions, the Company has the right to recover its shares free of charge and apply for cancellation.

Article 6 Restrictions on shares before the vesting conditions are met:

  • I. Once the restricted employee stocks are issued, they shall be trusted immediately. The Company or a person designated by the Company shall act as an agent for all assigned employees to sign and revise trust-related contracts with the trust institution and authorize them to handle relevant trust affairs. In addition, before the vesting conditions are met, employees must not request to return the restricted stock for employees with any excuse or in any manner.

  • II. Before the vesting conditions set in the preceding Article are fulfilled, except in cases of inheritance, employees must not use the restricted employee are allocated according to these measures to sell, pledge, transfer, gift to others, set up, or discriminate in other ways.

  • III. Before meeting the vesting conditions, the shareholders’ rights in shareholders’ meeting, including attendance, proposal, speech, casting votes, and voting rights are entrusted to the trustee institution for exercising.

  • IV. Before the vesting conditions are met, there shall be no rights to earnings distributions (including but not limited to: dividends, bonuses, capital reserve allocated rights) nor to cash-enhanced share options.

  • V. From the day of the Company's non-gratuitous allotment stop transfer day, the cash dividend stop transfer day, the cash capital increase subscription stop transfer day, the shareholders' meeting transfer period determined by Article 165, Paragraph 3 of the Company Law, or other legal business stoppage period based on the facts from the first 15 business days to the reference date for the distribution of rights, employees who meet the acquired conditions during this period do not have the right to surplus distribution.

  • VI. During the vesting period, where the Company decreases the capital due to any non-statutory capital decrease, such as the capital decrease in cash, the capital decrease for offsetting losses, the Restricted Stock Awards shall decrease proportionally based on the capital decrease percentage. The cash refunded due to the capital decrease in cash shall be trusted, and refunded to employees without interest when the vesting conditions are met; provided, where the vesting conditions are not met, the Company will retrieve such cash.

Article 7 Tax liabilities:

The taxation for the Restricted Stock Awards obtained pursuant to the Procedures shall follow the laws and regulations of R.O.C at the time.

52

Article 8 Contract entrance and confidentiality:

  • I. The employees obtaining the Restricted Stock Awards must sign the “Consent of Accepting Restricted Stock Awards,” and proceed the trusting procedures. These who fail to sign the related documents are deemed giving up the Restricted Stock Awards.

  • II. Any owner who obtains Restricted Stock Awards and related rights pursuant to the Procedures shall adhere to the Procedures and the requirements in “Consent of Accepting Restricted Stock Awards,” and any violation is deemed failing to meet the vesting conditions; the confidentiality requirements shall be observed strictly, other than the requirements of laws and regulations or the competent authorities, it is prohibited to inquire others about their quantity and descriptions of the granted Restricted Stock Awards of others, divulge such information, or disclose the content of the program and personal interests to others. The Company is entitled to retrieve and cancel the Restricted Stock Awards failing to meet the vesting conditions without compensation if any violation.

Article 9 Other important matters agreed upon:

  • I. The Procedures take effect and are enforced after reporting to the competent authority upon the approval of the majority of the attending directors in a board meeting attended by two-third or more directors, and reported to the shareholders’ meeting. Later on, where any amendment is required due to any amendment to laws and regulations, requirements of the competent authority for reviewing, among other reasons, the chairman is authorized to amend the Procedures, and the issuance is only to be made after being submitted to the board of directors for ratification.

  • II. For anything not mentioned in the Procedures, the related laws and regulations shall be complied with.

53

[Appendix I]

Flexium Interconnect. Inc.

Rules of Procedure for Shareholders Meetings

I.The Rules of Procedure for Shareholders Meetings, except as otherwise provided by law and regulation, shall be handled as provided for in these Rules.

II.(Preparation of the documents such as attendance book)

The Company shall specify the shareholders, proxy solicitors, proxy agents (“shareholders” hereafter), time and location for shareholder registration in the meeting notice as well as other matters requiring attention.

Where a shareholders’ meeting is held via a video conference, the method for shareholders to attend the video conference and exercise of their rights, the handling method when the video conference platform or participation in the manner of video conference fails due to force majeure, and date for the postponement or re-convention when a postponement or re-convention is required, and other matters requiring attention, as well as the proper alternatives provided for the shareholders having difficulties attending in the manner of a video conference.

The time during which shareholder attendance registrations will be accepted, as stated in the preceding paragraph, shall be at least 30 minutes prior to the time the meeting commences. The place at which attendance registrations are accepted shall be clearly marked and a sufficient number of suitable personnel assigned to handle the registrations. The time during which shareholder attendance registrations will be accepted at the video conference platform shall be at least 30 minutes prior to the time the meeting commences. The shareholders accepted are deemed attend the shareholders’ meeting in person.

Shareholders shall attend shareholders meetings based on attendance cards, sign-in cards, or other certificates of attendance. The Company may not arbitrarily add requirements for other documents beyond those showing eligibility to attend presented by shareholders. Solicitors soliciting proxy forms shall also bring identification documents for verification.

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

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

When the government or a juristic person is a shareholder, it may be represented by more than one representative at a shareholders meeting. When a juristic person is appointed to attend as

54

proxy, it may designate only one person to represent it in the meeting.

Where the Company convenes the video shareholders’ meetings, and shareholders intend to attend in the manner of video conference shall register with the Company at least two day prior to the meeting date.

Where the Company convenes the video shareholders’ meetings, the Company shall upload the agenda handbook, annual reports and other related information to the video conference platform for the shareholders’ meeting, and retain the disclosure of such until the meeting ends. III.(The calculation of voted shares and the recusal system

Voting at a shareholders meeting shall be calculated based the number of shares.

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.

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.

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

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

IV.(Principles for locations and times to convene shareholders’ meetings)

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

When the Company convenes the video shareholders’ meetings, the restrictions of convention location in the preceding paragraph does not apply.

V.(The chair and non-voting participants of a shareholders meeting)

If a shareholders meeting is convened by the board of directors, the meeting shall be chaired by the chairperson of the board. When the chairperson of the board is on leave or for any reason unable to exercise the powers of the chairperson, the chairperson shall appoint one of the

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managing directors to act as chair, or, if there are no managing directors, one of the directors shall be appointed to act as chair. Where the chairperson does not make such a designation, the managing directors or the directors shall select from among themselves one person to serve as chair.

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

The Company may appoint its attorneys, certified public accountants, or related persons retained by it to participate a shareholders meeting.

VI. The Company’s shareholders meetings, except as otherwise provided by law and regulation, shall be convened by the board of directors.

Any change to the convention method of the Company’s shareholders’ meetings shall be resolved by the board of directors and no later than mailing the shareholders meeting notice. The Company shall prepare electronic versions of the shareholders meeting notice and proxy forms, and the origins of and explanatory materials relating to all proposals, including proposals for ratification, matters for deliberation, or the election or dismissal of directors or supervisors, and upload them to the Market Observation Post System (MOPS) before 30 days before the date of a regular shareholders meeting or before 15 days before the date of a special shareholders meeting. The Company shall prepare electronic versions of the shareholders meeting agenda and supplemental meeting materials and upload them to the MOPS before 21 days before the date of the regular shareholders meeting or before 15 days before the date of the special shareholders meeting. 15 days before the date of the shareholders meeting, the Company shall also have prepared the shareholders meeting agenda and supplemental meeting materials and made them available for review by shareholders at any time, and also be displayed at the Company and the professional shareholder services agent designated thereby, as well as distributed at the venue of the meeting.

The reasons for convening a shareholders meeting shall be specified in the meeting notice and public announcement. With the consent of the addressee, the meeting notice may be given in electronic form.

A shareholder holding one percent or more of the total number of issued shares may submit to the Company a proposal for discussion at a regular shareholders meeting. The number of items so proposed is limited to one only and no proposal containing more than one item will be included in the meeting agenda. When the circumstances of any subparagraph of Article 172-1, paragraph 4 of the Company Act apply to a proposal put forward by a shareholder, the board of directors may exclude it from the agenda.

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A shareholder may propose a recommendation for urging the corporation to promote public interests or fulfill its social responsibilities, provided procedurally the number of items so proposed is limited only to one in accordance with Article 172-1 of the Company Act, and no proposal containing more than one item will be included in the meeting agenda.

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

Shareholder-submitted proposals are limited to 300 words, and no proposal containing more than 300 words will be included in the meeting agenda. The shareholder making the proposal shall be present in person or by proxy at the regular shareholders meeting and take part in discussion of the proposal.

Prior to the date for issuance of notice of a shareholders meeting, this Corporation shall inform the shareholders who submitted proposals of the proposal screening results, and shall list in the meeting notice the proposals that conform to the provisions of this article. At the shareholders meeting the board of directors shall explain the reasons for exclusion of any shareholder proposals not included in the agenda.

VII.(Documentation of a shareholders meeting by audio or video)

The Company, beginning from the time it accepts shareholder attendance registrations, shall make an uninterrupted audio and video recording of the registration procedure, the proceedings of the shareholders meeting, and the voting and vote counting procedures.

The recorded materials of the preceding paragraph shall be retained for at least one year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the recording shall be retained until the conclusion of the litigation.

Where the Company convenes the video shareholders’ meetings, the Company shall record and retain the records of the registration, enrollment, acceptance, inquiries, voting, and the results of vote calculation, and continuously record the video conference thoroughly, both audio and video.

The records and audio- and video recordings in the preceding paragraphs shall be properly retained during the Company’s survival period, and the audio- and video recordings are provided to the organizer of the video conference for custody.

VIII. Attendance at a shareholders meeting shall be calculated based the number of shares. The number of shares in attendance shall be calculated according to the shares indicated by the attendance book and sign-in cards handed in plus the number of shares whose voting rights are exercised by correspondence or electronically.

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The chair shall call the meeting to order at the appointed meeting time and disclose information concerning the number of nonvoting shares and number of shares represented by shareholders attending the meeting.

However, when the attending shareholders do not represent a majority of the total number of issued shares, the chair may announce a postponement, provided that no more than two such postponements, for a combined total of no more than 1 hour, may be made. If the quorum is not met after two postponements and the attending shareholders still represent less than one third of the total number of issued shares, the chair shall declare the meeting adjourned. Where the Company convenes the video shareholders’ meetings, the Company shall announce the meeting adjournment at the video conference platform.

If the quorum is not met after two postponements as referred to in the preceding paragraph, but the attending shareholders represent one third or more of the total number of issued shares, a tentative resolution may be adopted pursuant to Article 175, paragraph 1 of the Company Act; all shareholders shall be notified of the tentative resolution and another shareholders meeting shall be convened within one month. Where the Company convenes the video shareholders’ meetings, and shareholders intend to attend in the manner of video conference shall register again with the Company per Article 2.

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

IX. If a shareholders meeting is convened by the board of directors, the meeting agenda shall be set by the board of directors. The meeting shall proceed in the order set by the agenda, which may not be changed without a resolution of the shareholders meeting.

The provisions of the preceding paragraph apply mutatis mutandis to a shareholders meeting convened by a party with the power to convene that is not the board of directors.

The chair may not declare the meeting adjourned prior to completion of deliberation on the meeting agenda of the preceding two paragraphs (including extraordinary motions), except by a resolution of the shareholders meeting. If the chair declares the meeting adjourned in violation of the rules of procedure, the other members of the board of directors shall promptly assist the attending shareholders in electing a new chair in accordance with statutory procedures, by agreement of a majority of the votes represented by the attending shareholders, and then continue the meeting.

The chair shall allow ample opportunity during the meeting for explanation and discussion of proposals and of amendments or extraordinary motions put forward by the shareholders; when the chair is of the opinion that a proposal has been discussed sufficiently to put it to a vote, the

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chair may announce the discussion closed, call for a vote, and schedule sufficient time for voting.

X.(Shareholder speech)

Before speaking, an attending shareholder must specify on a speaker’s slip the subject of the speech, his/her shareholder account number (or attendance card number), and account name. The order in which shareholders speak will be set by the chair.

A shareholder in attendance who has submitted a speaker’s slip but does not actually speak shall be deemed to have not spoken. When the content of the speech does not correspond to the subject given on the speaker’s slip, the spoken content shall prevail.

Except with the consent of the chair, a shareholder may not speak more than twice on the same proposal, and a single speech may not exceed 5 minutes. If the shareholder's speech violates the rules or exceeds the scope of the agenda item, the chair may terminate the speech.

When an attending shareholder is speaking, other shareholders may not speak or interrupt unless they have sought and obtained the consent of the chair and the shareholder that has the floor; the chair shall stop any violations.

When a juristic person shareholder appoints two or more representatives to attend a shareholders meeting, only one of the representatives so appointed may speak on the same proposal.

After an attending shareholder has spoken, the Chairman may respond in person or direct relevant personnel to make response.

Where the Company convenes the video shareholders’ meetings, the shareholders attending in the manner of video conference may inquire with text at the video conference platform of the meeting since the chair announcing the meeting commencement till the adjournment. No more than two inquiries shall be raised for each proposal, and the maximum length is 200 words. Paragraphs 1 to 5 are not applicable.

Where the inquiries in the preceding paragraph not violating the requirements, or within the scope of agenda, it is advisable to disclose the inquiries at the video conference platform of the meeting for the public knowledge.

XI. For each shareholders meeting, a shareholder may appoint a proxy to attend the meeting by providing the proxy form issued by the Company and stating the scope of the proxy's authorization.

A shareholder may issue only one proxy form and appoint only one proxy for any given shareholders meeting, and shall deliver the proxy form to the Company before five days before the date of the shareholders meeting. When duplicate proxy forms are delivered, the one received earliest shall prevail unless a declaration is made to cancel the previous proxy

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appointment.

After a proxy form has been delivered to the Company, if the shareholder intends to attend the meeting in person or to exercise voting rights by correspondence or electronically, a written notice of proxy cancellation shall be submitted to the Company before two business days before the meeting date. If the cancellation notice is submitted after that time, votes cast at the meeting by the proxy shall prevail.

After a proxy form has been delivered to the Company, if the shareholder intends to attend the meeting in the manner of video conference, a written notice of proxy cancellation shall be submitted to the Company before two business days before the meeting date. If the cancellation notice is submitted after that time, votes cast at the meeting by the proxy shall prevail.

XII. The election of directors at a shareholders meeting shall be held in accordance with the applicable election and appointment rules adopted by the Company, and the voting results shall be announced on-site immediately, including the names of those elected as directors and supervisors and the numbers of votes with which they were elected.

The ballots for the election referred to in the preceding paragraph shall be sealed with the signatures of the monitoring personnel and kept in proper custody for at least one year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the recording shall be retained until the conclusion of the litigation.

XIII. 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 their voting results (including the number of voting rights), and disclose the number of voting rights won by each candidate in the event of an election of directors or supervisors. The minutes shall be retained for the duration of the existence of the Company.

Where the Company convenes the video shareholders’ meetings, other than the matters to be recorded as required in the preceding paragraph, the starting and ending time of the shareholders’ meeting, convention method of the meeting, names of the chair and record-keeper, and the handling method when the video conference platform or participation in the manner of video conference fails due to disasters, incidents or other force majeure, and the handling status shall be specified.

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XIV.(Public disclosure)

On the day of a shareholders meeting, the Company shall compile in the prescribed format a statistical statement of the number of shares obtained by solicitors through solicitation and the number of shares represented by proxies, and shall make an express disclosure of the same at the place of the shareholders meeting. Where the shareholders’ meetings are convened in the manner of video conference, the Company shall upload the aforesaid information to the video conference platform for the shareholders’ meeting at least 30 minutes prior to the meeting, and retain the disclosure of such until the meeting ends.

Where the Company convenes the video shareholders’ meetings, the rights attended the meeting shall be disclosed at the video conference platform. If the total shares and voting rights of the attending shareholders are counted during the meeting, the same applies.

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

XV. Each shareholder shall have one vote; however for those that is restricted by law or has no voting rights pursuant to Paragraph 2, Article 179 the Company Act this shall not apply.

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

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

Where the Company convenes the video shareholders’ meetings, the votes shall be calculated at once upon the end of voting declared by the chair, and announce the results of voting or elections.

Where the Company convenes the video-assisted shareholders’ meetings, the shareholders who already have registered to attend the meeting in the manner of video conference pursuant to Article 2, but then intend to attend the off-line shareholders’ meeting in person, shall withdraw the registration in the same manner of registration two days prior to the shareholders’ meeting date; these who miss the deadline may only attend the shareholders’ meeting in the manner of a video conference.

These who exercise the vote in the manner of writing or electronic method, without withdrawing their expressions of intents, and attending the meeting in the manner of video conference, other than the extempore motions, must not exercise the votes to the original

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proposal, propose any amendment to the original proposal, or exercise the votes to the amendment to the original proposal.

XVI.(Recess and resumption of a shareholders meeting)

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

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

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

XVII.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.

XVIII.When there is an amendment or an alternative for a proposal, the Chairman shall present the amended or alternative proposal together with the original proposal for determining the sequence for voting. When any one among them is passed, the other proposals will then be deemed rejected and no further voting shall be required.

XIX.(Maintaining order at the meeting place)

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

The Chairman may direct the proctors 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”.

If the venue is equipped with amplifying equipment, the chair may stop it when the shareholder does not use the equipment configured by the Company to speak.

If a shareholder violates the procedure rules, obstructs the progress of the meeting, and refuses to comply with the chair's instructions; the chair may direct the guard or security personnel to ask the shareholder to leave the venue.

XX.(Information disclosure for video conferences)

Where the shareholders’ meetings are convened in the manner of video conference, the Company shall disclose the voting result of each proposal and election results at the video conference platform for the shareholders’ meeting, and retain the disclosure at least 15 minutes after the chair declares adjournment.

XXI.(Location of the chair and the record-keeper of video shareholders meetings)

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When the Company convenes the video shareholders’ meetings, the chair and the record-keeper shall be at the same location within Taiwan. The chair shall announce the address of this location.

XXII.(Handling the communication obstacles and the shareholders with digital gaps)

Where the shareholders’ meeting are convened in the manner of video conference, the Company may provide the simple connection test to shareholders, and provide the related services prior to and during the meeting to assist the handling of the communication technical issues.

Where the shareholders’ meeting are convened in the manner of video conference, the chair, when declaring the meeting commencement, shall also declare the events not requiring postponement or re-convention specified in Article 44-20 of the Regulations Governing the Administration of Shareholder Services of Public Companies; before the chair declares the adjournment, in the event where the video conference platform or the participation in the video conference fails for 30 minutes or more due to force majeure, for the date of the shareholders’ meeting postponed to, or re-convened, Article 182 of the Company Act shall not apply.

The postponement or re-convention of shareholders’ meetings conducted per the preceding paragraph needs not again discuss and resolve the proposal that have completed voting and vote calculation, with the announcement of voting results, or the list of elected directors and supervisors.

Where the Company postpones or re-convenes any shareholders’ meeting pursuant to Paragraph 4, Article 44-20 of the Regulations Governing the Administration of Shareholder Services of Public Companies, the pre-requisite operations shall be conducted based on the original shareholders’ meeting date, and the shareholders listed on the shareholder registry at the book closure of the original shareholders’ meeting.

For the periods specified in the latter part of Article 12 and Paragraph 3 of Article 13 of the Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies, Paragraph 2 of Article 44-5, Article 44-15, Paragraph 1 of Article 44-17 of the Regulations Governing the Administration of Shareholder Services of Public Companies, the Company shall proceed on the date of the postponed or re-convened shareholders’ meeting per Paragraph 2.

Where the Company convenes the video-assisted shareholders’ meetings, and when the video meeting is discontinued as specified in Paragraph 2 and the total attending shares still meet the statutory quorum for shareholders’ meeting resolution, the postponement or re-convention of meeting per Paragraph 2 is not required.

Where the Company convenes the video shareholders’ meetings, the proper alternatives shall

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be provided for the shareholders having difficulties to attend in the manner of video conference.

XXIII.The Principles are enforced upon the approval of the shareholders’ meeting; the same applies to the amendments.

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[Appendix II]

Articles of incorporation of Flexium Interconnect. Inc. (Before Amendment)

Chapter 1 General Rules

  • Article 1 The Company shall be incorporated, as a Company limited by shares, under the Company Act of the Republic of China, and its name shall be 台郡科技股份有 限公司 . (English name as FLEXIUM INTERCONNECT, INC.)

  • Article 2 The scope of business of the Company shall be as belows:

  • Manufacturing of Build-up FCCL

  • Manufacturing, processing, research and development, purchase and sales, import and export of multiple build-up printed circuits, flexible print circuits, WIP and parts, as well as repair of printed circuits.

  • Manufacturing, processing, research and development, purchase and sales, import and export of polyimide film FCCL.

  • Manufacturing, processing, repair, design, purchase and sales, import and export of molds, tools and fixtures.

  • The trading of raw materials of the products mentioned above.

  • The import/export of the products mentioned above.

  • CC01020 Electric Wires and Cables Manufacturing

  • CC01080 Electronics Components Manufacturing

  • F119010 Wholesale of Electronic Materials

  • F219010 Retail Sale of Electronic Materials

  • ZZ99999 In addition to the business that the Company is approved to engage, it may also engage in business that is not prohibited or restricted by laws, prohibiting or restricting the business.

  • Article 3 The Company shall have its head office in Kaohsiung City, Taiwan, and shall be free, upon approval of the directors, to set up, make changes or dissolve domestic or foreign branch offices or manufacturers, whenever necessary upon the resolution of the board of directors meeting.

  • Article 4 The Company may provide endorsements and guarantees and act as a guarantor.

Chapter 2 Shares

  • Article 5 The total capital of the company is NT$6,000,000,000, divided into 600,000,000 shares at a nominal value per share of NT$10. For unissued shares, the board of directors is authorized to issue shares in installments. 20,000,000 shares out of the total capital stock shall be reserved for warrants, preferred shares with warrants, or bonds with attached warrants for the exercise of stock options. The Company may issue employee stock options from time to time, subject to the approval of the board of directors.
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  • Article 6 Total amount of the Company’s re-investment shall not be subject to the restrictions of not more than forty percent of the Company’s paid-up capital as provided in Article 13 of the Company Act.

  • Article 7 The Company's stock was registered, and also issued in accordance with the provisions of the Company Act of the Republic of China and other relevant laws and regulations. For the shares to be issued to the public by the Company, they may be exempted from printing any share certificates. However, the Company shall appoint a centralized securities custody enterprise/ institution to make a record of the issue of such shares.

  • Article 8 The handling of all stock operations shall follow the “Guidelines for Stock Operations for Public Companies” prescribed by the Competent Authorities.

  • Article 9 Deleted

  • Article 10 Registration for transfer of shares shall be suspended sixty (60) days immediately before the date of a regular meeting of shareholders, and thirty (30) days immediately before the date of any special meeting of shareholders, or within five (5) days before the day on which dividends, bonus, or any other benefits is scheduled to be paid by the Company.

Chapter 3 Shareholders’ Meeting

  • Article 11 Shareholders’ meetings of the Company are of two types, namely regular meetings and special meetings:

  • Regular meetings shall be convened, by the Board of Directors, within six months after the close of each fiscal year.

  • Special meetings shall be convened in accordance with relevant laws.

  • The Company’s shareholders’ meetings can be held by means of visual communication network or other methods promulgated by the central competent authority.

  • Article 12. The shareholders’ meeting shall be presided over by the Chairman of the Board of Directors of the Company. In his absence, either the Vice Chairman of the Board of Directors or one of the Directors shall preside in accordance with Article 208 of the Company Act. If a shareholders meeting is convened by a party with power to convene but other than the board of directors, the convening party shall chair the meeting. When there are two or more such convening parties, they shall mutually select a chair from among themselves.

  • Article 13. Notices shall be sent to all shareholders for the convening of shareholders’ meetings, at least thirty (30) days in advance, in case of regular meetings; and at least fifteen (15) days in advance, in case of special meetings. The date of the meeting, premises and reasons for convening a shareholders meeting shall be specified in the meeting notice and public announcement. For shareholders

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  • with less than 1,000 shares the notice may be made with a public announcement.

  • Article 14. For each shareholders meeting, a shareholder that will be absent of the meeting for a particular reason may appoint a proxy to attend the meeting by providing the proxy form issued by this Company and stating the scope of the proxy’s authorization. For a shareholder to appoint a proxy to attend a meeting, except for Article 177 of the Company Act, he shall also handle this in accordance with the “Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies”.

  • Article 15. Each shareholder shall have one vote; however for those that is restricted by law or has no voting rights pursuant to the Company Act this shall not apply. The voting power at a shareholders meeting may be exercised in writing or by way of electronic transmission, provided, that the method for exercising the voting power shall be described in the shareholders’ meeting notice.

  • Article 16. Unless otherwise prescribed by laws or regulations, the proposal will only be approved by the shareholders meeting when the attending shareholders represent a majority of the total number of issued shares and majority of the shareholders attending the meeting vote for the proposal.

Chapter 4 Directors, Audit Committee Members and Managers

  • Article 17. The company has seven to eleven directors serving three-year terms. The election of directors adopts a candidate nomination system where the general meeting of shareholders elects them from a list of candidates and they are eligible for re-election. The company may purchase liability insurance for directors and important managers during the tenure of their lawful compensation for their business scope. After the company publicly issues stocks, the total shareholding ratio of all its directors shall be in accordance with the regulations of the securities management agency.

  • Among the directors mentioned above, the independent directors shall not be less than three in number and not less than one-fifth of the total number of directors.

  • The independent directors and the non-independent directors shall be elected together at the same time with quotas calculated separately. Regulations governing the professional qualifications, restrictions of shareholdings and concurrent positions held, method of nomination and other matters for compliance with respect to independent directors shall be complied with based on the regulations prescribed by the Security Competent Authority.

  • Article 17-1 The Company's board of directors should be convened at least once a quarter, and the convener should state the convening matter for notification to the directors seven days beforehand; the convening method can be written, fax or

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email. In the event of an emergency, however, it must be called at any time.

  • Article 18 The board of directors is a body of elected members with power of authority specified on the left column:

  • Approve important articles and the organization, regulations and procedures of the Company.

  • Propose the amendment to the Articles of Incorporation.

  • Establish or dissolve a branch

  • Approve the annual budget and review annual financial reports, including the review of annual business plan and their relevant monitoring and implementation.

  • Plan and propose to invest in other business.

  • Plan and propose the proposal of capital increase or decrease.

  • Grant or remove the positions of important employees.

  • Submit proposal of earning distribution or deficit compensation.

  • Approve significant transactions between related parties (including related enterprises)

  • Other power of authority granted pursuant to the Company Act or resolution by the shareholders meeting.

  • Article 19. The board of directors shall elect a chairman of the board of directors from among the directors by a majority vote at a meeting attended by over two-thirds of the directors. They may also elect in the same manner a vice chairman of the board. The Chairman represents the Company externally.

  • Article 20. Except otherwise provided by the Company Act, the meetings of the board of directors shall be convened by the chairman of the board of directors. Unless otherwise provided for in the Company Act, resolutions of the Board of Directors shall be adopted by a majority of the directors at a meeting attended by a majority of the directors.

  • Article 21. The chairman of the board of directors shall preside at the meeting of the board of directors. In case the chairman of the board of directors is on leave or absent or cannot exercise his power and authority for any cause, the person acting on his behalf shall handle things pursuant to the requirements of Article 208 of the Company Act. Each director shall attend the meeting of the board of directors in person. If the director cannot be present due to a particular reason he may appoint other director to represent him. A director may accept the appointment to act as the proxy referred to in the preceding paragraph of one other director only. The meeting of the board of directors may proceed via visual communication network. The directors taking part in such a visual communication meeting shall be deemed to have attended the meeting in person.

  • Article 22 The Company shall establish an Audit Committee, and the Audit Committee

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shall consist of all independent directors.

Regarding matters such as the number, term, powers and rules of procedure of the Audit Committee, in accordance with the relevant provisions of the Audit Committee’s methods for exercising authority, the Audit Committee’s organizational rules shall be separately formulated.

  • Article 23 For directors’ travel expenses, remuneration and salaries of independent directors, the remuneration authorization is determined by the board of directors according to the degree of participation and contribution value to the company's operations, and negotiated with reference to the standards of related companies.

  • Article 24. A Company may have managerial personnel. Appointment and discharge and the remunerations of the managerial personnel shall be decided in accordance with Article 29 of the Company Act.

  • Article 25. The general manager shall be in charge of the business operations

Chapter 5 Accounting

  • Article 26. The fiscal year for the Company shall be from January 1 of each year to December 31 of the same year. The Company shall, at the end of each fiscal year, proceed with the annual accounting of revenues and expenditures.

  • Article 27 At the end of each fiscal year, the company shall prepare the following schedules by the board of directors and submit them to the Regular Meeting of Shareholders for approval in accordance with the law.

  • I. Business report

  • II. Financial statements

  • III. Proposals concerning appropriation of net profits or covering of losses.

  • Article 28. The Company may, upon adoption of a resolution by a majority of the directors present at a meeting of the board of directors attended by two-thirds or more of the total number of directors of the Company, transfer shares at a price lower than the average price of shares redeemed, or let the employees subscribe to stock options certificates at a price lower than the average price of the redeemed shares.

  • Article 29. If the Company has surplus profits after annual accounting of revenues and expenditures, it shall have its losses covered and all taxes and dues paid and set aside ten percent of the remaining profits as a legal reserve. However when the legal reserve amounts to the authorized capital, this shall not apply. In addition, after a special reserve is provided or reserved in compliance with the laws and regulations, the board of directors may combine the remaining balance with the undistributed earnings at beginning period as accumulated distributed earnings, and depending on the available fund and economic situation, to formulate a proposal; if such distribution is made in the manner of issuing new shares, the distribution shall be submitted for approval in the shareholders meeting.

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The Company complies with Article 240, Paragraph 5 of the Company Act and Article 241 of the Company Act such that dividends may be distributed or statutory surplus reserve and capital reserve paid by cash upon authorization of board meetings with two thirds or more of directors present and resolution adopted by half or more of directors present, with the matter to be reported to the shareholders meeting.

  • Article 29-1 The Company shall pay no less than 1% for employees and no more than 2% for directors according to the profitability of the current year. However, when the Company still has accumulated losses, it should make up for them first.

  • From the employee salary amount specified in the preceding paragraph, a profit

  • of no less than 0.5% shall be deducted to pay the salaries of grass-roots employees.

The employee’s compensation may be distributed in stocks or cash, the parties to whom the compensation distributed to may include employees of affiliated companies.

The profitability of the current year referred to in the first paragraph refers to the pre-tax profit for the current year after deducting the distribution of employee compensation and director compensation.

The distribution of employees' compensation and directors' compensation shall be decided by the board of directors with a resolution made by at least two-thirds of the directors present and a majority of the directors in agreement, and this shall be reported to the shareholders meeting.

  • Article 29-2 When issuing the following rewarded employee shares, the Company may, in accordance with the provisions of Article 167-1, Article 167-2, and Article 267 of the Company Act, distribute to parties including employees of companies controlled by or affiliated with the Company under certain conditions.

  • I. Transfers of treasury stock to employees.

  • II. Employee stock options.

  • III. Issuance of new shares subscribed by employees.

  • IV. Employee restricted new shares.

  • Article 30 The industry that the Company is in is still in the growing stage. The Company expects it will have cash demand for the expansion of production line in the coming years. The distribution of surplus can be done in the form of cash dividends or stock dividends; the cash dividend shall not be less than 5% of the total dividend. However, if the cash dividend is less than NT$0.1 yuan per share, it will not be paid and stock dividends are to be used instead.

  • Article 31. Shareholders entitled to dividends distributed are those whose names are recorded on the shareholders’ roster within 5 days prior to the target date fixed by the issuing company for distribution of dividends, bonus or other benefits.

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Chapter 6 Supplementary Provisions

Article 32. Deleted

  • Article 33. The Company’s organizational procedures and work rules will be prescribed separately.

  • Article34. With regards to all matters not provided for in these Articles of Incorporation, the Company Act shall govern.

Article35. These Articles of Incorporation were established on December 9, 1987. The 1st amendment was on December 21, 1997 The 2nd amendment was on May 21, 1998 The 3rd amendment was on March 3, 1999 The 4th amendment was on June 21, 2000 The 5th amendment was on May 18, 2001 The 6th amendment was on June 13, 2012 The 7th amendment was made on June 23, 2013 The 8th amendment was made on June 23, 2013 The 9th amendment was made on May 25th, 2014 The 10th amendment was on May 25th, 2014 The 11th amendment was on June 14, 2015 The 12th amendment was on June 14, 2015 The 13th amendment was on June 15, 2016 The 14th amendment was made on June 10, 2009 The 15th amendment was on June 9, 2010 The 16th amendment was on June 15, 2011 The 17th amendment was on May 30, 2012 The 18th amendment was on June 11, 2013 The 19th amendment was on June 19, 2014 The 20th amendment was made on June 30, 2015 The 21th amendment was on June 28, 2016 The 22nd amendment was made on June 14, 2018. The 23rd amendment was made on June 18, 2019. The 24th amendment was made on June 18, 2020. The 25th amendment was made on August 31, 2021.The 26th amendment is made on May 31, 2022. The 27th amendment was on May 30, 2023. The 28th amendment was made on May 28, 2025.

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Appendix III

Flexium Interconnect. Inc.

Shareholdings of all directors

Flexium Interconnect. Inc.
Shareholdings of all directors
Flexium Interconnect. Inc.
Shareholdings of all directors
Flexium Interconnect. Inc.
Shareholdings of all directors
Reference date: March 29, 2026
Job Title Name Shares Held
Chairman of Board Walter Cheng 4,767,360
Director Chi-Lian Investment Corporation representative: Matt
Chen
2,825,017
Director Chi-Lian Investment Corporation representative: Hung
Chi-Shan
2,825,017
Director Tai-Peng Development Corporation representative: Jeng Xi
Shih
15,459,784
Director Tai-PengDevelopment Corporation representative: JJ Chen 15,459,784
Director Lin Pei-Ru 1,459,255
Director ChengDavid 519,351
Independent director Xin-Bin Fu 0
Independent director HuangShui-Tong 0
Independent director Wu Pei-Jun 0
Independent director ZhangJin-Tu 15,000
Total 25,030,767
  • Note 1: As of March 29, 2026, the total shares issued by the company came to 323,831,481 ordinary shares.

  • Note 2: All directors of the company should hold the authorized number of 12,953,259 shares. As of March 29, 2026, the number of shares held by all directors is 25,030,767 shares (excluding independent directors holding shares).

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