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FLYTECH — Annual Report 2026
May 5, 2026
52531_rns_2026-05-05_c2578a38-ac0b-4ed0-9db8-c03c3553f515.pdf
Annual Report
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FLYTECH
2025 ANNUAL REPORT
Stock Code: 6206
Taiwan Stock Exchange Market Observation Post System
https://mops.twse.com.tw
2025 Annual Report is available at http://www.flytech.com
Printed on March 31, 2026
Spokesperson
Name: Shyu Jia Horng
Title: President
Tel: 886-2-87914988
E-mail: [email protected]
Headquarters and Plant Headquarters
Address: No.168, Sing-ai Rd., NeiHu District, Taipei City 11494, Taiwan, R.O.C.
Tel: 886-2-87914988
Acting Spokesperson
Name: Chang, Ya-Chu
Title: Senior Manager, Investment & Strategy
Tel: 886-2-87914988 #6206
E-mail:[email protected]
Plant
Address: No.36, Huaya 3rd Rd., Guishan District, Taoyuan City 33383, Taiwan, R.O.C.
Stock Agency
Capital Securities Corp.
Address: B1F.-1, No.97, Sec.2, Dunhua S. Rd., Da'an Dist., Taipei City 10601, Taiwan, R.O.C.
Tel: 886-2-2702-3999
Website: http://www.capital.com.tw
Independent Auditors
KPMG
Auditors: Shih-Chun Hsu, Huei-Chen Chang
Address: 68F, No.7, Sec.5, Xinyi Rd., Taipei City, Taiwan, R.O.C.
Tel.: 886-2-8101-6666
Website: http://www.kpmg.com.tw
Overseas Securities Exchange
N.A
Corporate Website
http://www.flytech.com
Contents
I. Report for Shareholders ... 1
II. Corporate Governance Report ... 3
2.1 Directors and Management Team ... 3
2.2 Remuneration of Directors, Supervisors, President, and Vice President ... 11
2.3 Implementation of Corporate Governance ... 16
2.4 Information Regarding the Company's Audit Fee and Independence ... 79
2.5 Replacement of CPAs: ... 79
2.6 The Company's Chairman, Chief Executive Officer, Chief Financial Officer, and managers in charge of its finance and accounting operations did not hold any positions in the Company's independent auditing firm or its affiliates during 2023 ... 80
2.7 Transfer of shareholder equity transfer and equity pledge by directors, managerial officers and key shareholders holding more than 10% in 2023 and as of the date of publication of the Annual Report ... 80
2.8 Relationship among the Top Ten Shareholders ... 81
2.9 Ownership of Shares in Affiliated Enterprises ... 82
III. Funding Status ... 83
3.1 Capital stock and stock shares ... 83
3.2 Execution status of issuing corporate bonds ... 89
3.3 Issuance of preferred shares ... 89
3.4 Disclosure relating to depository receipts ... 89
3.5 Status of employee stock certificates ... 89
3.6 The new shares from restricted employee stock option ... 89
3.7 Disclosure on new shares issued in exchange of other company shares ... 89
3.8 Progress on the use of funds ... 89
IV. Operation overview ... 90
4.1 Business content ... 90
4.2 Market and production and sales overview ... 103
4.3 Number of employees in the last 2 years to the date this report was printed ... 111
4.4 Environmental expenditure information ... 111
4.5 Labor Management Relations ... 114
4.6 Cyber Security Management ... 117
4.7 Intellectual Property Management ... 119
4.8 Important contracts: ... 120
4.9 Employee Code of Conduct and Ethical Corporate Management Best Practice Principles ... 120
4.10 Procedure for handling internal information in materiality ... 120
4.11 Work environment and the protection of labor safety ... 121
V. Review of financial status, business performance, and risk management issues ... 123
5.1 Financial status ... 123
5.2 Financial Performance ... 124
5.3 Cash flow ... 125
5.4 Material capital expenditures in the latest year and impacts on business performance ... 125
5.5 The major causes for profits or losses incurred by investments during the most recent year; rectifications and investment plans for the next year ... 126
5.6 Risk assessment ... 126
5.7 Other important disclosures ... 132
VI. Special remarks ... 133
6.1 Affiliated companies ... 133
6.2 Private placement of securities during the latest year up till the publication date of this annual report ... 133
6.3 Other supplementary information ... 133
6.4 Occurrences of events defined under Article 36-3-2 of the Securities and Exchange Act in the latest year up till the publishing date of this annual report that significantly impacted shareholders' equity or security prices ... 133
發接科技 Flytech
追求卓越
I. Report for Shareholders
Dear shareholders,
Market Environment
2025 has been an exceptionally challenging year for Flytech. In the face of a rapidly shifting international landscape, we have consistently adopted a prudent yet proactive approach to navigate uncertainties and market volatility. The early-year introduction of US reciprocal tariff policies, followed by the sharp appreciation of the New Taiwan dollar in the second quarter, posed direct challenges to our export competitiveness and margins. In the second half of the year, global tech giants accelerated investments in AI infrastructure, leading to a reallocation of supply chain resources. This surge increased the costs of upstream materials and critical components, once again presenting the IPC industry with the challenge of supply constraints.
At the same time, we also saw new growth opportunities emerge. As edge computing, Vision AI, and related applications moved further into real-world deployment, demand for integrated solutions continued to grow across retail, hospitality, industrial automation, and the medical sector. Flytech will continue to strengthen its core competencies through R&D and ongoing product innovation.
Financial Performance
In 2025, Flytech reported consolidated revenue of NT$5.033 billion, gross profit of more than NT$2.2 billion, a record operating margin of 25%, and earnings per share of NT$6.90. These results reflect the progress we have made in optimizing our customer mix, deepening vertical application deployment, and improving operating efficiency.
In our core business, we continued to increase product penetration among existing customers while expanding into new markets. Supported by our strengths in in-house R&D, manufacturing, and design innovation, we launched a new-generation product featuring the world's narrowest touch bezel technology, further strengthening our competitiveness in global markets. In software, our three subsidiaries, Berry AI, Inefi, and Angible, also made solid progress. Their combined annual revenue contribution exceeded NT$100 million for the first time, demonstrating strong momentum in recurring revenue growth and laying the foundation for the our second growth engine.
Strategy and Execution
With AI adoption accelerating in real-world applications, end markets are showing rising demand for edge computing capabilities and intelligent decision-making. In 2026, Flytech will move forward under the strategic theme of "Redefine Endpoint Value" and continue to deepen its strategy of highly integrated hardware and AI-enabled software. Our goal is to transform endpoints from standalone hardware devices into intelligent nodes with edge computing capabilities that connect payment flows, information flows, and decision flows, helping customers improve efficiency and operating performance.
We will focus on two priorities: scalable deployment and real-time computing and recognition. At the same time, we will continue increasing the share of recurring software revenue in our business mix. This will support Flytech's transition from a hardware supplier to a solutions and services provider, enhance service quality and value creation, and deliver more stable long-term returns to shareholders.
發展科技 Flytech
追求卓越
Sustainability and Regulatory Environment
Flytech Technology is dedicated to robust ESG governance and risk management. Guided by GRI, SASB, and TCFD frameworks, we consistently publish sustainability reports and conduct annual carbon verification, and our 2025 organizational-level carbon inventory is complete. We are committed to delivering “Safety, Environmental Protection, and Sustainability” products by tracking carbon footprints and integrating recycled materials to meet our customers' low carbon supply chain requirements.
Looking Ahead
Flytech will continue to strengthen supply chain responsiveness, product delivery quality, and talent development. We remain committed to our customers, employees, and shareholders, and will continue to enhance corporate value and global competitiveness while delivering long-term, stable, and sustainable returns.
May you all have a wonderful year of 2026
Flytech Technology Co., Ltd.
Lam, Tai Seng, Chairman
Shyu, Jia Horng, Manager
Wu, Pi Tao, Accountant in charge
2
II Corporate Governance Report
2.1 Directors and Management Team
2.1.1 Directors
March 31, 2026
| Title | Nationality/Country of Origin | Name | Gender | Age | Date Elected | Term (Years) | Date First Elected | Shareholding when Elected | Current Shareholding | Spouse & Minor Shareholding | Shareholding by Nominee Arrangement | Experience (Education) | Other Position | Executives or Directors who are spouses or within two degrees of kinship | Note | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Shares | % | Shares | % | Shares | % | Shares | % | Title | Name | Relation | |||||||||||
| Chairman | R.O.C. | Lam, Tai Seng | Male | 71~75 | 2024.06.12 | 3 years | 1984.08.13 | 16,423,263 | 11.48% | 16,423,263 | 11.48% | 11,040,443 | 7.72% | — | — | EMBA Guanghua School of Management, Peking University | |||||
| EMBA of National Chengchi University | |||||||||||||||||||||
| Department of electronic engineering, National Taiwan University | |||||||||||||||||||||
| President of Flytech Technology | Note 1 | Director | |||||||||||||||||||
| Director | Wang, Wei Wei | ||||||||||||||||||||
| Lam, I Chong | Spouse | ||||||||||||||||||||
| Son | |||||||||||||||||||||
| Director | R.O.C. | Wang, Wei Wei | Female | 61~65 | 2024.06.12 | 3 years | 1984.08.13 | 11,040,443 | 7.72% | 11,040,443 | 7.72% | 16,423,263 | 11.48% | — | — | MBA University of Tennessee,USA | |||||
| SVP of Flytech Technology | Note 2 | Chairman | |||||||||||||||||||
| Director | Lam Tai Seng | ||||||||||||||||||||
| Lam, I Chong | Spouse | ||||||||||||||||||||
| Son | |||||||||||||||||||||
| Director | R.O.C. | Flytech Foundation | Male | 2024.06.12 | 3 years | 2021.07.07 | 900,000 | 0.63% | 1,200,000 | 0.84% | — | — | — | — | MS, NYU Electrical Engineering | ||||||
| Director of Mediatek Inc | |||||||||||||||||||||
| Vice President of Flytech Technology | None 3 | ||||||||||||||||||||
| Representative: Shyu, Jia Horng | 56~60 | — | 24,118 | 0.02% | — | — | — | — | |||||||||||||
| Director | R.O.C. | Yi Hua Investment Limited | Male | 2024.06.12 | 3 years | 2021.07.07 | 78,022 | 0.05% | 78,022 | 0.05% | — | — | — | — | MBA, Harvard Business School, Harvard University | ||||||
| Department of mechanical and electrical Engineering, Duke University | |||||||||||||||||||||
| CEO of Berry AI Inc. | None 4 | Chairman | |||||||||||||||||||
| Director | Lam Tai Seng | ||||||||||||||||||||
| Wang, Wei Wei | Parents | ||||||||||||||||||||
| Representative: Lam, I Chong | 31~35 | 1,980,668 | 1.38% | 1,980,668 | 1.38% | — | — | — | — | ||||||||||||
| Independent director | R.O.C. | Chen, Kuo Hong | Male | 65~70 | 2024.06.12 | 3 years | 2006.06.14 | — | — | — | — | — | — | — | — | Department of electronic engineering, National Taiwan University | |||||
| CSO of Stark Technologies Inc. | |||||||||||||||||||||
| President of Howteh Technology Co. | |||||||||||||||||||||
| President of Tallyn technologies, inc. | Note 5 | ||||||||||||||||||||
| Independent director | R.O.C. | Liang, Wei Ming | Male | 61~65 | 2024.06.12 | 3 years | 2019.06.12 | — | — | — | — | — | — | — | — | University of Iowa IE & MBA | |||||
| Department of Industrial Engineering, Tunghai University | |||||||||||||||||||||
| Vice President, Chief Land Electronic Co., Ltd. | |||||||||||||||||||||
| President of SINBON Electronics Group | Note 6 | ||||||||||||||||||||
| Independent director | R.O.C. | Huang, Tzu Ting | Female | 61~65 | 2024.06.12 | 3 years | 2024.06.12 | 20,000 | 0.01% | 20,000 | 0.01% | — | — | — | — | Department of Law, National Chung Hsing University | |||||
| EMBA of National Chengchi University | |||||||||||||||||||||
| CDO of Acer Inc. | |||||||||||||||||||||
| Property Rights and Marketing, GM of Global Strategic Planning and Operations Business Group | |||||||||||||||||||||
| Director of Acer e-Enabling Service Business Inc. | |||||||||||||||||||||
| Director of Hignpoint Service Network Corp. | Note 7 |
Note 1: Chairman of Flytech Technology (USA) Inc., Chairman of Flytech Technology (HK) Ltd, Director of Flytech Technology (Shanghai) Co., Ltd. (corporate representative), Director of the Yeedex Electronic Corporation (corporate representative), Chairman of the Board, Yi Hua Investment Co., Ltd., Director of FLYTECH TECHNOLOGY (DONGGUAN) CO., LTD.
Note 2: Director of Flytech Technology (Shanghai) Co., Ltd. (corporate representative), CEO of Bluerider ARTs
Note 3: President of Flytech Co., Ltd., Chairman of Flytech USA International Co., Ltd. (corporate representative), Chairman of Flytech HK International Co., Ltd (corporate representative), Chairman of Flytech CN International Co., Ltd. (corporate representative), Chairman of Fei Shiun investment Co. Ltd. (corporate representative), Director of Box j Technologies (Holdings) Ltd., Director of Angible Holding Co., Ltd. (corporate representative), Director of Box Technologies Ltd., Chairman of Berry AI inc., (corporate representative), Chairman of Inefi incorporation (corporate representative), Director of Angible Inc. (corporate representative)
Note 4: Director of inefi Holding Co., (corporate representative), Director of Berry Al Holding Co., Ltd., Director of Box Technologies Ltd. (corporate representative), Director of Berry Al inc., (corporate representative), Director of Inefi incorporation (corporate representative), Chairman of Berry Al International (corporate representative), Chairman of Berry Al USA INC Co., Ltd, Chairman of Angible Inc. (corporate representative), Director of Ji Te Investment Development Co., Ltd., Chairman of Bi Da Investment Development Co., Ltd., Chairman of Zhong Chuan Investment Development Co., Ltd.
Note 5: Director of Stark Technologies Inc. Chairman of Howteh Technology Co., Chairman of Tailyn technologies, inc. (corporate representative), Director of Chaintel Technolofy Co., Ltd., Chairman of Brighteam Technology Co., Ltd.
Note 6: Vice Chairman of SINBON Electronics Company Ltd., Chairman of SINBON Tongcheng (corporate representative), Director of SINBON Jiangyin (corporate representative), Director of SINBON Hong Kong (corporate representative), Director of SINBON Beijing (corporate representative), Director of Beijing SINBON TongAn Renewable Energy Co., Ltd (corporate representative), Director of SINBON Shenzhen (corporate representative), Director of SINBON Shanghai (corporate representative), Chairman of Jiangsu ENMAGIC Energy Co., Ltd. (corporate representative), Director of SINCEN Electronics Co., Ltd. (corporate representative), Chirman of SINBON Jiangyin(Beijing Tongzhou Branch) (corporate representative), Director of SINBON Technologies Tennessee LLC(corporate representative), Director of Tai Yi Investment Co., Ltd., Chairman of SINTOP Energy Management Co., Ltd. (corporate representative), Director of Jiangyin Sincheng Electronics(corporate representative), Director of Kwan-Ze Corporation Ltd., Director of SINBON Electronics Singapore Pte. Ltd. (corporate representative)
Note 7: Consultant of Acer Inc., Independent Director of Compal Electronics Inc., Independent Director of AUO corporation.
- Major shareholders of the institutional shareholders
March 31, 2026
| Name of Institutional Shareholders | Major Shareholders |
|---|---|
| Yi Hua Investment | Lam Tai Seng |
- Major Shareholder is the corporate shareholder directors : Flytech foundation is a non-profit, so it is not applicable
飛捷科技 Flytech
追求卓越
2.1.2 Information of directors and supervisors:
- professional qualification of directors and supervisors' and Independence Criteria of Independent Director:
| Name | Condition | Professional Qualification and Experience | Independence Criteria | Number of Other Public Companies in Which the Individual is Concurrently Serving as an Independent Director |
|---|---|---|---|---|
| Chairman Lam, Tai Seng | Professionals in industry, technology, Sales, business management, etc., the founder of the company, leading the company's R&D design and marketing management for many years. He has been a director since the company's establishment and is currently the chairman of the Company. | |||
| Director Wang, Wei Wei | Professionals in investment, Financial management, business management, and Sales etc. Formerly served as senior vice president of the company, responsible for investment and management. Served as a director since the establishment of the company and is currently a full-time director. | |||
| Director Flytech Foundation Representative: Shyu, Jia Horng | Professionals in industry, technology, Sales, management, used to be the director of the listed company MediaTek, Formerly served as vice president of the marketing center of the Company; currently serving as president. Re-elected as a Director for the 13th term at the shareholders' meeting held on June 12, 2024 | |||
| Director Yi Hua Investment Limited Representative: Lam, I Chong | Possesses expertise in industry, software, AI, and marketing. Currently serving as the CEO of the subsidiary Berry AI, developing software services for artificial intelligence-based image recognition technology. Combines AI with hardware-software integration to enhance customer service processes. Possesses strong skills in technological innovation and marketing. Appointed as the representative by the corporate shareholder, Yi hua Investment, in January 2025. |
飛捷科技 Flytech
追求卓越
| Name\Condition | Professional Qualification and Experience | Independence Criteria | Number of Other Public Companies in Which the Individual is Concurrently Serving as an Independent Director |
|---|---|---|---|
| Independent director Chen, Kuo Hong | New-elected as Independent Director of the 13th Board of Directors in June 12, 2024. Initially appointed as the Supervisor of the company in 2001, and served as a Director of the company in 2006. Possesses expertise in industry, technology, marketing, and management. Previously served as the CSO of of Stark Technologies Inc.(the listed company) and as the president of Howteh Technology Co.. (OTC company) for many years, with extensive experience in operational management within the technology industry and not subject to any of the provisions under Article 30 of the Company Act. | Compliant (Note 1) | 0 |
| Independent director Liang, Wei Ming | Re-elected as Independent Director of the 13th Board of Directors in June 12, 2024. First appointment as a director of a listed cabinet company was in 2005, and the first appointment as a independent director of the company in 2019. Professionals in industry, finance, technology, management, used to be the President of the listed company Sinbon Electronics Company Ltd. Possesses extensive experience in operational management within the technology industry and not subject to any of the provisions under Article 30 of the Company Act. | Compliant (Note 1) | 0 |
| Independent director Huang, Tzu Ting | New-elected as Independent Director of the 13th Board of Directors in June 12, 2024. Possesses professional expertise in industry, supply chain, cyber security, and management. Formerly served as Co-COO of the listed company Acer Inc., with extensive experience in operational management within the technology industry and not subject to any of the provisions under Article 30 of the Company Act. | Compliant (Note 1) | Independent Director of Compal Electronics Inc. Independent Director of AUO corporation |
Note1 : The amount of remuneration obtained from providing business, legal, financial, accounting and other services to the company or related companies in the last 2 years is 0.
6
飛捷科技 Flytech
追求卓越
2. Board Diversity and Independence :
(1) Board Diversity Policy, Goals and Achievements
The composition of the board of directors of the Company takes into account the needs of the operation structure, business type, and future development trends, and evaluates various aspects of diversification, and formulates an appropriate diversification policy, include Basic personal information and values (gender, age, nationality, and cultural background), Expertise and skills (such as industry, technology, finance, sales, management, manufacture etc.). Provide diverse perspectives and perspectives to improve the quality of board decision-making and benefit a variety of stakeholders.
A. Gender goal:
Female directors accounting for 25% of all the directors (or two seats).
Achievement situations:
In 2018, the Company appointed one female director, accounting for 14% of the Board. In the 2024 re-election, the appointment of an additional female independent director increased the proportion of female directors to 28%, thereby achieving the Company's target and complying with the relevant regulatory requirements at the time. However, the representation of either gender on the Board has yet to reach one-third. The Company has set a goal to achieve at least one-third representation of the underrepresented gender in the next board election, as part of its ongoing commitment to implementing board diversity.
B. Age goal:
Those below age 60 accounting for 30%.
Achievement situations:
In the 13th Board of Directors elected in 2024, two members were under the age of 60, accounting for 28% of the Board, including one member under the age of 40. In the next board election, the Company will take into full consideration a range of diversity factors—such as professional background, gender, and age—in nominating suitable candidates to achieve its diversity objectives.
C. Experience goal:
Two-thirds of the directors should be masters or above, or professional managers of listed companies.
Achievement situations:
The 13th Board of Directors elected in 2024 includes five members holding master's degrees. All external directors currently serve as professional managers in listed or OTC listed companies, thereby fulfilling the Company's set objectives.
7
飛捷科技 Flytech
追求卓越
D. Nationality and cultural goals:
More than one-half of the directors should have a master's degree or above from an overseas institution, or have worked in the overseas company.
Achievement situations:
Among the members of the 13th Board of Directors elected in 2024, four directors hold master's degrees from universities in the United States, and one director holds a master's degree from Guanghua School of Management, Peking University. All board members have experience in managing overseas enterprises, thereby meeting the Company's objectives for international expertise and educational diversity.
E. Professional goal:
The Board should include at least three directors with experience in the electronics or computer technology industry, three directors with corporate management experience, three directors with marketing experience, and at least two directors with financial management experience.
Achievement situation:
The 13th Board of Directors elected in 2024 has successfully met the established goals. The professional backgrounds of each director are outlined in the table below, demonstrating the achievement of a diverse and complementary board composition.
8
飛捷科技 Flytech
追求卓越
| Gender Nationality | Lam, Tai Seng | Wang, Wei Wei | Shyu, Jia Horng | Lam, I Chong | Chen, Kuo Hong | Liang, Wei Ming | Huang, Tzu Ting |
|---|---|---|---|---|---|---|---|
| Male | Female | Male | Male | Male | Male | Female | |
| R.O.C. | R.O.C. | R.O.C. | R.O.C. | R.O.C. | R.O.C. | R.O.C. | |
| Capabilities and Skills | |||||||
| Leadership | ● | ● | ● | ● | ● | ● | ● |
| Decision-making ability | ● | ● | ● | ● | ● | ● | ● |
| Global market perspective | ● | ● | ● | ● | ● | ● | ● |
| Industry knowledge | ● | ● | ● | ● | ● | ● | ● |
| Operational judgment | ● | ● | ● | ● | ● | ● | ● |
| Risk management / crisis handling | ● | ● | ● | ● | ● | ● | ● |
| Accounting and financial analysis capability | ● | ● | ● | ● | ● | ● | |
| Environmental sustainability | ● | ● | ● | ● | ● | ● | ● |
| Social engagement | ● | ● | ● | ● | ● | ● | ● |
| Experience and Professional Expertise | |||||||
| Industry Technology | ● | ● | ● | ● | ● | ● | ● |
| R&D | ● | ● | ● | ● | |||
| Software / AI | ● | ● | ● | ||||
| Marketing and Business Development | ● | ● | ● | ● | ● | ● | ● |
| Manufacturing | ● | ● | ● | ● | |||
| Investment | ● | ● | ● | ● | ● | ● | ● |
| Business Administration | ● | ● | ● | ● | ● | ● | ● |
| Cyber Security Management | ● | ● | ● | ● | ● | ● | ● |
| Supply Chain Management | ● | ● | ● | ● | ● | ● | |
| Social / Cultural Affairs | ● | ● | |||||
| Legal | ● |
(2) Independence of the Board of directors
The Company's Board of Directors consists of seven members, including three independent directors, representing 43% of the Board. The Board is considered to possess sufficient independence. The Chairman and Director Wang, Wei Wei are spouses, and Director Lam, I Chong is a first-degree relative of both the Chairman and Director Wang, Wei Wei. All other directors are free from the circumstances specified in Paragraphs 3 and 4, Article 26-3 of the Securities and Exchange Act.
9
2.1.3 Management Team
March 31, 2026
| Title | Nationality/ Country of Origin | Name | Gender | Term start Date | Shareholding | Spouse & Minor Shareholding | Shareholding by Nominee Arrangement | Experience ( Education ) | Other Position | Managers who are Spouses or Within Two Degrees of Kinship | Note | |||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Shares | % | Shares | % | Shares | % | Title | Name | Relation | ||||||||
| President & Head of Management Center | R.O.C. | Shyu, Jia Horng | Male | 2020.01 | 24,118 | 0.02% | — | — | — | — | MS, NYU Electrical Engineering Director of Mediatek Inc | 1. President of Flytech Co., Ltd. | ||||
| 2. Chairman of Flytech USA International Co. Ltd. (corporate representative) | ||||||||||||||||
| 3. Chairman of Flytech HK International Co., Ltd (corporate representative) | ||||||||||||||||
| 4. Chairman of Flytech CN International Co., Ltd. (corporate representative) | ||||||||||||||||
| 5. Chairman of Fei Shun investment Co. Ltd. (corporate representative) | ||||||||||||||||
| 6. Director of Box Technologies (Holdings) Ltd. | ||||||||||||||||
| 7. Director of Angible Holding Co., Ltd. (corporate representative) | ||||||||||||||||
| 8. Director of Box Technologies Ltd., | ||||||||||||||||
| 9. Chairman of Berry Al inc.,(corporate representative) | ||||||||||||||||
| 10.Chairman of Inefi incorporation (corporate representative) | ||||||||||||||||
| 11.Director of Angible Inc. (corporate representative). | ||||||||||||||||
| Vice President of Marketing Center | R.O.C. | Sung, Ching Sheng | Male | 2023.01 | 31,969 | 0.02% | — | — | — | — | MBA, University of Texas at Dallas Quality Assurance Engineer, Acer Computer Quality Assurance Engineer, Accton Technology AVP , Flytech Co., Ltd., | 1.Director of Box Technologies (Holdings) Ltd. | ||||
| 2.Direcaor of Box Technologies Ltd. | ||||||||||||||||
| 3.Director of Berry Al inc. (corporate representative) | ||||||||||||||||
| Special Assistant to the Chairman | R.O.C. | Huang, Jung Shian | Male | 2023.01 | — | — | — | — | — | — | MS, Electrical Engineering, Georgia Institute of Technology AVP, Paking Technology Limited. | None | ||||
| Assistant Vice President of Marketing Center | R.O.C. | Lai, Yen Kuang | Male | 2024.05 | 5,000 | 0.003% | — | — | — | — | International Business, National Taiwan University AVP, Firich Enterprises Co. Ltd | None | ||||
| Assistant Vice President of Manufacturing Center | R.O.C. | Chu, Yung Hao | Male | 2023.01 | — | — | — | — | — | — | MS, National Chung Cheng University Electrical Engineering Director, Speed Tech Corp. | None | ||||
| Head of R&D Center | R.O.C. | Liu, Yun Ping | Male | 2011.10 | — | — | — | — | — | — | Executive program, National Cheng-Chi University EMBA of National Chengchi University Senior AVP, Elitegroup Computer Systems | Director of Angible Inc.(corporate representative) | ||||
| Assistant Vice President of R&D Center | R.O.C. | Chou Li Chun | Male | 2023.01 | — | — | — | — | — | — | Electronic Engineering, Oriental Institute of Technology Senior Manager, Micro-Star International Co., Ltd. Manager, Kinpo Electronics, Inc. | Director of Inefi incorporation (corporate representative) | ||||
| Assistant Vice President of R&D Center | R.O.C. | Kuan, Yung Shun | Male | 2003.05 | 19,728 | 0.014% | — | — | — | — | Electrical Engineering, National Taipei University of Technology Senior Engineer, ADVANTECH CO., LTD. | |||||
| Chief Finance Officer Head of Corporate Governance | R.O.C. | Wu, Pi Tao | Female | 2023.01 | 7,000 | 0.005% | — | — | — | — | M.S., Department of Accounting, National Taipei University CFO, GaleMed Corporation Internal Audit Manager, Nytex Composites, Co., Ltd.PwC Taiwan | 1. Supervisor of Flytech Technology (Shanghai) Co.,Ltd.(corporate representative) | ||||
| 2. Supervisor of Berry Al Inc.(corporate representative) | ||||||||||||||||
| 3. Supervisor of Angible Inc.(corporate representative) |
2.2 Remuneration of Directors, Supervisors, President, and Vice President in 2024
2.2.1 Remunerations for General Directors and Independent Directors
December 31, 2025 Unit: NT$ thousands; shares
| Title | Name | Remuneration of Directors | Sum and Ratio of Total Remuneration (A+B+C+D) to Net Income (%) (Note 7) | Relevant Remuneration Received by Directors Who are Also Employees | Sum and Ratio of Total Ratio of Total compensation (A+B+C+D+E+F+G) to Net Income (%) (Note 7) | Compensation Paid to Directors from an Invested Company Other than the Company's Subsidiary |
|---|---|---|---|---|---|---|
| Base Compensation (A) (Note 1) | Severance Pay (B) | Bonus to Directors (C) (Note 2) | Allowances (D) (Note 3) | Salary, Bonuses, and Allowances (E) (Note 4) | Severance Pay (F) (Note 6) | Profit Sharing- Employee Bonus (G) (Note 5) |
| The Company | Companies in the consolidated financial statements (Note 6) | The Company | Companies in the consolidated financial statements (Note 6) | The Company | Companies in the consolidated financial statements (Note 6) | The Company |
| Chairman | Lam, Tai Seng | 0 | 0 | 0 | 0 | 7,000 |
| Director | Wang, Wei Wei | |||||
| Director | Flytech Foundation Representative : Shyu, Jia Horng | |||||
| Director | Yi Hua Investment Limited Representative : Lam, I Chong | |||||
| Independent Director | Chen, Kuo Hong | |||||
| Independent Director | Liang, Wei Ming | |||||
| Independent Director | Huang, Tzu Ting |
- State the relevance of the independent director remuneration payment policy, system, standard, and structure and remuneration amount based on duties, risks, input time, and other factors:
The company's policy of remuneration payments to all the directors (including independent directors) in reference to the following terms has been drafted into a payment plan submitted to the Remunerations Committee and Board of Directors four review and approval. Based on the directors' degree of involvement and the value of contribution in the board of directors for the current year (number of meetings attended, number of motions, risk of motions, majority of motions, review time) and other operations (interviews and discussions with CPAs/internal auditors/management level).
(1) Based on each director's engagement and contribution, considering board meeting participation (frequency, agenda volume, risk and materiality, and time spent) and involvement in operational discussions (with auditors and management).
(2) Benchmark against domestic and international industry peers..
(3) Annual performance assessments results of individual directors and the Board of Directors.
(4) The company's overall annual operating performance.
(5) Provisions of the Company Charter: If the company has incurred profits for the year, $3\% \sim 15\%$ shall be allocated as remunerations for employees (A minimum of $10\%$ of total employee remuneration shall be allocated to grassroots-level employees.) and no higher than $3\%$ shall be allocated as remunerations for directors.
The total amount of remunerations for the company directors paid by company and all the companies in the consolidated statement in 2025 accounts for $0.8373\%$ of after-tax net profit.
2 Remunerations claimed by the directors for providing services in the most recent year (such as act as parent company / all the companies in the financial statementserving / non-staff consultants) other than the disclosure in the table above: None.: $0.
| Remuneration Scale to Directors of the Company | Name of Director | |||
|---|---|---|---|---|
| The total of A+B+C+D | The total of A+B+C+D+E+F+G | |||
| The Company | Companies in the consolidated financial statements | The Company | Companies in the consolidated financial statements | |
| Under NT$ 1,000,000 | ||||
| NT$1,000,001 ~ NT$2,000,000 | Lam, Tai Seng、Wang, Wei Wei、Flytech Foundation Representative : Shyu, Jia Horng、Yi Hua Investment Limited Representative : Lam, I Chong、Chen, Kuo Hong、Liang, Wei Ming、Huang, Tzu Ting | Lam, Tai Seng、Wang, Wei Wei、Flytech Foundation Representative : Shyu, Jia Horng、Yi Hua Investment Limited Representative : Lam, I Chong、Chen, Kuo Hong、Liang, Wei Ming、Huang, Tzu Ting | Wang, Wei Wei、Yi Hua Investment Limited Representative : Lam, I Chong、Chen, Kuo Hong、Liang, Wei Ming、Huang, Tzu Ting | Wang, Wei Wei、Chen, Kuo Hong、Liang, Wei Ming、Huang, Tzu Ting |
| NT$2,000,001 ~ NT$3,500,000 | ||||
| NT$3,500,001 ~ NT$5,000,000 | Yi Hua Investment Limited Representative : Lam, I Chong | |||
| NT$5,000,001 ~ NT$10,000,000 | Lam, Tai Seng | Lam, Tai Seng | ||
| NT$10,000,001 ~ NT$15,000,000 | Flytech Foundation Representative : Shyu, Jia Horng | Flytech Foundation Representative : Shyu, Jia Horng | ||
| NT$15,000,001 ~ NT$30,000,000 | ||||
| NT$30,000,001 ~ NT$50,000,000 | ||||
| NT$50,000,001 ~ NT$100,000,000 | ||||
| Over NT$ 100,000,000 | ||||
| Total | 7 | 7 | 7 | 7 |
Note 1: It refers to the remuneration toward directors for 2025 (including directors' salary, job allowance, severance payment, various bonuses, incentives, etc.)
Note 2: It refers to the amount of remuneration to directors to be allocated in 2025 as duly resolved in the board of directors meeting.
Note 3: It refers to the traffic allowances payable to directors in 2025.
Note 4: It refers to the salary, job allowances, severance pay, various bonuses, incentives, traffic allowances, special expenditures, various allowances, dormitory fares, provision of vehicles and such objects in kind received by directors and concurrent employees (including the concurrent general manager, deputy general manager(s), other managers and employees) in 2025. Besides, such "shares-based payments" under IFRS 2, including acquired employee stock option certificates, new shares with restricted employee interests, and participation in subscription to new shares through capital increase through cash injection should be counted into the remuneration.
Note 5: Remuneration to employees (including stocks and cash) obtained by directors and concurrent employees (including the concurrent general manager, deputy general managers, other managers, and employees) of the proposed distribution for 2025 based on the actual distribution ratio in 2024.
Note 6: It refers to the total amount of the remuneration paid by all companies (including the Company itself) in the consolidated financial statements to the directors of the Company.
Note 7: It refers to the net profit after tax amidst the individual financial statements of 2025.
2.2.2 Remuneration of the President and Vice President
December 31,2025 Unit: NT$ thousands; shares
| Title | Name | Salary (A) (Note 1) | Severance Pay (B) | Bonuses and Allowances (C) (Note 2) | Profit Sharing- Employee Bonus (D) (Note 3) | Sum and Ratio of total compensation (A+B+C+D) to net income (%) (Note 5) | Compensation Paid to Directors from an Invested Company Other than the Company's Subsidiary | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| The Company | Companies in the consolidated financial statements (Note 4) | |||||||||||||
| The Company | Companies in the consolidated financial statements (Note 4) | The Company | Companies in the consolidated financial statements (Note 4) | The Company | Companies in the consolidated financial statements (Note 4) | Cash | Stock | Cash | Stock | The Company | Companies in the consolidated financial statements (Note 4) | |||
| President | Shyu, Jia Horng | 7,503 | 7,503 | 324 | 324 | 1,300 | 1,300 | 12,500 | 0 | 12,500 | 0 | Sum | Sum | None |
| Vice President | Sung, Ching Sheng | 21,627 Ratio | 21,627 Ratio | |||||||||||
| Vice President | Liu, Yun Ping | 2.19% | 2.19% | |||||||||||
| Range of Remuneration | Name of Presidents and Vice Presidents | |||||||||||||
| --- | --- | --- | ||||||||||||
| The Company | Companies in the consolidated financial statements | |||||||||||||
| Under NT$ 1,000,000 | ||||||||||||||
| NT$1,000,001 ~ NT$2,000,000 | ||||||||||||||
| NT$2,000,001 ~ NT$3,500,000 | ||||||||||||||
| NT$3,500,001 ~ NT$5,000,000 | ||||||||||||||
| NT$5,000,001 ~ NT$10,000,000 | Liu, Yun Ping, Sung, Ching Sheng, Shyu, Jia Horng, | Liu, Yun Ping, Sung, Ching Sheng, Shyu, Jia Horng, | ||||||||||||
| NT$10,000,001 ~ NT$15,000,000 | ||||||||||||||
| NT$15,000,001 ~ NT$30,000,000 | ||||||||||||||
| NT$30,000,001 ~ NT$50,000,000 | ||||||||||||||
| NT$50,000,001 ~ NT$100,000,000 | ||||||||||||||
| Over NT$ 100,000,000 | ||||||||||||||
| Total | 3 | 3 |
Note 1: It refers to the salaries, job allowances, severance pay for the general manager and deputy general managers in 2025.
Note 2: It refers to a variety of award bonuses, incentives, traffic allowances, special expenditures, various allowances, dormitory fares, provision of vehicles and such objects in kind and other remunerations provided to the general manager and deputy general managers in 2025. Besides, such salary expenses, including employee stock option certificates acquired by employees as "shares-based payments" under IFRS 2, including acquired employee stock option certificates, new shares with restricted employee interests and participation in subscription to new shares through capital increase through cash injection should be counted into the remuneration as well.
Note 3: The amount of employee remunerations proposed to be allocated to the general manager and vice presidents (including stocks and cash) for 2025 based on the actual allocation ratio in 2024.
Note 4: It refers to the aggregate total of all sorts of remunerations paid by all companies covered within the Consolidated Financial Statements (including the Company itself) to the Company's general manager and deputy general managers.
Note 5: It refers to the net profit after tax under indescribable financial statements of 2025.
飛捷科技 Flytech
追求卓越
- Names of the managerial officers allocated with remuneration to employees and performance in allocation.
December 31, 2025 Unit: NT$ thousands; shares
| Title | Name | Employee Bonus - in Stock (Note 1) | Employee Bonus - in Cash (Note 1) | Total | Ratio of Total Amount to Net Income (%) | |
|---|---|---|---|---|---|---|
| Manager | President | Shyu, Jia Horng | 0 | 22,200,000 | 22,200,000 | 2.25% |
| Vice President of Marketing Center | Sung, Ching Sheng | |||||
| Special Assistant to the Chairman | Huang, Jung Shian | |||||
| AVP of Marketing Center | Lai, Yen Kuang | |||||
| AVP of Management | Chu, Yung Hao | |||||
| Vice President of R&D Center | Liu, Yun Ping | |||||
| AVP of R&D Center | Chou, Li Chun | |||||
| AVP of R&D Center | Kuan, Yung Shun | |||||
| Chief Finance Office | Wu, Pi Tao | |||||
| Chief Information Security Officer of Management Center | Lien, Chien Li |
Note 1: The remuneration to employees allocated to managerial officers anticipated for 2025 based on the actual allocation ratio of 2024.
2.2.4 Comparison of Remuneration for Directors, Supervisors, Presidents and Vice Presidents in the Most Recent Two Fiscal Years and Remuneration Policy for Directors, Supervisors, Presidents and Vice Presidents
- The ratio of the total amount of remuneration paid to the directors and supervisors of the company and all the companies in the consolidated financial statements in the recent two years in the net profit after tax.
| 2024 Total Amount of Remunerations The ratio of net profit after tax for the current year | 2025 Total Amount of Remunerations The ratio of net profit after tax for the current year | |||
|---|---|---|---|---|
| The Company | All companies included in the consolidated statements | The Company | All companies included in the consolidated statements | |
| Director | 2.19% | 2.26% | 2.27% | 2.61% |
| President and Vice President | 2.17% | 2.17% | 2.19% | 2.64% |
- Description and Analysis (Refer to Page 11~13 of the list of remunerations for directors, President, and Vice President.
(1) Remunerations paid to directors
The provisions in the "Company Charter.", if the company incurs profits in the current year, 3%~15% of the profits should be designated as remunerations for employees (A minimum of 10% of total employee remuneration shall be allocated to
飛捷科技 Flytech
追求卓越
grassroots-level employees.) and no more than 3% of remunerations for directors. In addition to transportation fees for regularly attending meetings, remunerations paid are based on the periodically completed annual board performance assessment results of the "Board Performance Assessment Method", The assessment content includes the operation of the board of directors and the self-assessment of directors. Please refer to the description on page 18 for the assessment content, and are in reference to the company's annual overall business performance (performance assessment results of excellence for both 2025 and 2024), which will be reported to the Remunerations Committee and board for review and approval in accordance with the "Compensation Committee Organization Provisions" before remuneration distribution. In addition, the Compensation Committee shall periodically review the reasonability of the remuneration policy, system, standard, and structure; the amounts paid in 2025 and 2024 amounted to NT$7,000,000 and NT$5,600,000, respectively. and was equally distributed among all directors., not exceeding the upper limit. The amounts were deemed reasonable in relation to the board's annual performance assessment results (The 2025 and 2024 are rated excellent (90 point above)) and operational performance; the "expenses for performing business" referred to transportation fees for attending meetings, accounting for $840,000 in 2025 and $1,120,000 in 2024.
(2) Remuneration paid to the general manager and the vice general manager (including salary, bonuses, employee remunerations, etc.)
The remuneration standard is determined by the HR department, according to the scope of responsibilities of each position. According to the management regulations "Administrative Measures for Professional Titles and Ranks", "Administrative Measures for Salary and Bonuses", and "Organization Regulations of the Salary and Compensation Committee", and with reference to the salary level of the same industry, to formulate a reasonable salary structure. Annual bonuses and remuneration bonuses are based on the principle of "the company's articles of association" that "if the company has a profit in the year, 3% to 15% should be raised as employee remuneration(A minimum of 10% of total employee remuneration shall be allocated to grassroots-level employees.) and no more than 3% as director's remuneration". Review the manager's personal KPI achievement rate for the company's overall operational performance indicators. KPI indicators include two categories: (A) financial indicators: revenue, gross profit margin, expense ratio, net interest rate, EPS etc.; (B) non-financial indicators: number of customers added, material cost rate, development time rate, delivery days, inventory turnover rate, Accounts receivable turnover rate, no illegal, no violation of company rules, etc. (C)sustainability Performance Indicators: sustainable development performance (including domestic and international evaluations), green product innovation, sustainable and responsible procurement, low-carbon manufacturing transition, occupational health and safety, risk management, and execution of sustainability goals.
After calculating its KPI achievement rate, the proposal will be sent to the Salary and Compensation Committee, and it will be issued after review and approval. The remunerations granted to the general manager, vice general managers and managerial officers in 2025 and 2024 were found without a significant gap and prove rational when compared with the Company's annual business performance.
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飛捷科技 Flytech
追求卓越
2.3 Implementation of Corporate Governance
2.3.1 Board of Directors
The Board called 6 (A) meetings in 2025. The attendance of directors is specified as follows:
| Title | Name | Attendance in Person (B) | By Proxy | Attendance Rate (%)【B/A】 | Remarks |
|---|---|---|---|---|---|
| Chairman | Lam, Tai Seng | 6 | 0 | 100 % (Required attendance: 6) | Re-elected 13^{th} of director (Re-election date: June 12th, 2024) |
| Director | Wang, Wei Wei | 5 | 1 | 83 % (Required attendance: 6) | Re-elected 13^{th} of director (Re-election date: June 12th, 2024) |
| Director | Flytech Foundation Representative : Shyu, Jia-Horng | 6 | 0 | 100 % (Required attendance: 6) | Flytech Foundation re-elected 13^{th} of director (Re-election date: June 12th, 2024) |
| Director | Yi Hua Investment Limited Representative : Lam, I Chong | 6 | 0 | 100 % (Required attendance: 6) | Yi Hua Investment Limited re-elected 13^{th} of director (Re-election date: June 12th, 2024) |
| Independent director | Chen, Kuo Hong | 5 | 1 | 83 % (Required attendance: 6) | New elect of 13^{th} director (New-election date: June 12th, 2024) |
| Independent director | Liang, Wei Ming | 6 | 0 | 100 % (Required attendance: 6) | Re-elected 13^{th} of director (Re-election date: June 12th, 2024) |
| Independent director | Huang, Tzu Ting | 6 | 0 | 100 % (Required attendance: 6) | New elect of 13^{th} director (New-election date: June 12th, 2024) |
Other mentionable items:
- If any of the following circumstances occur, the date of the meetings, sessions, contents of motion, all independent directors' opinions and the company's response should be specified:
(1) Matters referred to in Article 14-3 of the Securities and Exchange Act.
| Board of Directors | Details of the relevant agendas and the subsequent | Issues listed in the Securities and Exchange Act, Article 14-3 | Independent directors opposed or reserved their opinion |
|---|---|---|---|
| 2025.3.7 13th Board of Directors 6th Meeting | 1、Approved the capital increase of the Company's subsidiary, Cayman-based Berry Al Holding Co., Ltd. (Berry Al KY). Following the capital increase, Berry Al KY will reinvest in its subsidiary, Berry Al Inc., to strengthen working capital in support of future business development. | V | None |
| 2、Approved the 2025 Financial Statement Auditor expenses case (both approved by the Audit Committee on 2025.3.7) | V | None | |
| Company's response to independent director's opinion: not applicable | |||
| Resolution results: After inquiries made by the chairman, consent and approval were obtained by all the directors present. |
飛捷科技 Flytech
追求卓越
| Board of Directors | Details of the relevant agendas and the subsequent | Issues listed in the Securities and Exchange Act, Article 14- 3 | Independent directors opposed or reserved their opinion |
|---|---|---|---|
| 2025.5.8 | |||
| 13th Board of Directors | |||
| 7th Meeting | Approved the adjustment of the USD capital increase amount for the subsidiary Berry Al KY due to significant fluctuations in the USD exchange rate, so that Berry Al KY’s subsequent capital injection into Berry Al Inc. can be converted into an equivalent amount in New Taiwan Dollars. | ||
| (approved by the Audit Committee on 2025.5.8) | V | None | |
| Company’s response to independent director’s opinion: not applicable | |||
| Resolution results: After inquiries made by the chairman, consent and approval were obtained by all the directors present. | |||
| 2025.8.8 | |||
| 13th Board of Directors | |||
| 8th Meeting | Approved the capital increase of the Cayman subsidiary Angible Holding Co., Ltd. (Angible-KY). Following the capital increase, Angible-KY will further reinvest in its subsidiary Angible Inc. to provide the working capital required for business development. (approved by the Audit Committee on 2025.8.8) | V | None |
| Company’s response to independent director’s opinion: not applicable | |||
| Resolution results: After inquiries made by the chairman, consent and approval were obtained by all the directors present. | |||
| 2025.11.4 | |||
| 13th Board of Directors | |||
| 10th Meeting | 1、Approved partial amendments to the company’s internal control system, “C4-1 Human Resources Planning Procedures,” to add that the scope of grassroots-level employees shall be submitted to the Board of Directors for resolution, and that periodic reviews shall be conducted to assess whether adjustments are necessary. | ||
| 2、Approved partial amendments to the company’s “Operational Procedures for Loaning of Company Funds”. | |||
| (both approved by the Audit Committee on 2025.11.4) | V | None | |
| Company’s response to independent director’s opinion: not applicable | |||
| Resolution results: After inquiries made by the chairman, consent and approval were obtained by all the directors present. | |||
(2) Board resolutions, other than the aforementioned matters, that were opposed or had reservations expressed by independent directors with records or written statements: None.
- The avoidance of the conflict of interest by the Directors on related motions, specify the names of the Independent Directors, the content of the motions, the principle of the avoidance of the conflict of interest, and the participation in casting the ballots:
At the Board of Directors meeting on September 30, 2025, the allocation of directors’ remuneration for 2024, as approved by the 2025 shareholders’ meeting, was discussed. Each individual director recused themselves from deliberation and resolution regarding their own remuneration. The Chairman then sought approval from the remaining attending directors, and the resolution was passed. Apart from this matter, there were no other agenda items in 2025 requiring any director to recuse themselves.
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飛捷科技 Flytech
追求卓越
- Director Assessment Implementation Situation
| Assessment Cycle | The company has set up the “Board Performance Assessment Method” on 2017, including: assessment cycle and period, assessment scope, implementation unit, assessment procedure, and description of assessment indicators. The General Manager’s Office (implementation unit) has implemented a performance assessment once a year according to the guidelines, and a questionnaire is produced at the end of the year according to the content of the assessment to assist the directors and Functional Committee members in filling out the implementation self-assessment and compiling it into a report. The assessment results shall be reported at the board meeting in the first quarter the following year to review items to be improved and discuss function strengthening and improvement plan.
The 2025 self-assessment results were rated as “Excellent” with a score above 90. The overall attendance rate of all directors during the year exceeded 90%. Directors actively participated in board meetings, providing suggestions and fulfilling their supervisory responsibilities. The Company continued its strong operational performance, maintaining profitability without any losses since its establishment. Both revenue and gross profit performed outstandingly. In terms of corporate governance and regulatory compliance, the Company also demonstrated excellent performance with no material litigation cases. The report was submitted to the Board of Directors on March 6, 2026. |
| --- | --- |
| Assessment Period | The 2025 board performance (January 1,2025 to December 31, 2025) was assessed. |
| Assessment Scope | The board, individual board members, Audit Committee, and Compensation Committee. |
| Assessment Method | The board internal self-assessment, board member self-Assessment, Audit Committee member self-assessment, Compensation Committee member self-assessment |
| Assessment Content | (1) Board performance assessment indicators include five aspects:
The degree of participation in company operations, board decision-making quality, board makeup and structure, director election, training, internal control. The assessment of chairman of the board includes operation KPI and governance result.
(2) Individual board member performance assessment indicators include six aspects:
Grasp of company goals and missions, recognition of Director duties, degree of participation in company operations, internal relations management and communication, director professionalism and training, internal control.
(3) Functional Committee (Audit Committee and Remunerations Committee) performance assessment indicators include five aspects:
Degree of participation in company operations, recognition of duties of Functional Committee, improvement of Functional Committee decision-making quality, Functional Committee makeup and member election, internal control. |
- Evaluate goals and status of strengthening the board’s job functions in the past few years:
(1) The Company set up two independent directors starting from 2002 and increased one more independent director in 2018. Here at the Company under the Board of Directors, there is the Audit Committee and Compensation Committee. The Audit Committee (organized in 2018) was organized by three independent directors and the Compensation Committee (organized in 2011) was organized by three independent directors and one expert. The organizational rules of all functional committees have been duly approved by the Board of Directors.
(2) In an attempt to enhance the function and efficiency of the Board of Directors, the Company officially enacted the “Regulations Governing Evaluation of the Performance by
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飛捷科技 Flytech
追求卓越
the Board of Directors" in 2017. Accordingly, the performance by the Board of Directors is evaluated at end of every fiscal year. In the evaluation process, the General Manager Office first collects the Board of Directors activities related information to work out the questionnaires accordingly and distributes the questionnaires to all directors and all functional committees, assembles the self-evaluation outcome and creates the report which is delivered to the board of directors meeting convened in the first quarter of the ensuing year.
(3) To thoroughly implement corporate governance, the Company set the corporate governance head in 2019 to assume the responsibility to provide the directors with all information and data required for performance of duty and law compliance and further arrange continuing education programs to help the Board of Directors fulfill their responsibilities and powers well.
(4) The Company's Board of Directors faithfully complies with the "Rules of Procedures Governing Board of Directors Meeting" where both the Auditor Head and Financial Head shall attend as guest participants. In a board of directors meeting, the directors shall, other than discussing the motions within the agenda, request the management level to report on the Company's business performance, market analyses, business strategy, product layout, managerial operation, human resources, financial data, operation by the respective departments on a regular basis so as to oversee the management teams to faithfully fulfill their duties and responsibilities.
2.3.2 Implementation of the Audit Committee or supervisors' participating in the operation of the Board of Directors:
The Company's Audit Committee is composed of three independent directors. The term of the 3rd committee is from June 12, 2024, to June 11, 2027. In 2025, the Audit Committee convened a total of four meetings (A). The attendance of committee members is detailed as follows:
| Title | Name | Actual number of attendance (B) | Attend through proxy | Percentage of actual attendance (%) [B/A] | Note |
|---|---|---|---|---|---|
| Independent director | Chen, Kuo Hong | 3 | 1 | 83 % (Required attendance: 4) | New elected as the 3rd Audit Committee members (date of election: June 12th, 2024) |
| Independent director | Liang, Wei Ming | 4 | 0 | 100 % (Required attendance: 4) | Re-elected as the 3rd Audit Committee members (date of election: June 12th, 2024) |
| Independent director | Huang, Tzu Ting | 4 | 0 | 100 % (Required attendance: 4) | New elected as the 3rd Audit Committee members (date of election: June 12th, 2024) |
Other mentionable items:
- For the operation of the Audit Committee in any of the following circumstances, please specify the date, term, the contents of the proposals, the resolution of the Audit Committee, and the process of the opinions proposed by the Audit Committee:
(1) The major work of the Audit Committee for 2025 included reviewing the consolidated and parent company only financial statements for 2024, examining the consolidated
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飛捷科技 Flytech
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financial statements for the first, second, and third quarters of 2025, assessing the effectiveness of the design and implementation of the internal control system, reviewing the establishment of significant investments in subsidiaries, evaluating the independence of the attesting CPAs for financial reporting and related audit expenses, reviewing the capital increase of subsidiaries, as well as the amendments to the internal control system and other related matters. Matters referred to in Article 14-5 of the Securities and Exchange Act is showed below.
| Audit Committee | Details of the relevant agendas and the subsequent | Issues listed in the Securities and Exchange Act, Article 14-5 | Independent directors opposed or reserved their opinion |
|---|---|---|---|
| 2025.3.7 The 3rd of The 3rd Committee | 1、Approved the capital increase of the Company's subsidiary, Cayman-based Berry Al Holding Co., Ltd. (Berry Al KY). Following the capital increase, Berry Al KY will reinvest in its subsidiary, Berry Al Inc., to strengthen working capital in support of future business development | V | None |
| 2、Approved the 2024 financial statement (including consolidated financial statement) | V | None | |
| 3、Approved the company's 2024 "Internal Control System Announcement", which deems effective the company's internal control system design. | V | None | |
| 4、Approved the 2025 financial statement auditor CPAs expenses case | V | None | |
| Company's response to independent director's opinion: not applicable | |||
| Resolution: Passed by all the independent directors present. | |||
| 2025.5.8 The 4th of The 3rd Committee | 1、Approved the 2025 Q1 consolidated financial statement. | V | None |
| 2、Approved the adjustment of the USD capital increase amount for the subsidiary Berry Al KY due to significant fluctuations in the USD exchange rate, so that Berry Al KY's subsequent capital injection into Berry Al Inc. can be converted into an equivalent amount in New Taiwan Dollars. | V | None | |
| Company's response to independent director's opinion: not applicable | |||
| Resolution: Passed by all the independent directors present. | |||
| 2025.8.8 The 5th of The 3rd Committee | 1、Approved the 2025 Q2 consolidated financial statement | V | None |
| 2、Approved the capital increase of the Cayman subsidiary Angible Holding Co., Ltd. (Angible-KY). Following the capital increase, Angible-KY will further reinvest in its subsidiary Angible Inc. to provide the working capital required for business development. | V | None | |
| Company's response to independent director's opinion: not applicable | |||
| Resolution: Passed by all the independent directors present. | |||
| 2025.11.4 The 6th of The 3rd Committee | 1、Approved the 2025 Q3 consolidated financial statement | V | None |
| 2、Approved partial amendments to the company's internal control system, "C4-1 Human Resources Planning Procedures," to add that the scope of grassroots-level employees shall be submitted to the Board of Directors for resolution, and that periodic reviews shall be conducted to assess whether adjustments are necessary. | |||
| 3、Approved partial amendments to the company's "Operational Procedures for Loaning of Company Funds". | V | None | |
| Company's response to independent director's opinion: not applicable | |||
| Resolution: Passed by all the independent directors present. |
(2) In addition to the aforementioned motions, other motions without approval by the Auditing Committee but passed by the Board with 2/3 of the Directors: None.
- With respect to the avoidance of conflicting interest agendas, describe the names of independent directors, details of the relevant agendas, reasons for avoiding conflicting interest, and the voting decisions: None.
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飛捷科技 Flytech
追求卓越
- Performance of communications by and between independent directors, audit head and Certified Public Accountant(s) (should include the Company's financial, business operation affairs, issued, methods and outcomes of communications among them).
The company's Audit Committee is made up of three independent directors. The internal audit supervisors and financial statement CPAs assist independent directors in fulfilling their duties and urging the board to engage in more effective operations through the following communication meetings:
(1) Here at the Company, the internal audit head shall join a meeting with the independent directors in the Audit Committee at least on a quarterly basis. The contents of communications shall include performance of the internal audit and key issues linked up with business operation. In case of an extraordinary circumstance, the internal audit head shall report to the independent directors in the Audit Committee in real time. In 2025, there was not any extraordinary circumstance as mentioned above. The Company's internal audit head has been in very close and sound communications with the Audit Committee.
(2) The Company's CPAs would, after completing the review process of the Company's financial statements, hold a symposium with the directors to explain the audit opinions, findings in the auditing over the internal control system, updates of major laws and proposals on countermeasures. In case of an extraordinary circumstance, the certified public accountants shall report to the independent directors in the Audit Committee in real time. In 2025, there was not any extraordinary circumstance as mentioned above. The certified public accountants have been in very close and sound communications with the Audit Committee, and communicated with the Audit Committee members on March 7 and August 8, 2025.
Communication between Independent Directors and internal audit supervisor and CPA in 2025:
| Date | Summary of Talks |
|---|---|
| 2025.1.17 | The 5th meeting of the 13th Board of Directors, the internal audit supervisor reported on communication matters and the outcomes as follows: |
| 1. Reported the summary of internal audit findings from November to December of 2024 | |
| 2. Reported the internal audit plan for 2025. | |
| Opinion of independent director: No objections | |
| 2025.3.7 | The 3rd meeting of the 3rd Audit Committee, the internal audit supervisor reported on communication matters and the outcomes as follows: |
| 1. Reported the summary of the actual audit for 2024. | |
| 2. Reported the company's 2024 “Internal Control System Announcement”, which deems effective the company's internal control system design | |
| 3. Reported the summary of internal audit from January to February of 2025. | |
| 4. Assisted the risk management implementation unit in reporting that no irregularities were found in the execution of risk management activities for the year 2024. | |
| 5. Assisted the president office compiling and presenting the following information: annual reports for year 2024 of "performance evaluation report of the board of directors and functional committees", "Intellectual property management plan and implementation report", "Integrity management report", "cyber security management report", "Risk management report". No significant anomalies were found. Assisted the ESG promotion office reported no anomalies in the 2024 corporate social responsibility (ESG) sustainable development and stakeholder communication. | |
| 6. Assisted in explaining the Company's capital increase in its subsidiary, Berry Al Holding Co., Ltd. (Berry Al KY), a Cayman Islands company. | |
| 7. Assisted in explaining the periodic evaluation of the independence of the attesting CPAs of the company's financial statements based on Audit Quality Indicators (AQIs). | |
| 8. Assisted in explaining the non-assurance services proposed by KPMG and its affiliated firms and related entities to be provided to the company and its subsidiaries in 2025. |
21
飛捷科技 Flytech
追求卓越
| Date | Summary of Talks |
|---|---|
| The CPA reported on the audit of the consolidated and parent company only financial reports for 2024, the communication with the corporate governance department, and the dissemination of laws and regulations, as well as the communication with the independent directors alone (the first individual meeting in 2025). | |
| Opinion of independent director: No objections | |
| 2025.5.8 | The 4th meeting of the 3rd Audit Committee, the internal audit supervisor reported on communication matters and the outcomes as follows: |
| 1. Reported the summary of internal audit from March to April of 2025 | |
| 2. Reported on the improvements to the flaws in 2024’s internal control system and unusual affairs. | |
| 3. Assisted in explaining the proposed revision to the USD capital increase amount for subsidiary Berry Al KY due to significant fluctuations in the USD exchange rate.. | |
| Opinion of independent director: No objections | |
| 2025.8.8 | The 5th meeting of the 3rd Audit Committee, the internal audit supervisor reported on communication matters and the outcomes as follows: |
| 1. Reported the summary of internal audit from May to July of 2025. | |
| 2. Assisted in explaining the proposed capital increase in the Cayman subsidiary Angible Holding Co., Ltd. (Angible-KY) | |
| Briefing by CPA as well as the communication with the independent directors alone (the second individual meeting in 2025). | |
| Opinion of independent director: No objections | |
| 2025.11.4 | The 6th meeting of the 3rd Audit Committee, the internal audit supervisor reported on communication matters and the outcomes as follows: |
| 1. Reported the summary of internal audit from August to October of 2025. | |
| 2. Assisted in explaining the proposed amendments to the company’s internal control system, including “C4-1 Human Resources Planning Procedures” and the “Operational Procedures for Loaning of Company Funds.” | |
| Opinion of independent director: No objections |
(3) The annual work focuses of the company's Audit Committee are as follows:
- Review the internal control system.
- Evaluate the effectiveness of the internal control system.
- Review the Procedures for the Acquisition and Disposal of Assets, the trade of derivatives, loaning of funds, making of endorsement/guarantees or amended
- Review matters that involve the best interests of the directors.
- Review material assets or derivative transactions.
- Review the lending, endorsement, or guarantee of capital in huge sum.
- Review the establishment or review the public offering, issuance, or private placement of equity-type securities.
- Review the appointment, dismissal, or compensation of the CPAs.
- Review CPA independence and performance assessments.
- Appointment and dismissal of the Finance Officer, Accounting Officer, or Internal Chief Auditor.
- Review audit plans and reports.
- Review the integrity operation system and implementation results.
- Audit Committee self-assessment of performance
- Review the annual and the first, second, and third quarter financial reports signed by the chairman, manager, and accounting supervisor that must be reviewed by CPAs.
- Review other significant matters required by the Company or the competent authorities.
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2.3.3 Corporate Governance Implementation Status and Deviations from "the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies"
| Evaluation Item | Implementation Status | Deviations from "the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies" and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| 1. Does the company establish and disclose the Corporate Governance Best-Practice Principles based on "Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies"? | V | The Company has established the Corporate Governance Best-Practice Principles based on "Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies" on May 2015 (the latest edition was revised in May, 2023). The information has been disclosed on the Company's website. | None | |
| 2. Shareholding structure & shareholders' rights | ||||
| (1) Does the company establish an internal operating procedure to deal with shareholders' suggestions, doubts, disputes and litigations, and implement based on the procedure? | ||||
| (2) Does the company possess the list of its major shareholders as well as the ultimate owners of those shares? | ||||
| (3) Does the company establish and execute the risk management and firewall system within its conglomerate structure? | ||||
| (4) Does the company establish internal rules against insiders trading with undisclosed information? | V | (1) In addition to the existing hotline and email channels, the Company has established an internal operating procedure, and has designated appropriate departments, such as spokesman, deputy spokesman, investor Relations, to handle shareholders' suggestions, doubts, disputes and litigation. | ||
| (2) The Finance & Shared Services Division is responsible for collecting the updated information of major shareholders and the list of ultimate owners of those shares. | ||||
| (3) The company has created the "Guidelines for Transactions with Specific Companies and Related Parties", the "Measures for the Operation and Management of Reinvested Companies", the "Rules Governing Financial and Business Matters Between this Corporation and its Related Parties", rules Governing Financial and Business Matters Between this Corporation and its Related Parties, internal control's Supervision and Management of Subsidiary Companies, the Regulations for Transactions Between Stakeholders, and other relevant management standards, in which we clearly specify and regulate management authority and control methods among companies with connected interests. Moreover, we can supervise our subsidiaries as they establish and carry out necessary internal control systems, and as they build good risk-control systems and firewalls in compliance with our Company Governance Principles | ||||
| (4) The company has made the following management regulations | ||||
| (A) The "Code for Integrity Operations" and the "Code for Moral Conduct", which stipulate that internal personnel should not take advantage of unpublicized information and engage in insider trading or disclose information to others so they can engage in insider trading. | None |
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| Evaluation Item | Implementation Status | Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| (B) The Procedures for “Handling of Internal Material Information and Prevention of Insider Trading” state that internal personnel aware of major internal news should not disclose the information to others, and prevention of insider trading. | ||||
| The above regulations are all compliant with our Company Governance Principles. | ||||
| (1)~(4) above were implemented in 2025 as provisioned. |
24
| Evaluation Item | Implementation Status | Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| 3.Composition and Responsibilities of the Board of Directors | ||||
| (1) Does the Board develop and implement a diversified policy for the composition of its members? | V | (1) The company made its Company Governance Principles based on the Corporate Governance Best Practice Principles for TWSE/TPEx-Listed Companies. In these principles, below the strengthening of the board’s job functions part, is a regulation that reads, “the Board of Directors should consist of a diverse group of members. The company’s operations, management models and development needs should embrace a principle of diversity that shall include two major aspects: (I) Basic personal information and values: gender, age, nationality, and cultural background; (II) Expertise and skills: specialized background (such as law, accounting, industry, finance, sales, or technology), specialized skills, industry experience, etc.” The specific goal achievement situations are explained below: |
(A) Gender goal: Female directors accounting for 25% of all the directors (or two seats).
Achievement situations: In 2018, the Company appointed one female director, accounting for 14% of the Board. In the 2024 re-election, the appointment of an additional female independent director increased the proportion of female directors to 28%, thereby achieving the Company’s target and complying with the relevant regulatory requirements at the time.
(B) Age goal: Those below age 60 accounting for 30%.
Achievement situations: In the 13th Board of Directors elected in 2024, two members were under the age of 60, accounting for 28% of the Board, including one member under the age of 40. In the next board election, the Company will take into full consideration a range of diversity factors—such as professional background, gender, and age—in nominating suitable candidates to achieve its diversity objectives. | None |
25
| Evaluation Item | Implementation Status | Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| (C) Experience goal : Two-thirds of the directors should be masters or above, or professional managers of listed companies. | ||||
| Achievement situations: The 13th Board of Directors elected in 2024 includes five members holding master’s degrees. All external directors currently serve as professional managers in listed or OTC listed companies, thereby fulfilling the Company’s set objectives. |
(D) Nationality and cultural goals: More than one-half of the directors should have a master’s degree or above from an overseas institution, or have worked in the overseas company.
Achievement situations: Among the members of the 13th Board of Directors elected in 2024, four directors hold master’s degrees from universities in the United States, and one director holds a master’s degree from Guanghua School of Management, Peking University. All board members have experience in managing overseas enterprises, thereby meeting the Company’s objectives for international expertise and educational diversity.
(E) Professional goal: The Board should include at least three directors with experience in the electronics or computer technology industry, three directors with corporate management experience, three directors with marketing experience, and at least two directors with financial management experience. The 13th Board of Directors elected in 2024 has successfully met the established goals. Please refer to the table provided on page 9 for detailed explanations. | |
26
| Evaluation Item | Implementation Status | Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| (2) Does the company voluntarily establish other functional committees in addition to the Compensation Committee and the Audit Committee? |
(3) Does the company set board performance assessment guidelines and the assessment method? Is a performance assessment periodically carried out each year, and are the performance assessment results reported to the board as a reference for remunerations of individual directors and re-election nominations? | | | (2) The company has established the following functional committee
(A) In October 2011, the company set up the Compensation Committee and established the Organizational Protocols of the Compensation Committee by which the committee will be guided.
(B) The Audit Committee was set up in June 2018 and the “Organizational Regulations for the Audit Committee” was formulated and implemented in accordance with the regulations.
(3) The company passed the “Board Performance Assessment Method” on March 29, 2017, including assessment cycle and period, assessment scope, implementation unit, assessment procedure, and assessment indicators. The General Manager’s Office (implementation unit) implements a performance assessment once a year according to the guidelines and reports and summarizes assessment results at the board meeting in the first quarter the following year. The assessment indicators and implementation method are as follows:
(A) Evaluation criteria for the board include level of participation in the company’s operations, improvement in the board’s decision making, organization and structure of the board, election of directors, continued education, internal control and the operation KPI/governance proformance of the chairman.
(B) Evaluation criteria for board members include mastery of the company’s goals and tasks, knowledge of director’s job responsibilities, level of participation in the company’s operations, management of internal relationships and communication, expertise, continued education of directors, internal control, etc.
(C) The designated implementation unit General Manager’s office is responsible for conducting a performance assessment on the board and individual directors from the end of year to early the following year. The performance assessment results are reported to the board in the first quarter to review items for improvement and discuss the function strengthening improvement plan as a reference for remunerations of individual directors and re-election nominations.
The 2025 assessment results of the performance of all the directors and the overall performance of the board were excellent, which were reported to the board on March 6, 2026. | |
| Evaluation Item | Implementation Status | Deviations from "the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies" and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| (4) Does the company regularly evaluate the independence of CPAs? | (4) During the board meeting on March 7, 2025, according to the Statement of Independence made by Shih-Chun Hsu CPA and Huei-Chen Chang CPA from KPMG Taiwan, the company audited the following items reference "AQIs" in order to evaluate the accountants' independence. All directors agreed that there were no violations and that accountants auditing the company's financial report were sufficiently objective and independent(approved by the Audit Committee on March 7, 2025). (The board of directors reviewed and confirmed that the CPAs complied with objectivity, and independence on March 6, 2026) (A) Does the attesting CPA have a direct or material indirect financial interest in the Company? (B) Does the attesting CPA have any financing or assurance relationship with the Company or the Company's directors? (C) Does the attesting CPA have any close business relationships or potential employment relationships with the Company? (D) Has the attesting CPA and the members of his or her audit team currently or over the last two years held any directorships, managerial positions, or positions of significant influence over the audit work of the Company? (E) Has the attesting CPA provided any non-audit services to the Company that could have a direct effect on the audit work? (F) Has the attesting CPA brokered any stock or other securities issued by the Company? (G) Has the attesting CPA acted as an advocate for the Company or coordinated conflicts with other third parties on behalf of the Company? (H) Is the attesting CPA related to any of the Company's directors, officers, or persons with significant influence on the audit? (1)~(4) above were implemented in 2025 as provisioned. » |
| Evaluation Item | Implementation Status | Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| 4.Does the company allocated an appropriate number of competent corporate governance staff members, has it designated a corporate governance supervisor responsible for corporate governance related matters (including but not limited to information required by directors and supervisors for business operations), matters at board and shareholders’ meetings conducted in accordance with the law, production of board and shareholders’ meeting proceedings, etc.)? | V | Here at the Company, the General Manager Office teams up with the Management Center to jointly organize the “Sustainable Management Task Force” to assume the responsibility of carrying out corporate governance. The “Sustainable Management Task Force” is one of the five branch task forces under the “ESG Committee.” CFO of finance department of the Management Center concurrently serves as the “Corporate Governance Officer” to oversee the members to help the Board of Directors faithfully carry out their duties. The required professional training hours mandated by regulations for the year 2025 have been completed. The responsibilities and powers and key issues of implementation as well as continued refresher programs in 2025 are as enumerated below:: |
Corporate governance supervisor’s authority
(A) Conducted board of director meetings and shareholder meetings in accordance with the law.
(B) Produced board of directors and shareholders’ meeting records and handle the application/revisions to the company’s registration certificate.
(C) Assisted directors in their appointment and continued education.
(D) Provided the information required by the directors to conduct business
(E) Arrangement for directors to comply with the law
(F) Handle matters stipulated in the company’s articles of association or contracts
(G) Arrangement for meetings between directors, internal auditors, and auditing accountants
(H) Arrangement for meetings between the board and leaders of the company’s business branches to better understand the company
(I) Followed legislation updates relevant to the company’s operations and governance
(J) Supervise sustainable management implementation by members: Collect, formulate, and promote corporate governance related policies. | None |
29
| Evaluation Item | Implementation Status | Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| Implementation status in 2025 | ||||
| (A) Assisted all directors to perform their duties and provide information required by directors, including: Regulatory compliance orientation materials for newly appointed directors, board meeting information, legal updates related to business areas and corporate governance, important company information, and quarterly general manager operating performance reports. | ||||
| (B) Research, formulation, and modification of company policies or management regulations related to corporate governance. . | ||||
| (C) Arrangement for all directors to complete a six-hour training course for professional development. | ||||
| (D) Schedule meetings between the directors, internal auditor, and CPA. | ||||
| (E) Arrangement fo between department heads, subsidiary managers, and the board directors. | ||||
| (F) Conducting the notification, convening, provision of meeting materials, and preparation of minutes for board meetings and shareholder meetings in accordance with the law | ||||
| (G) Responsible for tracking the completion of agenda items following board and shareholder meetings. | ||||
| (H) Upload shareholder meeting materials and handle company registration in accordance with the law | ||||
| (I) Assist the President office in conducting annual performance Assessment of the Board of Directors and its functional committees. |
30
| Evaluation Item | Implementation Status | Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| 5.Does the company establish a communication channel and build a designated section on its website for stakeholders, as well as handle all the issues they care for in terms of corporate social responsibilities? | V | The company has established a stakeholder section on the website in both Chinese and English(https://www.flytech.com.tw/about.php), categorizing significant concerns by stakeholder type and providing communication channels and contact information. We continuously strive to interact and respond to stakeholder needs, expectations, and concerns, aiming to review and enhance internal management, provide feedback, and take action, thereby fulfilling our responsibility as a responsible corporate entity. Additionally, through the process of preparing our ESG (Environmental, Social, and Governance) Sustainability Report (initially issued in 2019 and recent edition of 2024 report released in June 2025), we understand the major themes of stakeholder concern, formulate management policies, and continuously ensure their effectiveness through tracking, assessment, and evaluation processes, serving as our annual improvement targets. |
In 2025, the above tasks were implemented. | None |
| 6.Does the company appoint a professional shareholder service agency to deal with shareholder affairs? | V | | The Company designates Capital Securities Inc. to deal with shareholder affairs. | None |
| 7.Information Disclosure
(1) Does the company have a corporate website to disclose both financial standings and the status of corporate governance? | V | | (1) The Company has established the procedure titled “Handling of Internal Material Information and Prevention of Insider Trading,” which sets forth guidelines for the management and disclosure of material internal information. In accordance with these regulations, the Company's spokesperson discloses legally required financial and business information, as well as investor conference materials, via the Market Observation Post System (MOPS). At the same time, important information regarding the Company's financial and business operations and corporate governance is also disclosed on the Company’s official website (http://www.flytech.com), including the following:: Board of Directors, Board Committees, Communication of Independent Directors, Internal Audit, Ethics & Compliance, Risk Management, Cybersecurity Management, Supply chain Management, Intellectual Property Management, Energy Saving Management, Corporate Social Responsibility, Governance Documents etc.. In 2025, the above tasks were implemented. | None |
| Evaluation Item | Implementation Status | Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| (2) Does the company have other information disclosure channels (e.g. building an English website, appointing designated people to handle information collection and disclosure, creating a spokesman system, webcasting investor conferences)? |
(3) Does the company announced and declared annual financial statements within two months after the end of the scouting year and announced and declared the financial statements for the first, second, and third quarter and the monthly operational situations in advance before the provisioned deadline? | V | V | (2) Is the same as the description in (1). The company has appointed a spokesperson and a deputy spokesperson, responsible for communicating with investors, disseminating significant information in accordance with the 'Procedures for Handling of Internal Material Information and Prevention of Insider Trading,' conducting investor briefings, and uploading the audio-visual recordings of such briefings. In 2025, above tasks were implemented..
(3) The company announced and submit the 2024 annual financial report in Chinese and English and the 2025 Q1,Q2,Q3 financial reports in Chinese and English in accordance with the legal time limit, and announce the operation status of each month in advance. | |
32
| Evaluation Item | Implementation Status | Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| 8. Is there any other important information to facilitate a better understanding of the company’s corporate governance practices (e.g., including but not limited to employee rights, employee wellness, investor relations, supplier relations, rights of stakeholders, directors’ and supervisors’ training records, the implementation of risk management policies and risk evaluation measures, the implementation of customer relations policies, and purchasing insurance for directors and supervisors)? Accordingly, we have set up sound managerial framework and countermeasures against potential major risks. | V | (1) Since its establishment in 1984, Flytech has consistently adhered to the principles of ‘focusing on core business, maintaining integrity and responsibility, pursuing sustainable management, and striving for excellence’ in its operations. Starting with “enhancing governance efficiency, environmental protection, and fulfilling social responsibility”, and pursuit "create excellence and sustainable innovation" as the vision of ESG sustainable management. Flytech have held the advantages of “innovative applications, advanced technologies, excellent manufacturing, and strong partner commitments” The Company already obtained verified ISO 9001/13485 Quality Management System, ISO 14001 Environmental Management System, ISO 45001 Occupational Safety and Health Management System, and ISO 27001 Information Security System Certification. We have further set up the Company’s intellectual property management system exactly in accordance with the Ministry of Economic Affairs’ “Taiwan Intellectual Property Management Systems (TIPS)”(Please refer to page 119–120, section 4.7 “Intellectual Property Management”) providing high-quality products and services and sound protection of intellectual property rights. Further, under the philosophy of Ethical Corporate Best-Practice Principles, through risk management to set up a sound corporate governance environment, we have duly formulated: Internal control system, management regulations, accounting system, budget system, ISO Standard Operating Procedures, intellectual property management systems and risk control designs such as the ERP system which have been duly operated as hierarchically authorized by employees at respective levels to perform their own duties and operations. The Company’s Board of Directors and Audit Committee would perform the respective functions to check and balance. | None |
| Evaluation Item | Implementation Status | Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| (2) Amidst our continued watchfulness over all sorts of potential risks either internally or externally that are likely to impact our business operation, we have duly set up appropriate managerial measures and countermeasures to render sound and accurate risk management toward out stakeholders. Thanks to such sound system, whenever an incident takes place, we can continually carry out our key business operation without interruption. Our “Risk Management Policy and Operating Rules” (including scope of risk management, policies of risk management, organization chart of risk management, powers and responsibilities in risk management, categories of risks, risk management PDCA flowcharts) were officially resolved by the Board of Directors on January 20, 2021. The latest edition include risk management: purpose, principle, policy, goal, governance and company culture, organizational structure and responsibilities, management procedures, reporting and disclosure, information disclosure, in order to establish a proper risk management system. The most recent revision was made in March 2024, incorporating climate change risk management, which has been disclosed on the Company’s website. |
(3) The company has made the following management regulations related to company governance:
(A) Company Governance Principles: Clearly stipulates systems and regulations that should be covered.
(B) The company has set up the “Code for Integrity Operations”, “Code for Moral Conduct”, “Integrity Operation Procedure and Conduct Guidelines”, “Guidelines for Transactions with Specific Companies and Related Parties,” “Related Partie Transaction Management Operation,” “Measures for the Operation and Management of Reinvested Companies” “Rules Governing Financial and Business Matters Between this Corporation and its Related Parties “, “Handling of Internal Material Information and Prevention of Insider Trading “ and related regulations and systems. These regulations stipulate moral principles that should be followed during exchanges among related parties, clients, suppliers, investors, employees, and other people of interest so that they can build harmonious and trust-based relationships. | |
34
| Evaluation Item | Implementation Status | Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| (C) The “Board Performance Assessment Method” sets forth the frequency and assessment period, scope, responsible unit, procedures, and assessment criteria for conducting performance assessments of the Board of Directors and its members. Through regular assessment processes, the Board’s functions are continuously reviewed and strengthened.. |
(4) The company has created the Employee Benefits Committee and the Environment, Health, and Safety Committee, providing each employee with benefits and guarantees of safety and sanitation. In the company HR Guidelines, the committee also clearly defines employee behavior guidelines, job clearance, safety and sanitation, benefits/bonuses/penalties, raise evaluation, education/training, etc. The company offers employees a safe, steady, communicative, and excellent work environment.
(5) The management of the company attaches great importance to corporate governance. During regular business meetings, they continue to pay attention to the system (division of powers and responsibilities, risk management, operating procedures, information transmission, etc.) and the effectiveness of actual operation and evaluation and adjustment. The directors will communicate it through the Board with management team and internal auditors to understand the company’s governance operations and make suggestions.
In 2025, the above tasks were verifiably implemented. | |
35
36
| Evaluation Item | Implementation Status | Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration |
The company has purchased liability insurance for all directors as of January 2025. We have also arranged periodic trainings and professional lessons that have to do with specific job responsibilities and company governance; the arrangement for 2025 is as follows:
| Title | Name | Election Date | Training date | Organizer | Course name | Training hours | Compliance with Regulations |
|---|---|---|---|---|---|---|---|
| Chairman | Lam, Tai Seng | 2024.6.12 | 2025.5.8 | Taiwan Corporate Governance Association | Annual sustainability governance strategy management of the Board of Directors (Sustainability Development Committee) | 3 | YES |
| 2025.5.16 | Taiwan Corporate Governance Association | Geopolitical Risk–Driven Information Security Governance and Management | 3 | YES | |||
| Director | Wang, Wei Wei | 2024.6.12 | 2025.6.24 | Taiwan Corporate Governance Association | [Corporate Governance Officer Professional Course] Corporate Governance Officer and Meeting Management | 3 | YES |
| 2025.7.11 | Taiwan Corporate Governance Association | NVIDIA’s Trillion-Dollar Miracle: New Thinking on the Semiconductor Industry Revolution Behind Artificial Intelligence | 3 | YES | |||
| Corporate Director representative | Shyu Jia Horng | 2024.6.12 | 2025.5.22 | Chung-Hua Institution for Economic Research | Global and Domestic Trends in Carbon Pricing Mechanisms | 3 | YES |
| 2025.6.24 | Chung-Hua Institution for Economic Research | Global and Taiwan Economic Outlook and Trump’s New Administration Policies | 3 | YES | |||
| Corporate Director representative | Lam, I Chong | 2024.6.12 | 2025.6.23 | Taipei Financial Research and Development Foundation | Corporate Governance – Introduction to Natural Carbon Sinks | 3 | YES |
| 2025.8.1 | Taiwan Corporate Governance Association | [Corporate Governance Officer Professional Course] Corporate Governance Officer and Board Management | 3 | YES | |||
| Independent director | Chen, Kuo Hong | 2024.6.12 | 2025.8.8 | Taiwan Investor Relations Institute | Taiwanese Enterprises’ Investment and Localization Practices in Vietnam | 3 | YES |
| 2025.11.11 | Taiwan Investor Relations Institute | Taiwan’s Future Under Changing US–China–Taiwan Triangular Relations | 3 | YES | |||
| Independent Director | Liang, Wei Ming | 2024.6.12 | 2025.7.24 | Taiwan Corporate Governance Association | Trade Secret Protection and Fraud Detection Practices | 3 | YES |
| 2025.7.24 | Taiwan Corporate Governance Association | Enterprise Risk and Corporate Social Responsibility | 3 | YES | |||
| Independent Director | Huang, Tzu Ting | 2024.6.12 | 20254.5.14 | Taiwan Institute of Directors | New U.S. Tariff Shock – Survival Strategies for Suppliers | 3 | YES |
| 2025.11.12 | Taiwan Institute of Directors | Digital Transformation of Enterprises – AI and Emerging Technology Application Cases | 3 | YES |
| Evaluation Item | Implementation Status | Deviations from “the Corporate Governance Best-Practice Principles for TWSE/TPEx Listed Companies” and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Illustration | ||
| 9. Please explain the improvements which have been made in accordance with the results of the Corporate Governance Evaluation System released by the Corporate Governance Center, Taiwan Stock Exchange, and provide the priority enhancement measures. |
The company has ranked between 21% and 35% in corporate governance evaluations for the 2nd to 4th and 10th to 11th editions. For the 5th to 9th editions, our ranking ranged from 6% to 20% No improvement measures have been requested by regulatory authorities. The corporate governance promotion unit within our company autonomously continues to improve on the non-scored items, including proactively compiling English version quarterly financial reports and English version ESG Reports, enhanced English information disclosure, | | | | |
37
飛捷科技 Flytech
追求卓越
2.3.4 Composition, Responsibilities and Operations of the Compensation Committee
- Professional Qualifications and Independence Analysis of Compensation Committee Members
| Condition | Professional Qualification and Experience | Independence Criteria | Number of Other Public Companies in Which the Individual is Concurrently Serving as an Independent Director | |
|---|---|---|---|---|
| Member type | Name | |||
| Convener | Chen, Kuo Hong (independent director:) | New-elected as the 6th Compensation Committee Members in June 12, 2024, and became the Convener. Mr.Chen first served as the company's supervisor, and in 2006, he was appointed as a director. In 2015, he was appointed as an independent director of the company. Professionals in industry, technology, marketing, and management. He has also served as the CSO of the listed company Stark Technologies Inc., and as the president of the OTC listed company Howteh Technology Co., for many years, bringing extensive operational and management experience in the technology industry. The provisions of Article 30 of the Company Act are not applicable. | Compliant (Note 1) | 0 |
| Member | Liang, Wei Ming (independent director:) | Re-elected as the 6th Compensation Committee Members in June 12, 2024. First appointment as a director of a listed cabinet company was in 2005, and the first appointment as a independent director of the company in 2019. Professionals in industry, finance, technology, management, used to be the president of the listed company Sinbon Electronics Company Ltd. Professionals in financial analysis and operational management capabilities. The provisions of Article 30 of the Company Act are not applicable. | Compliant (Note 1) | 0 |
| Member | Huang, Tzu Ting (independent director:) | New-elected as the 6th Compensation Committee Members in June 12, 2024. Miss Huang was first appointed as a director of the listed company and as an independent director of Flytech in 2014. Professionals in industry, supply chain, cybersecurity, and management. She has also served as the COO of the listed company Acer Inc., bringing extensive operational and management experience in the technology industry. The provisions of Article 30 of the Company Act are not applicable. | Compliant (Note 1) | Independent Director of Compal Electronics, Inc. Independent Director of AUO corporation |
Note1: The amount of remuneration obtained from providing business, legal, financial, accounting and other services to the company or related companies in the last 2 years is 0.
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飛捷科技 Flytech
追求卓越
2. Attendance of Members at Compensation Committee Meetings
The Company's Compensation Committee is composed of three independent directors. The term of the 6th committee is from June 12, 2024, to June 11, 2027. In 2025, the Compensation Committee convened a total of three meetings (A). The attendance of committee members is detailed as follows:
| Title | Name | Actual number of attendance (B) | Attend through proxy | Percentage of actual attendance (%) [B/A] | Note |
|---|---|---|---|---|---|
| Convener | Chen, Kuo Hong (independent director) | 3 | 0 | 100 % (Required attendance: 3) | New-elected as the 6th Compensation Committee members (date of election: June 12th, 2024) |
| Member | Liang, Wei Ming (independent director) | 3 | 0 | 100 % (Required attendance: 3) | Re-elected as the 6th Compensation Committee members (date of election: June 12th, 2024) |
| Member | Huang, Tzu Ting (independent director) | 3 | 0 | 100 % (Required attendance: 3) | New-elected as the 6th Compensation Committee members (date of election: June 12th, 2024) |
Other mentionable items:
- The Board may not accept the recommendations of the Compensation Committee, or revise the recommendations, specify the date of the Board meeting, the term, the content of the motion, the resolution of the Board, and the response of the Board towards the opinions of the Compensation Committee (e.g., the remuneration package passed by the Board is superior to the recommendation of the Compensation Committee, specify the difference and the reasons): None.
- If any of the members of the Compensation Committee hold adverse opinion or qualified opinions with record or in written declaration against the resolutions of the committee, specify the date and the session of the committee meeting, the content of the motion, the opinions of all members and the response to the opinions of the members: None.
39
飛捷科技 Flytech
追求卓越
| Compensation Committee | Details of the relevant agendas and the subsequent | Compensation Committee member's objection or reservation | The company's handling of the Compensation Committee's opinions |
|---|---|---|---|
| 2025.1.17 The 2nd of the 6th Committee | 1.Review the company's 2024 performance bonus (year-end bonus) case. | ||
| 2.Reviewed the company's 2024 manager performance bonus (year-end bonus) case. | None | Board of Directors Meeting on 1/17 Approved by all attending directors | |
| The company's handling of the Compensation Committee member's opinion: not applicable | |||
| Resolution: All present member of the Compensation Committee agreed and passed every proposal | |||
| 2025.3.7 The 3rd of the 6th Committee | 1.Regular Assessment of Policies, Systems, Standards, and Structures for Evaluating the Performance and Compensation of Directors and Executive. | ||
| 2.Reviewed the Company's 2024 remunerations for employees and directors case. | |||
| 3.Review of the definition of “grassroots-level employees” within the company. | None | Board of Directors Meeting on 3/7 Approved by all attending directors | |
| The company's handling of the Compensation Committee member's opinion: not applicable | |||
| Resolution: All present member of the Compensation Committee agreed and passed every proposal | |||
| 2025.9.30 The 4th of the 6th Committee | 1. Reviewed the company's 2024 remunerations distributed to directors’ case | ||
| 2.Review the 2025 salary adjustment and manager salary adjustment case.. | |||
| 3.Reviewed the company's 2024 distribution of bonuses to managers case. | |||
| 4. Reviewed the company's Compensation Committee 2026 calendar schedule case | None | Board of Directors Meeting on 9/30 Approved by all attending directors | |
| The company's handling of the Compensation Committee member's opinion: not applicable | |||
| Resolution: All present member of the Compensation Committee agreed and passed every proposal |
40
2.3.5 Implementation of the promotion of sustainable development and the differences and reasons for the code of practice for sustainable development of the TWSE/TPEx Listed Companies
| Evaluation Item | Implementation | Deviations from "Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies" and Reasons | ||
|---|---|---|---|---|
| Yes | No | Abstract Explanation | ||
| 1. Does the Company establish a governance structure to promote sustainable development, and set up a dedicated (part-time) unit to promote sustainable development, which is authorized by the board of directors to handle senior management, and supervised by the board of directors? | V | (1) Flytech has set up "Corporate Social Responsibility Code of Practice" (it renamed as "Corporate Sustainability Principle" in May 2022) based on "Corporate Governance Best Practice Principles for TWSE List Companies" and approved it on 2015 May board of director meeting. It has been disclosed on company official website: http://www.flytech.com. | ||
| (2) Implementation status of each organization | ||||
| (A) The company has set up a "Corporate Social Responsibility Promotion Group" for many years. It was renamed the "CSR Committee" in 109 and then the "ESG Committee" in 2011. The board of directors is the highest governing body for Flytech's sustainable development, the "ESG Committee" is affiliated to the board of directors. The chairman of the committee serves as the convener, and the president serves as the chairman. The promotion office under its jurisdiction is responsible for supervising four teams: Sustainability Operations Team / Green Operations Team / Corporate Commitments Team / Social Engagement Team, arrange Allocate resources and plan management methods, and responsible for tracking the responsibilities of each team. | ||||
| (B) Refer to our company's corporate website under the sections: About Us/Corporate Governance, or the explanation in our 'ESG Report' for the respective roles and responsibilities of each team. | None |
41
| Evaluation Item | Implementation | | | Deviations from
“Sustainable Development
Best Practice Principles for
TWSE/TPEx Listed
Companies” and Reasons |
| --- | --- | --- | --- | --- |
| | Yes | No | Abstract Explanation | |
| | | | (C) The ESG Promotion Office reports to the Board on a quarterly basis. In the first half of the year, key topics include material sustainability issues, implementation results, stakeholder engagement, risk analysis and improvement plans, as well as submission of the ESG report for Board approval. Following the Board’s review of risk management directives, the ESG Promotion Office communicates them to four working groups. Departments report monthly on control measures, targets, and progress, which are consolidated and presented to the Board. In the second half of the year, reports focus on the implementation of responses to material issues to ensure ongoing execution. In 2025, reporting was conducted in January, March, May, August, and November. The Board reviews the company’s sustainability roadmap based on these reports and provides guidance. No significant anomalies or risk events were identified in 2025, and stakeholder engagement remained positive.
In 2025, the above tasks were verifiably implemented. | |
42
| Evaluation Item | Implementation | | | Deviations from
“Sustainable Development
Best Practice Principles for
TWSE/TPEx Listed
Companies” and Reasons |
| --- | --- | --- | --- | --- |
| | Yes | No | Abstract Explanation | |
| 2.Does the company conducted a risk assessment on the company’s operational plan related environment and social and corporate governance issues, and has it formulated related risk management policies or strategies? | V | | (1) The boundary of the Company’s material sustainability topics risk assessment is limited to Flytech Technology Co., Ltd., excluding subsidiaries.
(2) Identifying significant environmental, social, and governance-related issues and assessing their risks involves four major steps: Understanding organizational context→ Identifying actual and potential impacts→ Assessing impact significance→ Prioritizing reporting order based on the most significant impacts. Identifying key issues related to the three major dimensions of [Economic, Environmental, Social], the overview is as follows (For detailed operations, please refer to Chapter 2 of the 2025 “ESG Report”)
(A) The ESG Promotion Office under the Company’s ESG Committee initiates an annual project to convene internal experts. Based on the GRI Standards, SASB and TCFD guidelines, industry trends, and corporate strategy, a total of 19 material topics related to environmental, social, and governance aspects were identified in 2025.
(B) The ESG Promotion Office submits questionnaires to six major stakeholders category to understand their concerns about the list of issues. The ESG Promotion Office convened internal experts to evaluate the potential and actual positive and negative impacts of the list of material topics on Flytech, and then selected 11 material sustainability topics by presenting the stakeholder concern scores and impact scores on Flytech in a matrix | None |
43
| Evaluation Item | Implementation | | | Deviations from
“Sustainable Development
Best Practice Principles for
TWSE/TPEx Listed
Companies” and Reasons |
| --- | --- | --- | --- | --- |
| | Yes | No | Abstract Explanation | |
| | | | (C) The ESG Promotion Office collaborates with four sub-teams to identify sustainability-related risks across operational areas, assess impact levels, and establish management strategies based on risk evaluations and tolerance thresholds. These strategies are submitted for approval by the ESG Committee and the Board of Directors. Each team is responsible for implementing, improving, and optimizing assigned tasks. Regular monthly meetings are held to track progress, coordinate efforts, and build consensus. This ensures the effective execution of sustainability strategies, alignment of resources, and company-wide commitment to integrating sustainability into core operations as a key competitive advantage for Flytech.
In 2025, material sustainability topics were effectively identified and managed through established risk management procedures. The resulting 2024 “ESG Report” was submitted to the Market Observation Post System (MOPS) and published on the company website. | |
44
| Evaluation Item | Implementation | | | Deviations from
"Sustainable Development
Best Practice Principles for
TWSE/TPEx Listed
Companies" and Reasons |
| --- | --- | --- | --- | --- |
| | Yes | No | Abstract Explanation | |
| 3. Environmental Issues
(1) Does the company establish proper environmental management systems based on the characteristics of their industries?
(2) Does the company endeavor to utilize all resources more efficiently and use renewable materials which have low impact on the environment? | V | | (1) The company’s " Enterprise Sustainable Development Code " have set principles for sustainable development by which the company should abide. This code including obeying environmental legislation and related international guidelines, increasing resource utility efficiency, building a proper environmental management system, setting up dedicated departments/units/staff for environmental management that will draft, implement and maintain related environmental management systems and concrete action plans; organize environmental educational classes for management and employees; properly utilize water resources; and conduct company greenhouse gas emission audits to reduce the company’s environmental impact on the environment. With ethical and sustainability as principles, we will build a positive operational environment. We will focus on our expertise and develop excellent products to generate revenue and profit that we can share with customers, suppliers, shareholders, employees, and other stakeholders, all the while fulfilling our sustainable responsibilities.
The company obtained International Environmental Management System ISO14001 certification in 2011.
(2) The company continues to focus on enhancing energy efficiency and utilizing environmentally friendly recycled materials. In the fourth quarter of 2022, we initiated a Carbon Management Project, and established equipment and product carbon footprint management platform in 2023, we. This platform enable us to concentrate on energy-saving improvement projects, monitor energy savings and waste benchmark data, and track achievements. For further details, please refer to Chapter 6 of our company’s "ESG Report." In addition to daily operational measures aimed at reducing GHG emissions, Flytech also integrates green design principles into new product development. Below is a brief overview of related explanations. | None |
45
| Evaluation Item | Implementation | | | Deviations from
“Sustainable Development
Best Practice Principles for
TWSE/TPEx Listed
Companies” and Reasons |
| --- | --- | --- | --- | --- |
| | Yes | No | Abstract Explanation | |
| | | | (a) Extend product lifecycle: Innovative energy-efficient design, automatic software patching, and extended product lifecycles are implemented to achieve a low-carbon circular model..
(b) Reduce material usage: Adopt “Less is More” “Less is More” design approach, reducing the number of components, adopting shared design to decrease mold usage, and minimizing packaging volume.
(c) Circular sustainability: Gradually introducing eco-friendly design materials such as paper packaging, recycled plastics, and recycled aluminum to increase the use of low-carbon materials and implement a circular economy. In 2025, the low-carbon product “P455N3” was launched..
(d) Reduce energy consumption: Use low-power components, enhance physical heat dissipation design, apply AI-driven intelligent power management optimization, and comply with Energy Star standards.
(e) Environmentally friendly and harmless: Compliant with REACH and RoHS standards.
The company has completed GHG inventories for the years 2021 to 2024 and obtained external verification for ISO 14064-1 standards. The inventory results serve as the basis for calculating benchmarks for policies and objectives aimed at improving energy efficiency and using recycled materials. After approval by the ESG Committee, these are submitted to the Board of Directors for approval and continuously monitored through regular monthly meetings.. | |
46
| Evaluation Item | Implementation | | | Deviations from
“Sustainable Development
Best Practice Principles for
TWSE/TPEx Listed
Companies” and Reasons |
| --- | --- | --- | --- | --- |
| | Yes | No | Abstract Explanation | |
| | | | (A) The company conducted its organizational greenhouse gas inventory in accordance with ISO 14064-1 for 2021 and established a five-year energy conservation and carbon reduction plan. With 2021 as the baseline year, the reduction target is 1% per year, aiming for a 5% reduction in total electricity consumption and greenhouse gas emissions by 2025 compared to the baseline. As the company’s primary emissions source is Scope 2 indirect energy emissions, electricity conservation is the main mitigation strategy. Key initiatives include installing independent air conditioning systems for the SMT floor in 2023 to avoid full-facility cooling during night shifts, replacing factory lighting with energy-efficient LEDs and initiating the purchase of zero-carbon green electricity in 2024, and upgrading to smart air compressors to replace aging equipment in 2025. Despite an increase in production demand, total electricity consumption in 2025 increased by 0.67% compared to 2021; however, combined Scope 1 and 2 greenhouse gas emissions decreased by 6.12% versus the baseline year.
(B) The Company also duly observes applicable laws and intensifies the recycling and reuse of resources, and prevents the pollution of water and air through proper monitoring and testing through its waste management plan. Furthermore, the Company also advocates a carbon reduction and energy saving, and proceeds to sustainable development of the environment by mitigating the impact on the environment to the expectation of the international trend and customers.
In 2025, the above tasks were verifiably implemented. | |
47
| Evaluation Item | Implementation | | | Deviations from
“Sustainable Development
Best Practice Principles for
TWSE/TPEx Listed
Companies” and Reasons |
| --- | --- | --- | --- | --- |
| | Yes | No | Abstract Explanation | |
| (3) Does the company assessed the risks and opportunities arising from climate change on the present and future of the enterprise? Have coping measures for climate change related issues been adopted? | | | (3) The board of directors is the highest governance body for sustainable development of Flytech. The "ESG Committee" is affiliated to the board of directors. The Chairman serves as the convener of the committee, and the general manager serves as the chairman. The Promotion Office is headed by the ESG department and implements response measures on climate-related issues through the following four major directions:
(A) Evaluate significant climate change issues related to the company’s value chain and establish targets for mitigation and adaptation. Report to the Board of Directors quarterly.
(B) Communicate the strategies and objectives approved by the Board of Directors to each executive subgroup, and have each subgroup develop specific measures to implement the objectives.
(C) Quantify the financial impacts of climate change risks and opportunities, establish performance indicators and quantitative targets, and regularly assess effectiveness for reporting to the Board of Directors.
(D) Continuously monitor the severity of climate change and international trends, and adjust strategies and objectives as needed in a timely manner.
The company refers to the TCFD guidelines to assess transition risks and physical risks, and analyzes and identifies related risks and opportunities, potential financial impacts, and corresponding mitigation measures. For detailed information, please refer to the company’s website under Investor Relations / Corporate Governance / Risk Management, or Chapter 6 “Climate Change Risk Management” of the “ESG Report”.
In 2025, the above tasks were verifiably implemented | |
48
| Evaluation Item | Implementation | | | | Deviations from
"Sustainable Development
Best Practice Principles for
TWSE/TPEx Listed
Companies" and Reasons |
| --- | --- | --- | --- | --- | --- |
| | Yes | No | Abstract Explanation | | |
| (4) Does the company monitor the impact of climate change on its operations and conduct greenhouse gas inspections, as well as establish company strategies for energy conservation and carbon reduction? | | | (4) The company commenced self-inspection of GHG emission beginning 2015, has formulated management strategies, methods, goals, and carbon emission reduction goals, and continues to conduct monitoring and improvement. Management policies pertaining to energy conservation, carbon reduction, greenhouse gas emission, water usage reduction, or other waste and their implementations, please refer to the page 112-114.
1. Statistics and intensity of the last two years
(A)GHG (Calculate the intensity by product sales)
According to the ISO14064-1, the Company conducted a self-inspection of the GHG emission Scope 1, 2 and 3 of the Neihu headquarters and the Linkou factory (excluding subsidiaries). The results are as follows, mainly from the electricity emissions in Scope 2:
Neihu Headquarter and Linkou Plant
2024
2025
Scope 1
173.41 t
172.52 t
Scope 2
1,601.86 t
1,697.87 t
Scope 3
629.66 t
671.17 t
Total (t CO₂e)
2,404.93 t
2,541.56 t
unit product emissions (kgCO₂e)
11.83
9.8
For detailed information, please refer to Chapter 6, "Green Operations," in our "ESG Report"
In 2025, the total carbon emissions (kgCO2e) increased compared to 2024. However, the carbon emissions per unit of production decreased. This was primarily due to the simultaneous increase in revenue and production volume, which led to a rise in total carbon emissions, but the emission intensity per unit of production reduced. | | |
49
| Evaluation Item | Implementation | Deviations from "Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies" and Reasons |
|---|---|---|
| Yes | No | Abstract Explanation |
| Neihu Headquarter and Linkou Plant | 2024 | 2025 |
| Total and water consumption | 9,500 m³ | 10,521 m³ |
| Water consumption/person | 20.88 m³ | 21.21 m³ |
| Water consumption of unit /person | 20,879 liter | 21,211 liter |
| In 2025, due to revenue growth and an increase in headcount, total water consumption and per capita water usage both rose slightly. The Company will continue to actively promote water conservation awareness and install water-saving devices to reduce faucet flow rates, in ongoing efforts to protect environmental resources. (C)Non-recyclable waste and hazardous waste are both entrusted to licensed professional contractors for proper treatment. In 2025, due to increased orders and higher production volume, waste generation increased accordingly. | ||
| Neihu Headquarter and Linkou Plant | 2024 | 2025 |
| Domestic waste | non-hazardous | 13.08 t |
| Business waste | non-hazardous | 25.72 t |
| Emissions of Unit /Person | hazardous | 1.92 t |
| 2. The company sets its reduction targets with 2021 as the baseline, aiming for a year-on-year decrease. By 2025, the target is a 5% reduction compared to 2021. The achievement rate for 2025 is shown in the table below. For detailed information, please refer to Chapter 6 "Green Operations" of the Company's "ESG Report". |
| Evaluation Item | Implementation | Deviations from "Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies" and Reasons | ||||
|---|---|---|---|---|---|---|
| Yes | No | Abstract Explanation | ||||
| Target for 2025 is a 5% reduction compared to 2021. | Increase (Decrease) rate | Intensity increase (Decrease) rate | ||||
| Total electricity consumption | 0.67 % | kWh/NT$1,000 revenue (19.58 %) | ||||
| Total GHG emissions ((Scope 1 & 2) | (6.12 %) | |||||
| Water consumption/person | (22.02 %) | m³/employee(year-end) (22.02 %) | ||||
| Total waste generation | 26.7 8% | t/NT$1,000 revenue 1.37 % | ||||
| 3. The company has completed GHG inventories for the individual company (Flytech Technology Co. Ltd.) for the years 2021 to 2024 and obtained external verification for ISO 14064-1 standards.(1)~(4) above were implemented in 2025 as provisioned. Through the "ESG Committee", targets and specific measures have been established. After being approved by the Board of Directors, these initiatives are continuously implemented and monitored. |
Implementation of Climate-Related Information
| Item | Implementation status |
|---|---|
| 1. Describe the board of directors' and management's oversight and governance of climate- related risks and opportunities. | The board of directors of Flytech Technology Co., Ltd.(the “Company”) serves as the highest governance unit for risk management. The Company has integrated climate change risk management into its "Risk Management Policy and Procedures". The board is responsible for approving the risk management policies, procedures, and structure, ensuring that the operational strategy aligns with the risk management policies, establishing appropriate risk management mechanisms and culture, allocating and assigning sufficient and appropriate resources, and being ultimately responsible for the effectiveness of risk management. The Company's “ESG Sustainability Development Committee” is chaired by the Chairman of the Board, with the president and the heads of the four major operational centers serving as committee members. The committee is responsible for identifying and assessing risks, formulating strategies and goals, and driving related actions and management activities. The committee reports to the board once per quarter, with the board overseeing and ensuring the effective operation of the overall risk management mechanism. |
| 2. Describe how the identified climate risks and opportunities affect the business, strategy, and finances of the business (short, medium, and long term). | The “ESG Committee” of the Company conducts regular risk assessments, including climate risks, during the annual budgeting process in the fourth quarter. When identifying and assessing climate risks and opportunities, the Company considers the operational environment, business characteristics, production and sales models, value chain, and employee scale. This analysis includes evaluating factors that could lead to negative risks or positive opportunities. The Company evaluates the actual and potential impacts of each factor on its operations, as well as the likelihood of these impacts occurring. Based on this assessment, it formulates strategies and goals for mitigating and adapting to climate risks and opportunities, then develops specific management measures along with short-term, medium-term, and long-term action plans. These are consolidated into an overall risk management plan and submitted to the board of directors for review. The Company utilizes ISO 14064-1 for GHG inventory and ISO 14067 for product carbon footprint assessment. Additionally, it employs an established carbon management platform to analyze energy consumption hotspots in products and operations. Based on this analysis, the Company sets short-term and medium-term management goals for progressively reducing its carbon footprint, with a long-term goal of achieving “net-zero” by 2050. Please refer to Chapter 6 “Green Operations” of the company’s “ESG Report” for detailed information on climate change risk management. |
| 3. Describe the financial impact of extreme weather events and transformative actions. | Flytech has identified three high-level and two medium-level transition risks. The high-level risks include: (1) market risk from carbon taxes or fees in customers’ countries, (2) increased demand for low-carbon products and competition from energy-efficient alternatives, and (3) reputational risk if low-carbon products become the market norm and the company’s product portfolio does not align. Medium-level risks include: (1) regulatory risk related to the EU CBAM policy, and (2) technological risk in developing low-carbon products and equipment. As Flytech’s main customer base is in Europe and the U.S., clients are increasingly requesting product carbon footprint data to comply with local carbon pricing regulations. These developments are expected to raise carbon management costs, increase R&D spending on low-carbon technologies, and drive capital expenditures for energy-efficient equipment. Please refer to Chapter 6 “Green Operations” of the company’s “ESG Report” for detailed information on climate change risk management. |
| 4. Describe how climate risk identification, assessment, and management processes are integrated into the overall risk management system. | Please refer to item 2 for details. |
52
| Item | Implementation status |
|---|---|
| 5. If scenario analysis is used to assess resilience to climate change risks, the scenarios, parameters, assumptions, analysis factors and major financial impacts used should be described. | The company has not yet used the scenario analysis to assess resilience to climate change risks. |
| 6. If there is a transition plan for managing climate-related risks, describe the content of the plan, and the indicators and targets used to identify and manage physical risks and transition risks | Flytech's transformation risks include market risks from carbon fees and taxes in customer countries, market risks from changes in the competitive landscape for low-carbon products, reputational risks if low-carbon products become mainstream, policy and regulatory risks related to carbon fees and taxes in various countries, and technology risks in developing low-carbon products and equipment. Physical risks include natural disasters such as typhoons and floods. and the cost risks arising from energy shortages and price increases. The response plan includes the following:(1) Through ISO 14064-1 greenhouse gas inventory and the establishment of a carbon management platform, the company progressively implements energy-saving measures and equipment replacement. In 2025, the Linkou plant purchased smart air compressors with adjustable operating parameters to replace aging equipment and installed smart meters to continuously monitor and track energy consumption, thereby reducing carbon emissions and promoting green operations and green manufacturing processes.(2) In 2024, we began assisting domestic subsidiaries in completing greenhouse gas inventories in accordance with ISO 14064-1 and has progressively extended the implementation to overseas subsidiaries. In 2025, domestic subsidiaries completed self-inventories, and subsidiaries in the Greater China region received inventory training. In 2026, we plans to complete self-inventories for all overseas subsidiaries. Through inventory analysis, the company identifies energy consumption hotspots across group subsidiaries and promotes energy-saving measures and equipment replacement initiatives.(3) Increase the ISO 14067 product carbon footprint inventory and external certification annually, having obtained 6 product verification statements to enhance the company's brand image.(4) The company continues to develop high-performance motherboards and energy-efficient new models, providing measurable data to support customers' energy-saving planning. Adopting a "Less is More" design approach, we reduces material usage and gradually introduces eco-friendly designs such as paper-based packaging, recycled plastics, and recycled aluminum to increase the proportion of low-carbon materials and promote a circular economy, thereby enhancing product appeal to customers. In 2025, we successfully launched the low-carbon product "P455N3". A total of 43 new models comply with Energy Star 8.0 and 15 models comply with Energy Star 9.0, while 5 models have adopted paper packaging.(5) Continue to purchase property insurance to mitigate the risks of damage caused by natural disasters.(6) Starting in 2024, Flytech began purchasing zero-carbon green electricity to reduce carbon emissions. By the end of 2025, Flytech had obtained 10 Renewable Energy Certificates issued by the National Renewable Energy Certification Center, representing a total of 11,358 kWh of green electricity. Please refer to Chapter 6 "Green Operations" of the company's "ESG Report" for detailed information on climate change risk management. |
| Item | Implementation status |
|---|---|
| 7. If internal carbon pricing is used as a planning tool, the basis for setting the price should be stated. | The Company has not yet used the internal carbon pricing as a planning tool. |
| 8. If climate-related targets have been set, the activities covered, the scope of greenhouse gas emissions, the planning horizon, and the progress achieved each year should be specified. If carbon credits or renewable energy certificates (RECs) are used to achieve relevant targets, the source and quantity of carbon credits or RECs to be offset should be specified. | The Company has completed GHG inventories for the years 2021 to 2024 and obtained external verification for ISO 14064-1 standards by SGS.It has been determined through inventory report that the main GHG emissions of Flytech's operations were categorized as purchased electricity. Therefore, the Company primarily focuses on improving methods related to indirect energy emissions (Scope 2) electricity usage. We used 2021 as the baseline year, our mid-term goal is to reduce electricity consumption by 1% per year, aiming for a 10% reduction by 2030. We are adopting a dual approach by both reducing electricity consumption in daily operations include energy-saving measures and equipment replacement, and accelerating the development of low-carbon green products, extending these efforts throughout the value chain. We are also guiding our suppliers to jointly reduce their carbon footprint and implement similar actions. gradually reduce GHG emissions each year, achieve the long-term goal of “net-zero” by 2050. Please refer to the chapter 6 Green Operation of “ESG report” for details. |
| 9. Greenhouse gas inventory and assurance status and reduction targets, strategy, and concrete action plan | Please refer to page 49~51 for GHG inventory deals of Flytech Technology Co., Ltd.(the “Company”). The Company has completed GHG inventories for the years 2021 to 2024, and obtained external verification statements by SGS. The GHG inventory information for 2025 is currently under review as of the date of the annual report's publication, with external verification expected to take place in September. Please refer to page 112-114 for details of the GHG reduction strategies and specific action plan. |
| Evaluation Item | Implementation | | | Deviations from
“Sustainable Development
Best Practice Principles for
TWSE/TPEx Listed
Companies” and Reasons |
| --- | --- | --- | --- | --- |
| | Yes | No | Abstract Explanation | |
| 4. Social Issues
(1) Does the company formulate appropriate management policies and procedures according to relevant regulations and the International Bill of Human Rights? | V | | (1) (A) Human Rights and responsible unit
In order to fulfill our ESG sustainable development responsibilities and implement human rights protection, the company has established its “Human Rights Policy” in reference to internationally recognized human rights standards such as the Universal Declaration of Human Rights, the UN Global Compact, and the International Labour Organization’s Declaration on Fundamental Principles and Rights at Work. The policy was announced and implemented in January 2020. It applies to all of the company’s operations, products, and services, and extends its influence to supply chain stakeholders, including: human rights assessments, key human rights concerns and practices (providing a safe and healthy working environment, eliminating illegal discrimination to ensure equal job opportunities, banning child labor, prohibiting forced labor, promoting physical and mental health and work-life balance, and offering training on human rights protection, pre-employment, on-the-job, occupational safety, and integrity ethics), grievance mechanisms, and due diligence to prevent human rights violations. In addition to providing a reasonably safe working environment, the policy ensures that current employees are treated fairly and with dignity. The Board of Directors is the highest governance body for the company’s sustainable development. The ESG Committee is responsible for promotion, implementation, and monitoring, and reports to the Board of Directors on a regular basis.
(B) Due diligence process
In 2024, the company established the “Human Rights Policy Management Measure” to regulate the due diligence process and ensure effective implementation of the “Human Rights Policy”. In accordance with the “Human Rights Policy”, a human rights risk assessment and identification of material human rights issues shall be conducted and disclosed every three years. Human rights due diligence is carried out based on these material issues, along with the implementation of remediation measures when necessary. | None |
55
| Evaluation Item | Implementation | | | Deviations from
“Sustainable Development
Best Practice Principles for
TWSE/TPEx Listed
Companies” and Reasons |
| --- | --- | --- | --- | --- |
| | Yes | No | Abstract Explanation | |
| (2) Does the company set up and implemented reasonable employee welfare measures (including salaries, holidays, and other benefits), and have business performance or results been appropriately reflected in employee remunerations? | | | The due diligence process includes: human rights risk analysis → identification of material human rights issues → establishment and revision of human rights policy → human rights risk audit → management reporting → corrective actions and follow-up → education and training.
(C) Due diligence implementation results
The Company completed its 2024 report in 2025, and the 2026 due diligence is scheduled to be conducted in 2027. The 2024 assessment covered both employees and suppliers. For employees, the identified material issues include compliance with the “one fixed day off in seven days” labor requirement, delayed or unfair wage and benefit practices, occupational injuries and diseases, gender discrimination and sexual harassment, and workplace bullying or violence. For suppliers, the material issues include human rights and labor protections, as well as occupational health and safety. Relevant mitigation and remediation measures are detailed in the “Human Rights Due Diligence Report” published on May 13, 2025 on the company’s website under About us/Corporate Governance / Company Documents.
(2) Flytech regards employees as its most valuable asset and upholds a policy of “diversity and non-discrimination.” Employment, compensation, and career development are based solely on professional competencies and job performance, regardless of age, education, race, gender, nationality, place of birth, or disability. As of the end of 2025, female employees accounted for 49% of the workforce, with women holding 36% of managerial positions. Due to a flat organizational structure, the majority of management roles are held by mid-level managers, except for senior executives such as the General Manager, Vice Presidents, and Assistant Vice Presidents. Leave policies and employee benefits are applied equally without discrimination. An overview of employee benefits including compensation, leave entitlements, and other welfare programs are summarized as follows: | |
56
| Evaluation Item | Implementation | | | Deviations from
“Sustainable Development
Best Practice Principles for
TWSE/TPEx Listed
Companies” and Reasons |
| --- | --- | --- | --- | --- |
| | Yes | No | Abstract Explanation | |
| | | | (A) Remuneration policies
The provisions in the “Corporate Charter”, if the company has made profits for the year, 3%~15% shall be designated as employee remunerations(A minimum of 10% of total employee remuneration shall be allocated to grassroots-level employees.). In addition, the company has set up the “Salary and Bonus Management Guidelines,” “Performance Management Guidelines,” and “Award and Punishment Management Guidelines” to provision remuneration policies such as fixed salaries, bonuses, and employee remunerations, etc. The Remunerations Committee shall periodically conduct reviews, which are supplemented by performance operation assessments including: employee performance, internal control system compliance situation, and compliance to various company policies including the social responsibility system. Awards or punishments are granted accordingly based on the remuneration policies and Award and Punishment
(a) Fixed salary (this salary, professional addition, job addition): According to the labor law and the employee’s academic experience and work ability, it is not determined by age, gender and ethnicity.
(b) Year-end bonus and performance bonus: The year-end bonus is based on on two months. According to the performance of each employee’s performance appraisal, the bonus amount is determined. The performance bonus is based on the business/production/R&D/project performance of each department and the contribution of each employee. and approved.
(c) Salary policy: The annual salary adjustment is based on the previous year’s business performance and market salary status. Individual promotion and salary adjustment will be handled in accordance with the “Management Measures for Awards and Punishments. | |
57
| Evaluation Item | Implementation | | | Deviations from
“Sustainable Development
Best Practice Principles for
TWSE/TPEx Listed
Companies” and Reasons |
| --- | --- | --- | --- | --- |
| | Yes | No | Abstract Explanation | |
| | | | (d) Employee compensation:The provisions in the “Corporate Charter”, if the company has made profits for the year, 3%~15% shall be designated as employee remunerations(A minimum of 10% of total employee remuneration shall be allocated to grassroots-level employees.). Based on the performance appraisal results of each employee, and reviewing the achievement of the KPIs formulated and approved by each employee at the beginning of the year (each department has different KPIs depending on the nature of operations), like revenue achievement rate, Gross Profit Margin, delivery achievement rate, achievements in product innovation and green design etc.Calculate the approved individual allocation amount.
(B) Leave and welfare policy
The company has set up the ‘Leave Category Management Guidelines” to regulate the leave-taking and holiday management system. In 1992, the Employee Welfare Committee was set up to provide various employee welfare activities and subsidies, include monthly birthday parties and birthday cash gifts, wedding and funeral cash gifts, year-end bonus and project bonus, gifts during three major Chinese holidays, domestic and international company trips, club events, festive company meals, health inspections, recognition of senior staff, flexible working hours, annual leave exceeding Labor Standards Act requirements and paid leave for natural disasters, maternity and paternity leave, parental leave, post-return work assistance, Fly’s book rooms etc.
(C) Employee Stock Ownership
In 2014, the company established the "Flytech Technology Co., Ltd. Employee Stock Ownership Association", and colleagues raised a fixed amount from their salaries. Then the Companyallocated the same amount of incentive money and deposited it into financial institutions to increase employees’ recognition of the company. Assist members to obtain the company’s stock, and enhance the stability of members’ future retirement and resignation life. | |
58
| Evaluation Item | Implementation | | | Deviations from
“Sustainable Development
Best Practice Principles for
TWSE/TPEx Listed
Companies” and Reasons |
| --- | --- | --- | --- | --- |
| | Yes | No | Abstract Explanation | |
| (3) Does the company provide a healthy and safe working environment and organize training on health and safety for its employees on a regular basis? | | | (3) (A) Obtain the relevant Certification
The Company successfully obtained the ISO 14001 (2018 version, validity period from September 22, 2025 through September 21, 2028) in 2001 and obtained the ISO 45001 2018 versoin (Renewal approved. , valid from December 1, 2023 to November 30, 2026). the Company has integrated and established a complete and very sound safety and health working environment.
(B) Measures for employee safety and health work environment, education policy and its implementation.
The Company has duly established a “Labor Safety and Health Committee” in accordance with the Occupational Safety and Health Act and laws and ordinances concerned (which was consolidated and upgraded into the “Environmental Safety and Health Committee” after the Company obtained the ISO 45001 system certification in 2020). The members of such Committee include the supervisors and staff members working with the Neihu Headquarters and the Linkou Plant and established an “Occupational Safety and Health Office” under the President to be responsible for related matters.. Other than such duties to draft methods of operation, the Committee assumes the responsibilities for occupational safety training at the Neihu Headquarters and the Linkou plant in such professional duties including reviewing the training programs for safety of machinery, equipment and raw materials, reviewing occupational calamity investigation reports, assessing on-the-spot occupational safety performance and the like to carry out all aspects of security. Further, on a regular basis, the Committee sponsors and carries out educational & training programs focusing on safety and health, fire protection and other related contents, and takes necessary preventive measures against potential occupational disaster to minimize the potential risk factors of the working environment. Through all such efforts in combination, and ensures a safe and healthy workplace. | |
59
| Evaluation Item | Implementation | | | Deviations from
“Sustainable Development
Best Practice Principles for
TWSE/TPEx Listed
Companies” and Reasons |
| --- | --- | --- | --- | --- |
| | Yes | No | Abstract Explanation | |
| | | | Please refer to pages 121–122 section 4.11 “Measures for
Protecting Employees’ Health, Safety, and Work Environment
and Their Implementation Status” for details on the
implemented measures.
The management center is responsible for carrying out training
courses on environment, occupational safety and health
(environmental safety and health) for new employees and
current employees in accordance with the ISO "Education and
Training Management Procedures" to ensure that all employees
understand the environmental safety and health policies,
methods to be followed and due rights and interests.
- The company’s Neihu headquarters functions as an office, while
the Linkou factory only has SMT lines and assembly lines
without heavy machinery operations. We conduct hazard
identification and risk assessment in accordance with ISO 45001
standards and have established environmental, health, and
safety management procedures. In 2025 there were no
occupational accidents or fires reported. | |
60
| Evaluation Item | Implementation | | | Deviations from
“Sustainable Development
Best Practice Principles for
TWSE/TPEx Listed
Companies” and Reasons |
| --- | --- | --- | --- | --- |
| | Yes | No | Abstract Explanation | |
| (4) Does the company have an effective career development training program for employees? | | | (4) Exactly in accordance with ISO “Education and Training Management Program”and internal control procedures, the Company has duly mapped out employee training programs (include general staff, managers and employees). The training methods are included in outsourced training programs and in-house courses.
In terms of outsourced training programs, each and every department is required to submit its respective training programs and budgets to be approved at the end of each fiscal year and the employees shall submit their training applications based on the annual programs and their substantial needs. After the training programs are satisfactorily completed, they are required to submit their training experience report or opinion questionnaire to the Human Resources Training Department to register credits and share the course information or share training internally.
The internal training programs include:
(A) New recruit training: New recruits enter the basic course training on the day upon their registry in employment to ensure that they can quickly understand the team concept and culture at the very beginning when they join Flytech.
(B) Project training: Such training programs are exclusive courses specifically intended to reserve cadres and middle- and high-level elite cadres, allowing the talent trainees from all levels to inherit the wisdom and practical operation of Flytech members to cultivate more elites and leaders in the future. | |
61
| Evaluation Item | Implementation | | | Deviations from
"Sustainable Development
Best Practice Principles for
TWSE/TPEx Listed
Companies" and Reasons |
| --- | --- | --- | --- | --- |
| | Yes | No | Abstract Explanation | |
| (5) Does the company complied with relevant regulations and international standards with regard to the health and safety of customers purchasing products or services, customer privacy, marketing, and labeling? Have relevant consumer or client rights protection policies and appeal procedures been set up? | | | (C) Competency-based training programs and leadership development initiatives.
(D) Credit system learning programs: Flytech sets the basic training credit requirements that all colleagues must achieve within the year and colleagues are participating to accumulate credits from various in-house and outsourced programs to leave a firm record for their own learning process to continually improve professional skills and self-growth.
(E) Irregular seminars: Inviting external experts to share their professional insights.
(F) Annual ESG training programs: Enhancing employees' awareness of and engagement in sustainability issues.
(G) Learning Online Education and Training Platform
(H) Renewed the certification in 2024 by the Workforce Development Agency's Talent Quality-management System (TTQS)(Valid until August 26, 2026.), affirming our ongoing progress in training planning, execution, and performance improvement.
(5) The company’s "Business Sustainability Development Code" stipulate that the sale and signage of the company’s products and services should comply with relevant legislation and international guidelines. Behavior such as cheating, misleading, fraud, etc., which breach consumers’ trust and rights, are strictly prohibited. The company is a B2B operation type and does not directly face the final consumer. In 2019, in compliance with GDPR, Taiwan’s Personal Information Protection Act and other regulations. The Flytech personal data management has been established, include Personal Data Management Policy, Points for setting up personal data protection organizations, Measures for the Security Management of Personal Data Files, and Personal Data Protection Impact Analysis Management Procedure to protect customers’ privacy. With "RMA policy" and customer complaint mechanism to provide customer complaints and repair channels. | |
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| Evaluation Item | Implementation | | | Deviations from
“Sustainable Development
Best Practice Principles for
TWSE/TPEx Listed
Companies” and Reasons |
| --- | --- | --- | --- | --- |
| | Yes | No | Abstract Explanation | |
| (6) Does Does the company set up supplier management policies and requested suppliers comply with relevant regulations on environmental protection, vocational safety and health, the human rights of laborers, and other issues? What is the implementation situation? | | | (6) The company has established the “Enterprise Sustainable Development Code,” which stipulates that when entering into contracts with major suppliers, the agreements should include provisions requiring both parties to comply with their respective corporate social responsibility (CSR) policies. The contracts should also provide that, in the event a supplier violates such policies and causes significant environmental or social impacts on the communities from which it sources, the Company reserves the right to terminate or rescind the contract at any time. In practice, supplier selection is conducted in accordance with the Company’s “Supply Chain Sustainability Management Policy” and the ISO 9001 “Supplier Qualification Procedure,” ensuring management at the source.
Supplier selection is conducted in accordance with ISO procedures, using either document review or on-site audits to evaluate factors such as environmental protection, manufacturing capability, quality assurance, cost and operational control, and sustainability, in order to select suppliers with strong quality performance and sound environmental sustainability management. Subsequent monitoring is carried out through the ISO “Supplier Rating and Performance Monitoring Procedure,” with quarterly evaluations. Suppliers that fail to meet the required standards are required to implement corrective actions within a specified timeframe or may have their approved supplier status revoked, in order to maintain the integrity of the qualified supplier list.
In addition to the above measures, we require our suppliers to comply with government environmental regulations, occupational safety and health laws, and labor regulations, including the prohibition of child labor. Suppliers are also required to sign the “Environmental Protection, Restricted Substances, and Carbon Reduction Commitment,” the “Corporate Social Responsibility and Integrity Commitment,” and the “Conflict Minerals Policy Statement.” | |
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| Evaluation Item | Implementation | | | Deviations from
"Sustainable Development
Best Practice Principles for
TWSE/TPEx Listed
Companies" and Reasons |
| --- | --- | --- | --- | --- |
| | Yes | No | Abstract Explanation | |
| | | | Through these initiatives, we aim to establish a green supply chain that safeguards the environment and upholds labor safety, health, and human rights, while jointly advancing ESG sustainability commitments. As of the end of 2025, over 80% of our suppliers have signed these commitments (an increase from 75% in 2024). (1)~(6) above were implemented in 2025 as provisioned. | |
| 5. Has the company compiled Sustainability Report and other reports disclosing the company’s non-financial information in reference to internationally accepted report preparation standards or guides? Has the abovementioned report acquired validation or guarantee opinions from a third-party verification unit? | V | | The company’s "ESG Committee" issued “CSR Reports”for the years 2019 and 2020 in February and June 2021, respectively. These reports were compiled according to the 2016 version of the GRI standards. In June 2022, we issued an "ESG Report" incorporating SASB standards and TCFD guidelines. Furthermore, the annual ESG Report issued starting from 2022, was prepared in accordance with the 2021 version of GRI standards, SASB standards, and TCFD guidelines. The reports from 2019 to 2021 were internally compiled..
To ensure the quality of our ESG reports, The company has entrusted AFNOR for the first time in 2024 to conduct external assurance of the 2023 and 2024 " ESG Report" corresponding to a moderate level in accordance with the AA1000 Assurance Standard(v3). The independent assurance statement has been successfully obtained | None |
| 6. If the Company has established the corporate sustainable development principles based on “Code for Corporate Sustainable Development for TWSE/TPEx Listed Companies”, please describe any discrepancy between the Principles and their implementation: None.
The company has established the " Enterprise Sustainable Development Code", which is published on the corporate website. It it in compliance with the Corporate Sustainable Development Principles for TWSE/TPEx Listed Companies. | | | | |
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| Evaluation Item | Implementation | | | Deviations from
"Sustainable Development
Best Practice Principles for
TWSE/TPEx Listed
Companies" and Reasons |
| --- | --- | --- | --- | --- |
| | Yes | No | Abstract Explanation | |
| 7. Other important information to facilitate better understanding of the company’s sustainable development
(1) The company encourage all employees to participate in social services, give back to the society and fulfill their business obligations through community services and participation in various public welfare activities. The annual activities are as follow:
(A) Cooperate with the "Blessing Committee" to set up "Flytech Loves Public Welfare" Club to Collaborates with social service organizations every two months to care for the weak activities and give gifts.
(B) The "Star Training Camp" is held in collaboration with universities during the winter or summer breaks. This seven-day training program is designed for undergraduate and graduate students, offering valuable opportunities to gain insights into the industry through executive experience sharing and hands-on interactions. The program aims to foster cross-disciplinary and cross-professional exchanges among students, enabling them to learn and grow together. In the 2024 winter break, one session was held, gathering students from across Taiwan—north, central, and south—of various fields, expertise, and backgrounds to participate in the program. Now in its tenth year, the camp has trained a total of 734 students and a “Flyer Exploration Camp” was held during the summer vacation. Additionally, the "Stellar Alumni Association" lectures and gatherings are regularly organized. Over 95% of participants believe the training camp helps them better understand and plan their future career paths. Many alumni have gone on to join Flytech as outstanding executives,. (C) In coordination with the “Flytech Foundation” Flytech exerting social influence through two key areas: talent development and social welfare. The details are provided in the table below.
(D) Held a company-wide energy conservation and carbon-reduction performance competition, held mountain-cleaning event in conjunction with the company’s annual factory celebration to realize the company’s environmental protection policy.
(E) Collect receipts monthly and donate to the Genesis Social Welfare Foundation, and donate books and magazines and recycled items to the Tzu Chi Foundation. | | | | |
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| Evaluation Item | Implementation | Deviations from "Sustainable Development Best Practice Principles for TWSE/TPEx Listed Companies" and Reasons | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Yes | No | Abstract Explanation | |||||||||
| (2) The details of the events, the number of participants and the beneficiaries, industry-academia collaborations are as listed: | |||||||||||
| Event Type | Event Name | Continuous Year | Month of Event | Contents of Event | Number of Company Participation | Number of Assisted/ Participated | Total Coordination hours | Number of Internal Trainers | Fundraising /Assets (NTD) | Waste Cleanup (kg) | |
| Talent development | Star Training Camp/ Flyer Exploration Camp | 10 | 1 | Star Training Camp, seven days of activities | 63 | 35 | 280 | 21 | |||
| 1 | 8 | Flyer Exploration Camp, three days of activities | 38 | 23 | 173 | 10 | |||||
| 6、11 | Stellar Alumni Association, Computer Expo & Networking Dinner + Yacht Reception | 13 | 84 | 117 | |||||||
| Design for Taiwan | 9 | 2,3,4,5,8,9 10,11,12 | 9 Sessions "DFT" Workshop | 383 | 376 | 1048 | |||||
| 3,12 | "DFT" Seminar & Community Events | 10 | 40 | 30 | |||||||
| 7 | "DFT" Workshop results display exhibition 10 Sessions of the results display exhibitions | 100 | 6,749 | 538 | 23,189 | ||||||
| Flytech scholarship | 9 | 7 | Scholarship for the impoverished or outstanding students of Taitung County's Senior High Schools "Corporate Heart Journey" | 9 | 19 | 100 | 5 | ||||
| Social welfare care | Flytech Loves Public Welfare | 9 | 2 | Sending Love to the Homes of the Seniors (Wanhua District) | 28 | 20 | 84 | 69,722 | |||
| 4 | Discovering the Heart Wetland (Alibang Farm) | 39 | 0 | 117 | |||||||
| 6 | Rediscovering the Blue Ocean (Wai'ao Beach, Yilan County,) | 54 | 0 | 162 | 45 | ||||||
| 6 | Blood Donation Event (Neihu District, Taipei)" | 19 | 19 | 19 | |||||||
| 8 | Whole-team Plant-Based Action Challenge (Vegetarian Campaign) | 15 | 0 | 500 | |||||||
| 11 | Second-hand goods auction and materials donation drive | 21 | 50 | 21 | |||||||
| 12 | Growing Up Together (Wenshan District Service Program) | 11 | 50 | 33 | 32,957 | ||||||
| Sponsored Events | 4 | Sponsored Association of Police Friends and Fitness Equipment for the Police | 700,000 |
-
If the Company's products or ESG report have passed the verification criteria of the relevant verification agree upon, they should be stated expressly:
-
2024 “ESG report” obtained the indenpent assurance statement corresponding to a moderate level in accordance with the AA1000 Assurance Standard (v3).
- ISO 9001 Quality Management Systems: The 2015 version passed the certification review (validity period from August 24, 2025 through August 23, 2028).
- ISO 13485 Medical Equipment Quality System: The 2016 version passed the certificate renewal review (validity period from May 10, 2024 through May 10, 2027).
- ISO 14001 Environmental Management System: The 2015 version passed the certificate renewal review (validity period from September 22, 2025 through September 21, 2028).
- ISO 45001 Occupational Safety and Health Management System: 2018 version (Renewal approved, valid from December 1, 2023 through November 30, 2026).
- IATF 16949 for Quality management system for the automotive industry 2016 Version (first time certification, valid from January 5, 2025 through January 4, 2028).
- ISO-14064-1 Third-party verification statement for organizational GHG inventory report (2021~2024)
- ISO-14067 Third-party verification statement for product carbon footprint inventory report (2022:K737F34 2023: PC42 & P337N2 2023 2024: K759 F87U & P455 F35 & P617N F34)
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2.3.6 Ethical Corporate Management and deviations from "the Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies" and Reason
| Evaluation Item | Implementation Status | deviations from "the Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies" and Reason | ||
|---|---|---|---|---|
| Yes | No | Abstract Explanation | ||
| 1. Establishment of ethical corporate management policies and programs | ||||
| (1) Has the company set up integrity operation policies passed by the board and explicitly stipulated integrity operation policies and practices in the regulations and external documents, as well as the board and senior management level’s commitment to active operational policy implementation? | ||||
| (2) Has the company established a dishonest conduct risk assessment mechanism to periodically analyze and assess business activities with higher dishonest conduct risk within the business cope, based on which plans for preventing dishonest conducts have been set up, at least covering the preventive measures of the conducts in Paragraph 2, Article 7 of the “Code for Integrity Operations of TAIEX and OTC Listed Companies”? | V | (1) The company has established the “Code for Integrity Operations” based on the “Code for Integrity Operations of TAIEX and OTC Listed Companies”, submitted it, which was passed by the board in May 2015 and implemented and disclosed on Flytech website. The Principles determine that the company and related enterprises/organizations should clearly demonstrate their ethical management policies in both their regulations and documents meant for the public. The board and management must ensure the policies are implemented both in internal management and business operations. | ||
| (2) The company has set up the “Integrity Management Procedures and Behavior Guidelines” in accordance with the “Code for Integrity Operations” which was passed by the board in November, 2016 and implemented (the latest edition was revised in March,2022). The “Integrity Operation Promotion Team” under the board is the dedicated unit for the amendment, implementation, interpretation of this operational procedure and the conduct guidelines, as well as the supervision and implementation of consultation services, report content registration, archiving, and related operations. It periodically reports to the board (at least once a year) and is responsible for the following matters: | ||||
| (A) Assist in incorporating the value of integrity into the company’s operational strategies and set up anti-fraud measures to ensure integrity operations in accordance with the regulatory system. | ||||
| (B) Periodically analyze and assess the risk of dishonest conduct within the business scope and set up plans for preventing “dishonest conduct,” and set up work-related standard operational procedures and conduct guidelines in the plans. | None |
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| Evaluation Item | Implementation Status | deviations from “the Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies” and Reason | ||
|---|---|---|---|---|
| Yes | No | Abstract Explanation | ||
| (3) Has the company explicitly stipulated and implemented operational procedures, conduct guidelines, violation punishments, and appeal system in the plan for preventing dishonest conduct? Is the abovementioned plan periodically reviewed and revised? | (C) Set up a monitoring and balance mechanism for high-risk business activities prone to “dishonest behaviors” within the business scope. | |||
| (D) Promote and plan integrity operation policy propaganda activities. | ||||
| (E) Plan and implement the offense reporting system to ensure the effectiveness of implementations. | ||||
| (F) Assist the board and management level in checking and assessing whether measures, plans, and mechanisms established to prevent “dishonest conduct” operate effectively, and which are periodically made into reports. | ||||
| (G) Produce and properly keep integrity operation policies and compliance declarations, fulfillment commitment, and implementation situation related documented information. |
(3) The company’s “Conduct Guidelines provision specific integrity operation” related practices, definition of dishonest conduct, procedures to comply when providing/receiving/promising interests, internal propaganda/establishment of awards and punishments/appeal system and disciplinary actions, inclusion of integrity operation in the employee performance assessment and human resources policies, and establishment of specific and effective award, punishment, and appeal systems. Management regulations for preventing dishonest conduct include: Management regulations “Basic Service Regulations” “Award and punishment management guidelines,” ” Whistleblower Report Processing Guideline” and declaration of incorruptibility in the recruitment contract duly signed by the employee provisioning incorruptibility clauses including the prohibition of personal fraud, public property misappropriation, public fund embezzlement, bribery commission acceptance, and avoidance of conflict of | |
69
| Evaluation Item | Implementation Status | deviations from “the Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies” and Reason | ||
|---|---|---|---|---|
| Yes | No | Abstract Explanation | ||
| interest clause to be complied by employees as provisioned. Violations will be dealt with according to the severity of events in order to ensure the company’s integrity operations. | ||||
| As stated in No. 2 of Item (2), the “Ethical Operation Promotion Team” is responsible for periodically analyzing and assessing the risk of dishonest conduct within the business scope, based on which reviews and amendments are carried out. In 2025, the annual review was completed, No anomalies pertaining to dishonest conduct occurred in 2025, and the policy system review situation and supervision implementation results were compiled and reported at the board meeting in March, 2026. | ||||
| (1)~(3) above were implemented in 2025 as provisioned. | ||||
| 2. Fulfill operations integrity policy | ||||
| (1) Does the company evaluate business partners’ ethical records and include ethics-related clauses in business contracts? | V | (1) Since its beginning, the Company has upheld its core policies of "Focus on Core Business, Integrity and Accountability, Sustainable Operations, and Pursuit of Excellence" Apart from our risk management system (which was built according to laws and accounting regulations), internal control system, and auditing regulations, we also include in our contracts with clients and suppliers terms regarding liabilities and protection of both parties’ rights. We exclude the possibility of insider trading and conduct business fairly and transparently. We have also created the ethical management and behavior guidelines, which stipulate that before signing contracts with any party, we must fully understand the extent of their business practices. Observation of our ethical business practice policies should be included in contracts, or issues of ethical transactions should be clearly defined in the contracts. After the contracts are checked against the contract vetting methods, they can be approved for signing. There were no dishonest matters from the transacting parties in 2025. | None |
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| Evaluation Item | Implementation Status | deviations from “the Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies” and Reason | ||
|---|---|---|---|---|
| Yes | No | Abstract Explanation | ||
| (2) Has the company set up a dedicated unit to promote enterprise integrity operations and periodically (at least once a year) report to the board regarding the integrity operation policy, the plans for preventing dishonest conduct, and the supervision implementation situation? |
(3) Does the company formulate policies to prevent conflicts of interest, provide appropriate reporting channels, and implement them? | | | (2) In accordance with the provisions in the “Integrity Operation Procedure and Conduct Guidelines,” the company set up the “Integrity Operation Promotion Team” in November 2016 as the dedicated unit under the board for the amendment, implementation, interpretation of the said procedure guidelines, as well as the supervision and implementation of consultation services, report content registration, archiving, and related operations. The Guideline Regulation Promotion Team periodically reports to the board (at least once a year). The 2025 annual review report has been completed and reported to the board of directors in March, 2026 Including Random audit of training and dishonesty behavior. No irregularities, whistleblower reports, litigation, or penalties from regulatory authorities occurred in 2025.
No anomalies pertaining to dishonest conduct occurred in 2025.
(3) The company has established the "Basic Service Regulations", "Reward and Punishment Management Measures," which state that employees are prohibited from using the company's name to operate other businesses without permission, from engaging in outside employment without company approval, and from engaging in or investing in profit-making enterprises similar to the company's business, to avoid conflicts of interest. The "Board Meeting Rules" also include provisions for directors to avoid conflicts of interest. Additionally, our company has developed the "Integrity Operation Procedures and Code of Conduct," which governs directors, executives, and other stakeholders with conflicts of interest attending or participating in board meetings. They must disclose any material conflicts of interest related to agenda items at the board meeting. If there is a risk of harming the company's interests, they are prohibited from participating in discussions and voting, and they must abstain from voting. They also cannot act as proxies for other directors. Directors must self-regulate and refrain from improper mutual support or assistance. The "Integrity Operation Promotion Team" is responsible for supervising and implementing these integrity operation procedures. | |
71
| Evaluation Item | Implementation Status | deviations from “the Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies” and Reason | ||
|---|---|---|---|---|
| Yes | No | Abstract Explanation | ||
| (4) Does the company established an effective accounting system and internal control system for implementing integrity operations? Has the internal audit unit formulated relevant audit plans according to the assessment results of dishonest conduct related risks, based on which the situation of compliance with plans to prevent dishonest conduct can be checked, or checking can be implemented by commissioning CPAs? | Prior to this, they must explain to the board important points in conflicts of interests, especially when these points negatively affect the company’s interests. Directors should also practice self-discipline and not support each other’s agendas when conflicts of interest occur. Terms above are implemented and supervised by the “Ethical Operation Promotion Team” |
(4) The company has set up an effective accounting system, internal control system, and related management regulations, while sales, procurements, inspection and acceptance, payments and collections, financial management, investment, and other operations have taken integrity operation objectives into account. The internal audit unit formulated and reported the annual audit plan based on the risk assessment results of various operations, which was passed by the board. Based on the plan implementation audit and annual internal control self-assessment, the effectiveness and compliance situation of the internal control design was reported to the board. The internal control system for 2025 was deemed effective, and no major anomalies were found after implementation inspection. There were no major deficiencies in the internal accounting control checking report presented by the financial statement CPAs.
In November 2023, the company’s board of directors passed the amendments to “Handling of Internal Material Information and Prevention of Insider Trading”, which prohibits directors or employees and other insiders from using undisclosed information in the market to buy and sell securities, including directors who are not allowed to do so before the announcement of the annual financial report. 30, and the closed period of 15 days before the announcement of quarterly financial reports. | |
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| Evaluation Item | Implementation Status | deviations from “the Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies” and Reason | ||
|---|---|---|---|---|
| Yes | No | Abstract Explanation | ||
| (5) Does the company regularly hold internal and external educational trainings on operational integrity? | (5) Relevant training includes: 1. the "Integrity Operation Procedure and Conduct Guidelines" require the company to conduct at least one internal awareness training session each year, during pre-employment training, new employees receive instruction on internal control systems and management regulations related to ethical business conduct. 2. At least once a year, training and awareness sessions are conducted for directors, managers, and employees on the “Procedures for Handling of Internal Material Information and Prevention of Insider Trading” and related regulations and invited the company’s legal consultant to deliver an annual seminar for current employees.. 3. Newly appointed directors, managers, and employees are provided with educational briefings within one month of onboarding, covering the scope of internal material information, confidentiality procedures, definitions and management of insider trading, as well as penalties for violations. In 2025, the company organized a training program focused on human rights and ethical business practices titled "Corporate Human Rights, Ethical Operations, and Labor Rights Protection" A professional attorney was invited to deliver the course onsite, covering topics such as the “Code for Integrity Operations”, “Integrity Operation Procedure and Conduct Guidelines”, “Code for Moral Conduct”, “ Procedures for Handling of Internal Material Information and Prevention of Insider Trading ” and corporate culture promotion. The training emphasized the importance of integrity to foster a healthy and positive workplace environment. In addition to onsite participation, the session was livestreamed to ensure full employee involvement. No incidents of insider trading occurred in 2025, and the annual training was successfully completed. (1)~(5) were implemented as provisioned in 2025, without major abnormalities in violation of integrity operations. |
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| Evaluation Item | Implementation Status | deviations from “the Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies” and Reason | ||
|---|---|---|---|---|
| Yes | No | Abstract Explanation | ||
| 3. Operation of the integrity channel |
(1) Does the company establish both a reward/punishment system and an integrity hotline?
Can the accused be reached by an appropriate person for follow-up?
(2) Has the company set up investigation standard operational procedures regarding offense reports accepted, subsequent measures to be adopted after investigation completion, and related confidentiality mechanisms?
(3) Does the company provide proper whistleblower protection? | V | | (1) In November 10, 2016, the Company established its “Whistleblower Report Processing Guideline”, which define complaint and reward systems. The Task Group for Ethical Management is the recipient of complaints.
(2) The Company’s “Whistleblower Report Processing Guideline” provisions offense report acceptance, confidentiality, appeals, reviews, records, information disclosure, and other mechanisms. An offense report mailbox has been set up on the company’s website and internal website, channels for employees or other stakeholders to file appeals. Subsequent measures to adopt after investigation are as follows:
For offense report cases, in case the following events apply, immediately report to independent directors: Events in offense reports involve directors or senior management level, are major violations that subject the company to extensive damage.
(3) The Company’s “Whistleblower Report Processing Guideline” also establish confidential programs after complaints are received, so that unfair treatment of staff can be prevented.
(1)~(3) were implemented as provisioned in 2025, and no whistleblower reports or significant violations.. | None |
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| Evaluation Item | Implementation Status | deviations from “the Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies” and Reason | ||
|---|---|---|---|---|
| Yes | No | Abstract Explanation | ||
| 4. Strengthening information disclosure | ||||
| Does the company disclose its ethical corporate management policies and the results of its implementation on the company’s website and MOPS? | V | The Company has set up the company website (https://www.flytech.com) for disclosure of corporate governance major information, including: Board of Directors, Board Committees, Communication of Independent Directors, Internal Audit, Ethics & Compliance, Risk Management, Cybersecurity Management, Supply chain Management, Intellectual Property Management, Energy Saving Management, Corporate Social Responsibility, Personal Data Protection, Governance Documents..etc. Governance documents disclosed on the Company’s website include: “Corporate Governance Code,” “Code for Moral Conduct,” “Code for Integrity Operations,” “Enterprise Sustainable Development Code,” and “Integrity Operation Procedure and Conduct Guidelines,” with an explanation of the implementation status provided under the Ethics & Compliance section. | ||
| In 2025, the above were implemented and fulfilled. | None | |||
| 5. If the company has established the ethical corporate management policies based on the Ethical Corporate Management Best-Practice Principles for TWSE/TPEx Listed Companies, please describe any discrepancy between the policies and their implementation. | ||||
| The company has established the “Code for Integrity Operations”, “Integrity Operation Procedure and Conduct Guidelines”, “Code for Moral Conduct”, and “Whistleblower Report Processing Guideline”, all of which are published on the corporate website and Market Observation Post System. They are all in compliance with the Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies. In 2025, the“Ethical Operation Promotion Team” supervised all departments to ensure they were complying with the guidelines, and no violations of ethical management were found. The above findings were reported in the Board of Directors meeting in March 2026. | ||||
| 6. Other important information that helps understand the implementation of ethical corporate management of the Company: (e.g. discussion and correction of the Ethical Corporate Management Rules established by the Company): | ||||
| Based on the “Code for Integrity Operations”, the company formulated the “Integrity Operation Procedure and Conduct Guidelines”, which was approved by the board of directors on November 10.2016. These principles set out specific procedures, guidelines for conduct, penalties for non-compliance and a complaints system. The “Ethical Operation Promotion Team” liaises directly with the Board and is responsible for the revision, implementation, interpretation, and consultation of the guidelines. The group holds an announcement event every year and reports to the board of directors to express the importance of ethics and principle execution to all employees and directors. the results of ethical management in 2025 were reported in the Board of Directors meeting in March 2026. |
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2.3.7 Other Important Information Regarding Corporate Governance: None.
2.3.8 Internal Control Systems
- Please refer to the Statement of Internal Control System showed on page 134
- If CPAs is entrusted to review the internal control system, the accountant's review report shall be disclosed: None
2.3.9 In 2025 and up to the date of publication of the annual report, major Resolutions of Shareholders' Meeting and Board Meetings
- Important resolutions and their implementation status at the 2024 Shareholders Meeting
(1) Passed the 2024 Business Operation Report, Annual Financial Statements and the remuneration proposal for employees and directors of the board.
(2) Passed the proposal for distribution of 2024 Profits..
(3) Passed partial amendments to the "Company Corporate Charter"
(4) Passed the exemption of the limitation of non-competition on the directors of the Company.
- 2025 Board meeting and important resolutions by the Board as of the print day of this yearly report
(1) Reported the derivatives trading information for the fourth quarter of 2024.
(2) Proposal to report status of liability insurance for directors and managers in 2025.
(3) The ESG committee reported on major sustainability Topics for 2025.
(4) Passed the Business Plan in 2025.
(5) Passed the 2024 annual performance bonus (year-end bonus) case approved by the Compensation Committee.
(6) Passed the company's 2025 Audit Plan.
(7) Passed a proposal to set the 2025 general shareholders meeting location, date, and other related issues.
(8) Annual reports for year 2024 of "performance evaluation report of the board of directors and functional committees", "Intellectual property management plan and implementation report", "Integrity management report", "cyber security management report", "Risk management report". No significant anomalies were found.
(9) The ESG Committee reported the 2025 Q1 GHG Inventory and verification schedule and sustainable development business execution.
(10) The ESG promotion office reported no anomalies in the 2024 corporate social responsibility (ESG) sustainable development and stakeholder communication.
(11) Passed the 2024 employee remuneration and director remuneration proposals submitted by the Compensation Committee.
(12) Approved the company's 2024 Financial Statements (including Consolidated Financial Statements) as reviewed and approved by the Audit Committee.
(13) Passed the motion of the distribution of earnings in 2024.
(14) Approved the capital increase of the Company's subsidiary, Cayman-based Berry Al Holding Co., Ltd. (Berry Al KY). Following the capital increase, Berry Al KY will reinvest in its subsidiary, Berry Al Inc., to strengthen working capital in support of future business development.
(15) Passed the company's 2024 "Statement of Internal Control System", which deems effective the company's internal control system Design.
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(16) Passed the definition of the scope of the company's "grassroots-level employees employees".
(17) Passed partial amendments to the "Company Corporate Charter".
(18) Passed the exemption of the limitation of non-competition on the directors of the Company.
(19) Passed the "company's convening the 2025 general shareholders' meeting" motions.
(20) Passed the periodic evaluation of the independence of the attesting CPAs of the company's financial statements based on Audit Quality Indicators (AQIs).
(21) Passed the 2025 financial statement auditor expenses case.
(22) Passed the non-assurance services proposed by KPMG and its affiliated firms and related entities to be provided to the company and its subsidiaries in 2025.
(23) Reported the derivatives trading information for the first quarter of 2025.
(24) The ESG Committee reported the 2025 Q2 GHG Inventory and verification schedule and sustainable development business execution.
(25) Approved the company's consolidated financial statements for 2025 Q1 as approved by the Audit Committee.
(26) Approved the Company's 2024 "ESG Report".
(27) Approved the adjustment of the USD capital increase amount for the subsidiary Berry Al KY due to significant fluctuations in the USD exchange rate, so that Berry Al KY's subsequent capital injection into Berry Al Inc. can be converted into an equivalent amount in New Taiwan Dollars.
(28) Passed partial amendments to the "Sign Off Authority Table" of subsidiary "Box Technologies Limited".
(29) Reported the derivatives trading information for the second quarter of 2025.
(30) The ESG Committee reported the 2025 Q3 GHG Inventory and verification schedule and sustainable development business execution.
(31) Approved the company's consolidated financial statements for 2025 Q2 as approved by the Audit Committee
(32) Approved the capital increase of the Cayman subsidiary Angible Holding Co., Ltd. (Angible-KY). Following the capital increase, Angible-KY will further reinvest in its subsidiary Angible Inc. to provide the working capital required for business development.
(33) Passed the renewal of the financial credit line case at Chang Hwa Commercial Bank.
(34) The ESG Committee reported on the Company's sustainability initiatives and achievements for 2025.
(35) Passed the case of the remuneration allocation for each director for 2024 as approved by the Compensation Committee.
(36) Passed the case of the 2025 annual salary adjustment principle and management level salary adjustment as approved by the Compensation Committee.
(37) Passed the case of 2024 annual bonus distribution for managers and employees as approved by the Compensation Committee.
(38) Passed the renewal of the financial credit line case at Huanan Commercial Bank.
(39) Passed to apply for financial transaction credit facilities with Cathay United Bank.
(40) Passed partial amendments to the "Rules Governing Financial and Business Matters Between this Corporation and its Related Parties".
(41) Reported the derivatives trading information for the third quarter of 2025.
(42) The ESG Committee reported the 2025 Q4 GHG Inventory and verification schedule and sustainable development business execution.
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(43) Approved the company's consolidated financial statements for 2025 Q3 as approved by the Audit Committee.
(44) Passed partial amendments to the company's internal control system "C4-1 Human Resources Planning Procedures".
(45) Passed partial amendments to the company's "Operational Procedures for Loaning of Company Funds"
(46) Reported the derivatives trading information for the fourth quarter of 2025.
(47) Proposal to report status of liability insurance for directors and managers in 2026.
(48) The ESG committee reported on major sustainability Topics for 2026.
(49) Passed the Business Plan in 2026.
(50) Passed the 2025 annual performance bonus (year-end bonus) case approved by the Compensation Committee.
(51) Passed the company's 2026 Audit Plan.
(52) Passed the change of the company's deputy spokesperson.
(53) Passed a proposal to set the 2026 general shareholders meeting location, date, and other related issues.
(54) Passed the amendment to the number of shares to be acquired and the acquisition price for the Company's investment in Angible Holding Co., Ltd.
(55) Passed the definition of the scope of the company's " grassroots-level employees employees"
(56) Annual reports for year 2025 of "performance evaluation report of the board of directors and functional committees", "Intellectual property management plan and implementation report", "Integrity management report", "cyber security management report", "Risk management report". No significant anomalies were found.
(57) The ESG Committee reported the 2026 Q1 GHG Inventory and verification schedule and sustainable development business execution.
(58) The ESG promotion office reported no anomalies in the 2025 corporate social responsibility (ESG) sustainable development and stakeholder communication.
(59) Passed the 2025 employee remuneration and director remuneration proposals submitted by the Compensation Committee.
(60) Approved the company's 2025 Financial Statements (including Consolidated Financial Statements) as reviewed and approved by the Audit Committee.
(61) Passed the motion of the distribution of earnings in 2025.
(62) Passed the company's 2025 "Statement of Internal Control System", which deems effective the company's internal control system Design.
(63) Passed the exemption of the limitation of non-competition on the directors of the Company.
(64) Passed the "company's convening the 2026 general shareholders' meeting" motions.
(65) Passed the change of signing auditors due to internal job reassignments at KPMG Taiwan, effective from the first quarterly report of 2026
(66) Passed the periodic evaluation of the independence of the attesting CPAs of the company's financial statements based on Audit Quality Indicators (AQIs).
(67) Passed the 2026 financial statement auditor expenses case.
(68) Passed the non-assurance services proposed by KPMG and its affiliated firms and related entities to be provided to the company and its subsidiaries in 2026
2.3.10 In 2025 and as of the date of publication of the Annual Report, If the directors or supervisors have different opinions on the important resolutions passed by the board of directors and there are records or written statements, the main content: None
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2.4 Information Regarding the Company's Audit Fee and Independence
Unit: NT$ 1,000
| Firm Name | CPA Name | The duration of the audit | Auditing fee | Non-Auditing fee | Total | Remark |
|---|---|---|---|---|---|---|
| KPMG | Shih-Chun Hsu Huei-Chen Chang | 2025.1.1 ~2025.12.31 | 3,317 | 986 | 4,303 | Non-Auditing fee include: transfer pricing report, and others |
2.5 Replacement of CPAs:
2.5.1 the former CPAs
| Date of replacement | Jan. 1, 2026 | ||
|---|---|---|---|
| Replacement reason and description | Cooperate with KPMG’s internal personnel adjustment | ||
| The commissioner or CPA terminates or declines the commission | Counterparty Condition | CPA | Commissioner |
| Decided to terminate the appointment | N/A | N/A | |
| Decided to not to continue the appointment | N/A | N/A | |
| Opinions and reasons of audit reports issued during the most recent two years, excluding those issued with unqualified opinion. | None. | ||
| Any differences in opinions with the issuers? | None. | ||
| Other matters for disclosure (Matters covered from item 1-4 to 1-7, subparagraph 6, Article 10 of the regulations should be disclosed) | N/A |
2.5.2 On the successor CPAs
| Firm Name | KPMG |
|---|---|
| Name of CPA | Shih-Chun Hsu、Yong-Sheng, Wang |
| Date of appointment | Jan. 1, 2026 |
| Matters regarding the accounting treatment of or application of accounting principles to a specific transaction or the type of audit opinion that might be rendered on the company’s financial report, and the successor CPAs’ opinion thereto. | N/A |
| Written disagreements from the succeeding auditor against the opinions made by the former CPA | N/A |
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2.6 The Company's Chairman, Chief Executive Officer, Chief Financial Officer, and managers in charge of its finance and accounting operations did not hold any positions in the Company's independent auditing firm or its affiliates in the past year: None.
2.7 Transfer of shareholder equity transfer and equity pledge by directors and supervisors, managerial officers and key shareholders holding more than 10% in 2025 and as of the date of publication of the Annual Report.
2.7.1 Changes in Shareholding of Directors, Supervisors, Managers and Major Shareholders
Unit: Shares
| Title | Name | 2025 | As of March 31, 2026 | ||
|---|---|---|---|---|---|
| Holding Increase (Decrease) | IPledged Holding Increase (Decrease) | Holding Increase (Decrease) | IPledged Holding Increase (Decrease) | ||
| Chairman (major shareholder) | Lam, Tai Seng | — | — | — | — |
| Director | Wang, Wei Wei | — | — | — | — |
| Director/ President | Flytech Foundation | — | — | — | — |
| Representative : Shyu, Jia Horng | — | — | — | — | |
| Director | Yi Hua Investment Limited | — | — | — | — |
| Representative : Lam, I Chong | — | — | — | — | |
| Independent director | Chen, Kuo Hong | — | — | — | — |
| Independent director | Liang, Wei Ming | — | — | — | — |
| Independent director | Huang, Tzu Ting | — | — | — | — |
| Vice President of Marketing Center | Sung, Ching Sheng | 31,969 | — | — | — |
| Special Assistant to the Chairman | Huang, Jung Shian | — | — | — | — |
| Assistant Vice President of Management Center | Lai, Yen Kuang | 5,000 | — | — | — |
| Assistant Vice President of Management Center | Chu, Yung Hao | — | — | — | — |
| Vice President of R&D Center | Liu, Yun Ping | — | — | — | — |
| Assistant Vice President of R&D Center | Chou Li Chun | — | — | — | — |
| Assistant Vice President of R&D Center | Kuan, Yung Shun | 19,728 | — | — | — |
| Chief Finance Officer | Wu, Pi Tao | — | — | 5,000 | — |
| Chief Information Security Officer of Management Center | Lien, Chien Li | — | — | — | — |
2.7.2 Shares Trading with Related Parties: None.
2.7.3 Shares Pledge with Related Parties: None.
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2.8 Relationship among the Top Ten Shareholders
March 31,2026 Unit: Shares
| Name | Current Shareholding | Spouse's/minor's Shareholding | Shareholding by Nominee Arrangement | Name and Relationship Between the Company's Top Ten Shareholders, or Spouses or Relatives Within Two Degrees | Remarks | ||||
|---|---|---|---|---|---|---|---|---|---|
| Shares | % | Shares | % | Shares | % | Name | Relationship | ||
| Lam, Tai Seng | 16,423,263 | 11.48 % | 11,040,443 | 7.72 % | — | — | Wang, Wei Wei | Spouse | |
| Lin, I Chih | Daughtor | ||||||||
| Lam, I Chong | Son | ||||||||
| Ji Te Investment/ Fei Te Investment | Daughtor | ||||||||
| Bi Da Investment/ Zhong Chuan Investment | Son | ||||||||
| Wang, Wei Wei | 11,040,443 | 7.72 % | 16,423,263 | 11.48 % | — | — | Lam, Tai Seng | Spouse | |
| Lin, I Chih | Daughtor | ||||||||
| Lam, I Chong | Son | ||||||||
| Ji Te Investment/ Fei Te Investment | Daughtor | ||||||||
| Bi Da Investment/ Zhong Chuan Investment | Son | ||||||||
| Representative of Ji Te Investment Development Co., Ltd.: Lin, I Chih | 4,475,253 | 3.13 % | — | — | — | — | Lam, Tai Seng Wang, Wei Wei | Parents | |
| Representative of Bi Da Investment Development Co.: Ltd.: Lam, I Chong | 3,840,925 | 2.69 % | — | — | — | — | Lam, Tai Seng Wang, Wei Wei | Parents | |
| Blue House Ltd.'s investment account of HSBC Taiwan | 2,960,000 | 2.07 % | — | — | — | — | None | None | |
| Representative of Fei Te Investment Co., Ltd.: Lin, I Chih | 2,581,729 | 1.81 % | — | — | — | — | Lam, Tai Seng Wang, Wei Wei | Parents | |
| Representative of Zhong Chuan Investment Development Co., Ltd.: Lam, I Chong | 2,422,133 | 1.69 % | — | — | — | — | Lam, Tai Seng Wang, Wei Wei | Parents | |
| Lin, I Chih | 1,980,688 | 1.38 % | — | — | — | — | Lam, Tai Seng Wang, Wei Wei | Parents | |
| Lam, I Chong | 1,980,688 | 1.38 % | — | — | — | — | Lam, Tai Seng Wang, Wei Wei | Parents | |
| Citibank Custody – UOBKH (HK) Client Account | 1,921,000 | 1.34 % | — | — | — | — | None | None |
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2.9 Ownership of Shares in Affiliated Enterprises
Dec.31, 2025 Unit: Shares;
| Affiliated Enterprises | The company's investment | Directors, supervisors, managers and investments directly or indirectly controlling the business | Comprehensive investment | |||
|---|---|---|---|---|---|---|
| Shares | % | Shares | % | Shares | % | |
| Flytech USA International Co., Ltd. (Flytech USA BVI) | 3,000,000 | 100.00 | — | — | 3,000,000 | 100.00 |
| Flytech HK International Co., Ltd.. (Flytech HK BVI) | 50,000 | 100.00 | — | — | 50,000 | 100.00 |
| Flytech CN International Co., Ltd. (Flytech CN BVI) | 200,000 | 100.00 | — | — | 200,000 | 100.00 |
| Fei Shiun investment Co. Ltd. | 19,000,000 | 100.00 | — | — | 19,000,000 | 100.00 |
| inefi Holding Co., Ltd. (inefi Holding) | 8,000,000 | 97.09 | 12,223 | 0.15 | 8,012,223 | 97.24 |
| Box Technologies(Holdings) Ltd. (Box Holdings) | 4,000 | 100.00 | — | — | 4,000 | 100.00 |
| Angible Holding Co., Ltd | 6,000,000 | 100.00 | — | — | 6,000,000 | 100.00 |
| Berry AI Holding Co., Ltd. | 3,100,000 | 74.45 | 297,554 | 7.15 | 3,397,554 | 81.60 |
| Flytech Technology (USA) Inc. (Flytech USA) | — | — | 2,700,000 | 100.00 | 2,700,000 | 100.00 |
| Flytech Technology (HK) Ltd (Flytech HK) | — | — | 1,000,000 | 100.00 | 1,000,000 | 100.00 |
| Flytech Technology (Shanghai) Co.,Ltd. (Flytech Shanghai) | — | — | Note 1 | 100.00 | Note 1 | 100.00 |
| Box Technologies Ltd. (Box UK.) | — | — | 10,000 | 100.00 | 10,000 | 100.00 |
| Inefi incorporation | — | — | 18,000,000 | 100.00 | 18,000,000 | 100.00 |
| Berry AI incorporation | — | — | 40,000,000 | 100.00 | 40,000,000 | 100.00 |
| Angible incorporation | — | — | 16,000,000 | 100.00 | 16,000,000 | 100.00 |
| Berry AI International Co., Ltd (Berry AI BVI) | — | — | 50,000 | 100.00 | 50,000 | 100.00 |
| Berry AI USA INC | — | — | 2,000,000 | 100.00 | 2,000,000 | 100.00 |
Note 1: It is a limited company, and thus it has no shares.
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III. Funding Status
3.1 Capital stock and stock shares
3.1.1 Source of capital
March 31, 2026 Unit: Shares; NT$
| Year / month | Issue price | Authorized capital | Paid-up capital | Note | ||||
|---|---|---|---|---|---|---|---|---|
| Shares | Amount | Shares | Amount | Source of capital | Offset by assets beyond cash | Other | ||
| 1984.08 | 10 | 100,000 | 1,000,000 | 100,000 | 1,000,000 | Capital increase by cash | None | Note 1 |
| 1985.12 | 10 | 250,000 | 2,500,000 | 250,000 | 2,500,000 | Capital increase by cash | None | Note 2 |
| 1988.04 | 10 | 1,000,000 | 10,000,000 | 1,000,000 | 10,000,000 | Capital increase by cash | None | Note 3 |
| 1991.02 | 10 | 6,000,000 | 60,000,000 | 6,000,000 | 60,000,000 | Capital increase by cash | None | Note 4 |
| 2000.11 | 15 | 48,000,000 | 480,000,000 | 18,000,000 | 180,000,000 | Capitalization of retained earnings NT$ 18,000,000 | ||
| Capital increase by cash NT$ 102,000,000 | None | Note 5 | ||||||
| 2001.05 | 30 | 48,000,000 | 480,000,000 | 24,000,000 | 240,000,000 | Capitalization of retained earnings NT$ 9,000,000 | ||
| Capitalization of capital reserve NT$ 18,000,000 | ||||||||
| Capital increase by cash NT$ 33,000,000 | None | Note 6 | ||||||
| 2002.06 | 10 | 48,000,000 | 480,000,000 | 31,200,000 | 312,000,000 | Capitalization of retained earnings NT$ 48,000,000 | ||
| Capitalization of capital reserve NT$ 24,000,000 | None | Note 7 | ||||||
| 2003.06 | 10 | 48,000,000 | 480,000,000 | 36,348,000 | 363,480,000 | Capitalization of retained earnings NT$ 51,480,000 | - | Note 8 |
| 2004.04 | - | 48,000,000 | 480,000,000 | 36,503,767 | 365,037,670 | Capitalization of convertible bonds NT$ 1,557,670 | - | Note 9 |
| 2004.11 | 10 | 70,000,000 | 700,000,000 | 42,855,648 | 428,556,480 | Capitalization of retained earnings NT$ 62,755,650 | ||
| Capitalization of convertible bonds NT$ 763,160 | - | Note 10 | ||||||
| 2005.04 | - | 70,000,000 | 700,000,000 | 43,578,614 | 435,786,140 | Capitalization of convertible bonds NT$ 7,229,660 | - | Note 11 |
| 2005.07 | - | 70,000,000 | 700,000,000 | 43,691,226 | 436,912,260 | Capitalization of convertible bonds NT$ 1,126,120 | - | Note 12 |
| 2005.10 | 10 | 70,000,000 | 700,000,000 | 49,976,554 | 499,765,540 | Capitalization of retained earnings NT$ 55,578,610 | ||
| Capitalization of convertible bonds NT$ 7,274,670 | - | Note 13 | ||||||
| 2006.01 | - | 70,000,000 | 700,000,000 | 50,409,189 | 504,091,890 | Capitalization of convertible bonds NT$ 4,326,350 | - | Note 14 |
| 2006.04 | - | 70,000,000 | 700,000,000 | 51,471,351 | 514,713,510 | Capitalization of convertible bonds NT$ 10,621,620 | - | Note 15 |
| 2006.07 | - | 70,000,000 | 700,000,000 | 52,567,201 | 525,672,010 | Capitalization of convertible bonds NT$ 10,958,500 | - | Note 16 |
| 2006.09 | 10 | 120,000,000 | 1,200,000,000 | 61,748,395 | 617,483,950 | Capitalization of retained earnings NT$ 91,811,940 | - | Note 17 |
| 2006.10 | - | 120,000,000 | 1,200,000,000 | 61,798,395 | 617,983,950 | Capitalization of convertible bonds NT$ 500,000 | - | Note 18 |
| 2007.01 | - | 120,000,000 | 1,200,000,000 | 62,329,645 | 623,296,450 | Capitalization of convertible bonds NT$ 5,312,500 | - | Note 19 |
| 2007.09 | 10 | 120,000,000 | 1,200,000,000 | 73,679,092 | 736,790,920 | Capitalization of retained earnings NT$ 113,494,470 | - | Note 20 |
| 2008.09 | 10 | 120,000,000 | 1,200,000,000 | 83,547,001 | 835,470,010 | Capitalization of retained earnings NT$ 98,679,090 | - | Note 21 |
| 2009.04 | - | 120,000,000 | 1,200,000,000 | 78,694,001 | 786,940,010 | Cancellation of treasury shares NT$ 48,530,000 | - | Note 22 |
| 2010.09 | 10 | 120,000,000 | 1,200,000,000 | 82,628,701 | 826,287,010 | Capitalization of retained earnings NT$ 39,347,000 | - | Note 23 |
| 2011.01 | - | 120,000,000 | 1,200,000,000 | 82,633,701 | 826,337,010 | Capitalization of ESO NT$ 50,000 | - | Note 24 |
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| Year / month | Issue price | Authorized capital | Paid-up capital | Note | ||||
|---|---|---|---|---|---|---|---|---|
| Shares | Amount | Shares | Amount | Source of capital | Offset by assets beyond cash | Other | ||
| 2011.04 | — | 120,000,000 | 1,200,000,000 | 82,675,701 | 826,757,010 | Capitalization of ESO NT$ 420,000 | — | Note 25 |
| 2011.07 | — | 120,000,000 | 1,200,000,000 | 82,975,701 | 826,957,010 | Capitalization of ESO NT$ 200,000 | — | Note 26 |
| 2011.09 | — | 120,000,000 | 1,200,000,000 | 90,963,271 | 909,632,710 | Capitalization of capital reserve NT$ 82,675,700 | — | Note 27 |
| 2011.10 | — | 120,000,000 | 1,200,000,000 | 91,011,697 | 910,116,970 | Capitalization of convertible bonds NT$ 484,260 | — | Note 28 |
| 2012.04 | — | 120,000,000 | 1,200,000,000 | 91,171,697 | 911,716,970 | Capitalization of ESO NT$ 1,600,000 | — | Note 29 |
| 2012.09 | — | 120,000,000 | 1,200,000,000 | 100,288,867 | 1,002,888,670 | Capitalization of retained earnings NT$ 91,171,700 | — | Note 30 |
| 2012.10 | — | 120,000,000 | 1,200,000,000 | 100,303,867 | 1,003,038,670 | Capitalization of ESO NT$ 150,000 | — | Note 31 |
| 2013.01 | — | 120,000,000 | 1,200,000,000 | 100,424,867 | 1,004,248,670 | Capitalization of ESO NT$ 1,210,000 | — | Note 32 |
| 2013.03 | — | 120,000,000 | 1,200,000,000 | 103,079,138 | 1,030,791,380 | Capitalization of ESO NT$ 4,420,000 Capitalization of convertible bonds NT$ 22,122,710 | — | Note 33 |
| 2013.07 | — | 120,000,000 | 1,200,000,000 | 107,035,223 | 1,070,352,230 | Capitalization of ESO NT$ 4,660,000 Capitalization of convertible bonds NT$ 34,900,850 | — | Note 34 |
| 2013.09 | — | 120,000,000 | 1,200,000,000 | 117,446,863 | 1,174,468,630 | Capitalization of retained earnings NT$ 104,116,400 | — | Note 35 |
| 2013.10 | — | 120,000,000 | 1,200,000,000 | 119,297,543 | 1,192,975,430 | Capitalization of ESO NT$ 3,430,000 Capitalization of convertible bonds NT$ 15,076,800 | — | Note 36 |
| 2014.01 | — | 120,000,000 | 1,200,000,000 | 119,965,138 | 1,199,651,380 | Capitalization of ESO NT$ 200,000 Capitalization of convertible bonds NT$ 6,475,950 | — | Note 37 |
| 2014.04 | — | 180,000,000 | 1,800,000,000 | 120,080,248 | 1,200,802,480 | Capitalization of ESO NT$ 450,000 Capitalization of convertible bonds NT$ 701,100 | — | Note 38 |
| 2014.07 | — | 180,000,000 | 1,800,000,000 | 120,091,318 | 1,200,913,180 | Capitalization of convertible bonds NT$ 110,700 | — | Note 39 |
| 2014.09 | — | 180,000,000 | 1,800,000,000 | 132,099,343 | 1,320,993,430 | Capitalization of company reserves NT$ 120,080,250 | — | Note 40 |
| 2014.10 | — | 180,000,000 | 1,800,000,000 | 132,612,678 | 1,326,126,780 | Capitalization of ESO NT$ 4,180,000 Capitalization of convertible bonds NT$ 953,350 | — | Note 41 |
| 2015.02 | — | 180,000,000 | 1,800,000,000 | 132,947,202 | 1,329,472,020 | Capitalization of ESO NT$ 2,220,000 Capitalization of convertible bonds NT$ 1,125,240 | — | Note 42 |
| 2015.05 | — | 180,000,000 | 1,800,000,000 | 138,316,623 | 1,383,166,230 | Capitalization of convertible bonds NT$ 53,694,210 | — | Note 43 |
| 2015.07 | — | 180,000,000 | 1,800,000,000 | 139,452,492 | 1,394,524,920 | Capitalization of convertible bonds NT$ 11,358,690 | — | Note 44 |
| 2015.09 | — | 180,000,000 | 1,800,000,000 | 146,368,324 | 1,463,683,240 | Capitalization of capital reserve NT$ 69,158,320 | — | Note 45 |
| 2018.02 | — | 180,000,000 | 1,800,000,000 | 143,062,324 | 1,430,623,240 | Cancellation of treasury shares NT$ 33,060,000 | — | Note 46 |
Not 1: Approved by the Department of Commerce, MOEA under Notice (73) Shang-Zi No. 138462 dated August 13, 1984.
Not 2: Approved by the Department of Commerce, MOEA under Notice (74) Shang-Zi No. 160682 dated December 4, 1985.
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Not 3: Approved by the Department of Commerce, MOEA under Notice (77) Shang-Zi No. 152023 dated April 22, 1988.
Not 4: Approved by the Department of Commerce, MOEA under Notice (80) Shang-Zi No. 101879 dated February 11, 1991.
Not 5: Approved by the Department of Commerce, MOEA under Notice (89) Shang-Zi No. 141350 dated November 9, 2000.
Not 6: Approved by the Department of Commerce, MOEA under Notice (90) Shang-Zi No. 09001190800 dated May 28, 2001.
Not 7: Approved by the Securities and Futures Bureau under Notice Tai-Cai-Zheng-Zi (1) No. 0910135158 dated June 27, 2002.
Not 8: Approved by the Securities and Futures Bureau under Notice Tai-Cai-Zheng-Zi (1) No. 0920128244 dated June 19, 2003.
Not 9: Approved by the Central Region Office, Ministry of Economic Affairs under Notice Jing-Shou-Zhong-Zi No. 09331996430 dated April 23, 2004.
Not 10: Approved by the Taipei City Government under Notice Fu-Jian-Shang-Zi No. 09321089910 dated November 3, 2004.
Not 11: Approved by the Taipei City Government under Notice Fu-Jian-Shang-Zi No. 09408058910 dated April 25, 2005.
Not 12: Approved by the Taipei City Government under Notice Fu-Jian-Shang-Zi No. 09411451400 dated July 26, 2005.
Not 13: Approved by the Taipei City Government under Notice Fu-Jian-Shang-Zi No. 09423341100 dated October 14, 2005.
Not 14: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 09501018380 dated January 27, 2006.
Not 15: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 09501070490 dated April 19, 2006.
Not 16: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 09501151620 dated July 14, 2006.
Not 17: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 09501211830 dated September 15, 2006.
Not 18: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 09501232110 dated October 13, 2006.
Not 19: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 09601004100 dated January 9, 2007.
Not 20: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 09601231850 dated September 20, 2007.
Not 21: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 09701235800 dated September 15, 2008.
Not 22: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 09801072810 dated April 14, 2009.
Not 23: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 09901204910 dated September 10, 2010.
Not 24: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 10001009390 dated January 17, 2011.
Not 25: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 10001076400 dated April 18, 2011.
Not 26: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 10001154680 dated July 19, 2011.
Not 27: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 10001206560 dated September 8, 2011.
Not 28: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 10001239630 dated October 19, 2011.
Not 29: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 10101072070 dated April 24, 2012.
Not 30: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 10101184680 dated September 6, 2012.
Not 31: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 10101214920 dated October 16, 2012.
Not 32: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 10201011370 dated January 16, 2013.
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Not 33: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 10201055210 dated March 27, 2013.
Not 34: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 10201141670 dated July 19, 2013.
Not 35: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 10201183250 dated September 4, 2013.
Not 36: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 10201212520 dated October 18, 2013.
Not 37: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 10301007230 dated January 16, 2014.
Not 38: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 10301069410 dated April 23, 2014.
Not 39: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 10301139430 dated July 14, 2014.
Not 40: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 10301185160 dated September 11, 2014.
Not 41: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 10301217920 dated October 21, 2014.
Not 42: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 10401010400 dated February 6, 2015.
Not 43: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 10401080500 dated May 4, 2015.
Not 44: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 10401147880 dated July 21, 2015.
Not 45: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 10401193810 dated September 22, 2015.
Not 46: Approved by the Department of Commerce, MOEA under Notice Jing-Shou-Shang -Zi No. 10701017840 dated February 13, 2018.
March 31, 2026; Unit: shares
| Share category | Authorized capital | Note | ||
|---|---|---|---|---|
| Outstanding shares | Unissued shares | Total | ||
| Common shares listed in the stock exchange | 143,062,324 | 76,937,676 | 220,000,000 | — |
3.1.2 List of major shareholders: shareholders with shareholding exceeding 5% or shareholders with top 10 shareholding percentages
March 31, 2026
| Shareholding Name of major shareholder | Number of shares held | Shareholding percentage % |
|---|---|---|
| Lam, Tai Seng | 16,423,263 | 11.48 % |
| Wang, Wei Wei | 11,040,443 | 7.72 % |
| Ji Te Investment Development Co., Ltd. : | 4,475,253 | 3.13 % |
| Bi Da Investment Development Co. | 3,840,925 | 2.69 % |
| Blue House Ltd.'s investment account of HSBC Taiwan | 2,960,000 | 2.07 % |
| Fei Te Investment Co., Ltd. | 2,581,729 | 1.81 % |
| Zhong Chuan Investment Development Co., Ltd. | 2,422,133 | 1.69 % |
| Lin, I Chih | 1,980,688 | 1.38 % |
| Lam, I Chong | 1,980,688 | 1.38 % |
| Citibank Custody – UOBKH (HK) Client Account | 1,921,000 | 1.34 % |
飛捷科技 Flytech
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3.1.3 The company's dividend policies and execution
1. Dividend policies
(1) The Shareholders Meeting resolved on June 8, 2016 to amend the Articles of Incorporation in the aspect of dividend policy specified as follows:
If the Company has earnings after the annual account settlement, it shall appropriate for the payment of applicable taxes and covering carryforward loss, followed by the appropriation of 10% as legal reserve, and appropriate for the special reserve where necessary and as required by law. If there is still a balance, it shall pool up with the undistributed income accumulated in previous periods for distribution at the proposal of the Board, subject to the final approval of the Shareholders Meeting. The amount of distribution shall not fall below 60% of the corporate earnings net of the offsetting of carryforward loss, appropriation for the legal reserve, and the special reserve.
(2) The Company takes into account equilibrium and stability in making its dividend policy, and in conjunction with the specific nature of the overall environment and the development of the industry with consideration of long-term financial planning and satisfaction of cash flow needs of the shareholders. Likewise, cash dividend shall not fall below 10% of the total cash dividend and stock dividend resolved to distribute in the year.
3.1.4 Impacts on business performance and earnings per share if the stock dividend proposal is approved during the annual general meeting
| Item/year | 2025 (estimates) | ||
|---|---|---|---|
| Paid-in capital at the beginning of the period (NT$1,000) | 1,430,623 | ||
| Stock Dividend in the current period | Cash dividend per share (NT$) (Note 1) | 5.5 | |
| Number of shares allotted for each share held under the capitalization of retained earnings into new shares (Note 1) | 0 | ||
| Number of shares allotted for each share held under the capitalization of additional paid-in capital (Note 1) | 0 | ||
| Changes in business performance | Operating profit | NA | |
| (Note 2) | |||
| Proportion of change in the operating income from the same period of the previous year (%) | |||
| Net profit after tax | |||
| Proportion of change in net income from the same period of the previous year (%) | |||
| Earnings per share (NT$) | |||
| Proportion of change in EPS from the same period of the previous year (%) | |||
| Annual average ROI (%) | |||
| Pro forma EPS and P/E ratio | If the retained earnings for capitalization into new shares were switched to payment of a cash dividend in the full amount | Pro forma EPS (NT$) | |
| Pro forma annual average ROI | |||
| If there was no capitalization of additional paid-in capital | Pro forma EPS (NT$) | ||
| Pro forma annual average ROI | |||
| If there was no capitalization of additional paid-in capital and the entire amount of retained earnings were switched to payment of a cash dividend | Pro forma EPS (NT$) |
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Note 1: Resolved by the regular session of the Shareholders Meeting in 2026.
Note 2: According to the "Regulations Governing the Publication of Financial Forecasts of Public Companies", the Company is not required to disclose its financial forecasts in 2025.
3.1.5 Remuneration for employees, directors and supervisors
- The percentage or scope of remuneration to the employees, Directors, and Supervisors as stated in the Articles of Incorporation:
Article 23 of the "Corporate Governance Code" of Incorporation states that the company should offer 3%-15% of the profits as employee compensation (A minimum of 10% of total employee remuneration shall be allocated to grassroots-level employees) and no more than 3% of the profits as compensation to directors if the company is profitable that year. This is subject to a special resolution meeting by the board of directors and it should be reported during the shareholder meeting. Remuneration to employees may be paid in cash or stock. The recipients include the employees of subsidiaries meeting specific conditions. However, when the company still has accumulated losses, an amount equivalent to the loss should be reserved for making up the loss.
The company board passed the "2025 director and employee remuneration distribution case" on March 6, 2026. The remunerations for employees were estimated according to the profitability in 2025 and in reference to the distribution ratios in previous years. The actual remunerations distributed to directors were estimated in reference to the employee performance assessment results and KPI achievement situation. The remunerations for directors were estimated in reference to amounts distributed in previous years and the 2025 board performance assessment results. The actual amounts distributed were in reference to the annual performance assessment results of the directors. If there is a difference between the estimated amount and the actual issued amount, it will be treated as changes in accounting estimates and enter accounts when issuing annual adjustments.
- The estimation of remunerations to the employees and Directors for the current period was based on the calculation of the quantity of shares distributed to the employees and the actual amount paid, and the accounting of the difference between the estimates and the actual payment:
The estimated amount of compensation for employees and directors/supervisors in 2025 will be included in the operating costs or expenses based on their natures. If the allotted amount decided during the shareholder meeting is different from the estimated number on the financial statements, then it will be listed as changes in estimates for the current period's net income or losses
- The approved distribution of compensation on March 6, 2026 by the board of directors is as follows:
(1) The differences, reasons and handling of the estimated amount and actual compensation amount for employees and directors in cash or stocks is as follows:
飛捷科技 Flytech
追求卓越
The cash remunerations for employees totaled NT$84,100,00, and the remunerations for the directors totaled NT$7,000,000, showing no differences in estimated credited amount in the 2025 financial statement.
(2) The amount of payment to employees in the form of stocks in proportion to the net income stated in the separate financial statements in proportion to the total amount of remuneration to the employees:
No release of stocks as remuneration to the employees in the current period.
- The actual payment to the employees, Directors, and Supervisors in the previous year (including quantity of shares, amount, and stock price):
The cash remunerations for employees totaled NT$81,800,000, and the remunerations for the directors totaled NT$5,600,000, showing no difference in estimated credited amount in the 2024 financial statement. In 2024, no remunerations were distributed through shares.
3.1.6 Shares repurchased by The Company: None
3.2 Execution status of issuing corporate bonds: None.
3.3 Issuance of preferred shares: None.
3.4 Disclosure relating to depository receipts: None.
3.5 Status of employee stock certificates: None.
3.6 The new shares from restricted employee stock option: None.
3.7 Disclosure on new shares issued in exchange of other company shares: None.
3.8 Progress on the use of funds
3.8.1 Content of the plan
As of the end of the 1st quarter prior to the printing of this report, uncompleted offering of securities in tranches or through private placement, or offering of securities that was completed but the purpose of the plan has not been realized in the last 3 year: N/A.
3.8.2 Execution: N/A.
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IV. Operation overview
4.1. Business content
4.1.1 Business scope:
- Business scope:
(1) Major contents:
The design, manufacturing, and sale of industrial computers and related peripherals.
(2) Business proportion:
Unit: NT$ 1,000
| Year
Item | 2024 | | 2025 | |
| --- | --- | --- | --- | --- |
| | Amount | Percentage % | Amount | Percentage % |
| Industrial computers | 3,575,449 | 88.7 | 4,099,940 | 89.8 |
| Peripherals | 437,431 | 10.9 | 352,098 | 7.7 |
| Other (Note) | 15,913 | 0.4 | 112,389 | 2.5 |
| Total | 4,028,793 | 100 | 4,564,427 | 100 |
Note: Others are revenues from the development and designed project to the appointment of the customers.
(3) The carrying items of products (services) and new products (services) of the Company planned for development
(A) Premium items of the Company:
All-in-one POS, Panel PC, Mobile POS, KIOSK, KIOSK, box PC, and POS Monitors series and Integrate the AI software developed by subsidiaries to provide a new product portfolio of comprehensive hardware and software integrated solutions.
(B) New products planned for development:
New specifications All-in-one POS, Panel PC, Mobile POS, KIOSK, box PC, POS Monitors series, Payment Solutions and continue to deepen its strategy of highly integrated hardware and AI-enabled software.
4.1.2 Industry overview
- Present state of the industry and development
(1) POS System
The POS system is a type of customized product aiming at the specific needs of the users in design, and is different from the standard specification mass production mode of consumer electronics such as the PC industry. The main targeted group of customers is system integration service providers and value adding distributors. For meeting the diversified specification standards of the firms and the wide array of customization in software, hardware manufacturers must have the capacity of integrating high stability and quality, and flexible design in manufacturing. As such, the high added value of the POS industry comes from the quality and service of the firms,
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and there is a relatively high entrance barrier and less likelihood to confront cut-throat competition from other competitors. The evolution of the information communication technology (ICT) compelled the leading firms of the industry to use technologies in satisfying the newly developed needs of the customers. The All-in-one Touch POS multiple function touch control screen has been used extensively in food and beverages, hotels, retail and department stores, supermarkets, lottery and entertainment, distribution services, finance and banking, and other service industries to provide the timely functions of massive sale, inventory, customer information inquiry, computing, analysis and management. The sustainable innovative function and well-developed hardware integrated technology allowed the entrance of POS into the extensive Point-of-Service application sector. The latest innovative AI has also become an important part of application in smart retailing, smart restaurants, and smart cashier service and related high added value services. The variety of new stimulations and the continued expansion of the demand market will continue to drive the POS industry toward further growth.
The popular application of mobile products in the market of consumer electronics, and the rise of the ideas of the IoT, cloud computing, and smart living provided ground for the stable and mature development of mobile product core technologies such as related hardware computing speed, system software, and wireless information communication. These devices provide a description of portable devices, product search, inventory inquiry, data search, portable account settlement printout, transmission of information to terminal servers and related functions, and could flexibly be used in different industries in a diversity of functions including acceleration service, no constraint of time and space, avoidance of account settlement over-the-counter, portable services, and other high added value services. It is still the biggest driving force for continuously pushing the Point-of-Service industry into a brand new application market.
Currently, the growing adoption of mobile payments is accelerating digital transformation across retail, food service, and logistics sectors, driving increased demand for automation, smart, and unmanned equipment. Meanwhile, rising end-market requirements for "edge computing" capabilities and intelligent decision-making are fueling the need for real-time image recognition, data analytics, and AI-driven decision support across various application scenarios. This further reinforces the role of POS systems as core edge computing devices and is driving product evolution from traditional control functions toward AI-integrated intelligent solutions, thereby creating a new growth momentum for the POS industry.
(2) Industrial Computers-Panel PC and KIOSK
In the industrial computer sector, Panel PC integrates the system, hardware and monitor into a space saving panel. Panel PC is a solid device featuring water resistance, dust proof, shock proof and tamper-proof, and could be easily integrated to needs, energy efficient, light weight, and portable to meet application needs, and provides the best integrated services. Currently, this item has been extensively used in industrial control/medical devices/security control/traffic control/restaurant kitchens/transport
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vehicles/outdoor exhibition and others in an environment of mobility, high dust, high temperature, and humidity. The proper development of wireless network infrastructure allows Panel PC to provide a diversity of applications through data transmission from a server at the remote end that makes a much wider scope of applications available, including industrial control, medical use, commercial use, public information service, transportation, table reservation and ticket booking, e-home, games, KVS, and gaming and similar markets.
AI is accelerating toward practical, real-world deployment. It is expected that the future industrial development must combine AI applications to create more advanced smart convenience. Under this trend, related system products will also be widely applied to the application end. The company's second production line Panel PC will also be applied in smart medicine, smart engineering control, smart management, and other related fields, while consumers' preference and demand for self-service has opened up new markets for KIOSK widely applied in newly set self-service routes of general stores and unmanned store check-out machine products.
Automation, intelligence, and unmanned operations have become global trends. With Flytech's long-established strengths in hardware, coupled with the upward extension of software capabilities, the company has developed AI-powered services that integrate field applications, providing more comprehensive solutions to meet the diversified needs of the market and continuously create new business opportunities. Currently, Flytech firmly holds its position as a global leader in POS system manufacturing. In 2026, Flytech will move forward under the strategic theme of "Redefine Endpoint Value" and continue to deepen its strategy of highly integrated hardware and AI-enabled software. Our goal is to transform endpoints from standalone hardware devices into intelligent nodes with edge computing capabilities that connect payment flows, information flows, and decision flows, helping customers improve efficiency and operating performance.
Flytech has a global presence in professional markets, with a core customer base including global distributors, system integrators, independent software vendors, and multinational enterprises. As of 2025, the Company continues to strengthen this diversified channel structure and, while maintaining a stable business model, enhances collaboration value with partners through technological upgrades such as Edge AI and payment solutions. The Company is not only a hardware provider but also a strategic partner in customers' digital transformation, ensuring that technology solutions are effectively deployed across various vertical markets.
2. The association of industries from upstream to downstream
The premium items of the Company are POS System, Panel PC, Mobile POS, and PC POS. The upstream industry is similar to PC and the key components are LCD/LED Panel, Touch screen, CPU, Chipset, DRAM, Storage device, PCB, logic IC, passive components, Power adapter, and input/output device. The downstream industry is different from PC and varies with customers. Most of them are system integration service providers, value adding distributors, or ODM customers and hardly sold directly to consumers. The
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following chart shows the association of the upstream, midstream, and downstream industries:

3. Trends of development of various products and competition
The features of the premium products of the Company:
(1) POS System
We are ahead of the industry peers in professional customized POS design, know-how and development of production process, and pioneered the trend of hardware specification in the POS industry. We have 84 patented intellectual property rights through in-depth development and innovation in technology. We were the first to invest in the POS market as early as 1999. From 2002 onwards, POS has emerged as the premium item of the Company. Accordingly, we positioned ourselves for selling projects for enterprises and international giant firms as our marketing strategy and provide research and development design, manufacturing, and service, and aim to emerge as a first rate international professional POS (Point-of-Service) hardware designer and manufacturer. The Company has launched a series of Touch POS integrated with touch control and LCD into one device since 2003, and integrated the peripherals into a Customer Display POS system. Currently, the key item for shipment is the $4^{\text{th}}$ generation All-in-one Touch POS with touch control screen. From 2009 onwards, the Company has committed resources to the research and development of a micro embedded system platform for developing integrated devices with different screen sizes and processors with different levels of performance, and upgraded customized design with higher flexibility so that the system integration service providers could develop markets in a much broader horizon (highly acclaimed by the customers) and expand the business territory. The Company launched the PTS (Payment Terminal Solution) series in 2015, and effected mass production shipment in 2016. This move turned the traditional image of POS upside down. With the built-in thermal inductance paper printer, the touch control panel could be used as a tablet PC and also provides function as a desk-top printer. This will be an ideal item for the payment intermediaries with its compact appearance, portable application and price advantage, and will help the Company to penetrate into the market of the small shopping malls and shops which would otherwise be
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difficult for the launch of POS products, and develop the leasing or purchase market of a single device for the micro business.
In the wake of the rapid development of technologies and different needs of applications at the customer end, the application of smart POS systems is becoming increasingly diversified. We launched the 1st generation Mobile POS system at the 2014 COMPUTEX. This device performs the function of payment integration, and is a brand new item for mobile service in smart cities under the latest trend of development around the world. We also launched the new generation Mobile POS 274 in the 2018 COMPUTEX by matching Mobile POS with Wi-Fi and 3G module, MSR, IC card reader (accredited by EMV Level 1.2), Scanner, NFC, fingerprint, and related settings. This device performs the IP54 water repellent and resistance function, with long-life and replaceable battery, and could be used in conjunction with other mobile card reading devices and printing equipment to provide a description of a portable item, product search, inventory inquiry, data search, portable account settlement printout, and transmission of information to terminal servers. This item could be used flexibly in a number of industries for a simplified consumption process and occupies very little space for high added value portable service. Series of peripherals for using in iOS have also been developed so that customers can get a viable solution through fingerprint unlocking, mobile payment, and linking to peripheral equipment.
In 2017, the company developed the patented System Diagnostic Recorder (SDR) device and the corresponding mobile phone APP. Users can monitor the status of key components of the POS system through the mobile phone APP, and users can monitor key components, system CPU, and fans through mobile phones. speed and system temperature. In the medical and industrial fields, it is expected to continue to lead Point-of-Service to create new application specifications.
With the expansion of market demand for mobile products, the company launched a new Mobile POS series in 2019. The new products successfully overcame the space constraints of application sites, providing "code-scanning table ordering services weigh speedy connection and excellent quality and receiving positive feedback and orders from well-known international brands, thereby creating more application momentum for the POS system product series of Leyte has Technology Co., Ltd.
We make our own design from MB, and have 3 SMT process lines and perfect quality control systems since the operation started at the newly built facilities in Hwa Ya Technology Park. The vertical operation is completed in a single process from MB to the finished device. As compared with other suppliers, we are more seasoned and stable in research and development, production technology, and customization. We also have complete product lines with widely spread price ranges, high/mid/low-end models with different specifications and options for different solutions of different markets. We are ready to accept purchase orders from international giant firms and customization of projects for customers.
Amidst 2020 until now, the impact by COVID-19 upon the global catering and retail industry was virtually beyond description. We established subsidiary "Berry AI" in 2019, launched an operational management model based on AI image recognition technology.. In addition, it is also actively developing AIoT software and hardware solutions to provide customers with a full range of services and expanding the software and hardware requirements for application fields. Subsidiary Inefi
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Incorporation successfully developed and started to sell cloud monitoring UEM software "Inefi". Provide software services for remote monitoring hardware on a subscription basis, this value-added function is expected to save customers considerable maintenance and operation costs, and improve the competitiveness of Flytech products in the market at the same time, allowing customers to more effectively maintain and operate remote control hardware. Flytech, as well, continually expanded its functions in response to market needs in order to provide customers with the most complete software value-added services. Flytech starts from the very innovation point to respond to severe economic challenges and market tests.
As always, Flytech take the "Design For Service, Design for Cost, Design for Quality" as the principal of POS design and with the vision of "Build Smart Solutions for Tomorrow". Further to the continued expansion in the markets of Europe, Asia and America as well as the newly emerging economies for export, we also are continuing in the market of domestic demand and Greater China. Our core competence includes: serious commitment to the customers, unique product strategy, key professional technologies, good professional experience in systems, flexible manufacturing capacity, quick and good quality service, exclusive market positioning, proper market segmentation, and the development of high value-added differentiated products in different areas of applications. Our complete product lines could provide quick and good quality customized services including product design, manufacturing, supply management, and post-delivery service, the scope of services covers Point-of-Service value chain. Flytech successfully secured a major POS system project with a well-known domestic chain store in 2022, and completed the installation before the end of the year.
In recent years, the rapid development of AI has brought infinite business opportunities. However, practical applications require reduced latency and enhanced response speed to lower network bandwidth usage and cloud costs, leading to the rising demand for edge computing. Flytech's development in AI can be traced back to the establishment of its subsidiary "Berry AI" in 2019 and the founding of "Angible" in 2024, both aimed at providing solutions for end-user applications. As edge computing enables efficient AI execution, it requires hardware support such as Box PCs and servers. Flytech's long-standing strengths in hardware have positioned the company to play a key role in the underlying integration of software and hardware. With the upward extension of its software capabilities, Flytech is well-equipped to address real-world business applications, seamlessly merging into a provider of intelligent solutions with both software and hardware.
Looking ahead, we will focus on two priorities: scalable deployment and real-time computing and recognition. At the same time, we will continue increasing the share of recurring software revenue in our business mix. This will support Flytech's transition from a hardware supplier to a solutions and services provider, enhance service quality and value creation, and deliver more stable long-term returns to shareholders, to become a benchmark "solutions and services provider" with "innovative applications, advanced technologies, excellent manufacturing, and strong partner commitments", and to lead the POS market into a new era of AI-driven applications.
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(2) Industrial Computers-Panel PC and KIOSK
In the domain of industrial computers, the Panel PC is the product that integrates the system, hardware, and monitor into one device. The condensed, slim, and sturdy single board features simplicity in integration, energy efficient, light weight, and fool proof in assembly, and can be used in small or limited spaces, outdoors, as a mobile loading tool, and environments with wide fluctuations in temperature, humidity and impact, or dusty and can provide simple and easy integration service. The Company has successfully developed a series of Panel PC products, including the Bedside Terminal, a joint venture with international well-known manufacturers for using in ambulances and short-range care platform. The shipment volume of this item remains stable and can be used in information management/hospital bed management/hospital bed caring/inquiry of medical history in electronic format, and as telephone/video call/multimedia/network/inquiry/meal ordering services for the patients in clinics and hospitals. The customized designed and good quality allow the successful entrance of this item into the niche market of exclusive medical use with a substantial market share in the medical care industry where increasing demand for quality service is the trend.
Flytech has also successfully developed Panel PC series products that come in a full range of sizes and diverse functions for various automation applications, including catering, industrial control, commercial use, transportation, public information services, such as meal and ticket ordering, e-home, games, gaming, and other fields of innovative applications. The company's products developed through R&D have achieved industry-leading IP67-waterproof grade. The company launched the K770 series at the Embedded World 2016 Exhibition & Conference with the use of SUS304 food and medical-grade stainless steel, a flat multi-point touch screen, Intel's latest BayTrail® Processor, and IP69K-waterproof grade testing certified by SGSe, and 1Grms anti-shock and 20G anti-collision testing to provide customers with the most complete solutions. The products are suitable for food processing plants, restaurants and kitchens, and medical equipment applications; the K740 series provided embedded applications with the Intel BayTrail® Processor. The front panel passed IP66 waterproof grade testing and is applicable for harsh automated plant environments. The USB and switch are located at the front panel and have covers that can be closed and locked, so as to prevent an accidental bump under the operational environment that accidentally turns the machine on/off or unauthorized driver data transmission. The NFC/RFID/WiFi/Bluetooth are located at the front panel to optimize their signal transmission interface. There is an independent I/O port that has passed anti-full testing. In addition to focusing on the industrial automation market, it can also be applied in medical products and commercial applications, providing enterprise users with the best industrial computer choice.
In addition to the Panel PC machines, the company also successfully developed self-service KIOSK applied in unmanned stores, airport self-check in, and hotel self-check in/out machines. In 2019, the new-generation ultra-slim KIOSK solution was launched. It is not only in line with the ADA (American Disability Act) barrier-friendly design, but also has achieved zero shaking with the total weight reduced by more than half compared to other models available in the market, with substantive performance in well-known brand shipments.
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In an era of rapid digital transformation and intelligent technology advancement, Flytech leverages over 40 years of industry experience, with a core focus on integrating hardware, software, and AI technologies to deliver comprehensive smart solutions. As a global leader in ODM customization for edge computing and intelligent retail and food service hardware solutions, we not only provide highly flexible hardware development and manufacturing processes, but also strive to translate deep domain insights into core competitive advantages.
We began investing in AI technology R&D in 2019, and subsequently launched AI-powered self-checkout solutions for food service in 2021 and retail in 2023, while continuously enhancing endpoint management software functionalities to support customers across various industries in their digital transformation journeys. In 2024, we further advanced Edge AI applications by embedding powerful AI computing capabilities directly into hardware devices, enabling real-time on-site data processing and decision support. In 2025, we officially incorporated Payment Solutions into our core strategic portfolio. We recognize that POS and KIOSK checkout terminals are no longer merely hardware devices, but critical touchpoints that define the customer experience. Market demand has evolved from product appearance and design to the integration of the entire consumer journey and payment checkout ecosystem. Through leading payment technology integration, we help global retail and food service customers optimize transaction workflows and achieve seamless integration—from front-end interaction and edge AI analytics to final payment and checkout.
Currently, Flytech's solutions have been extensively deployed across diverse global markets, including leading quick-service restaurants, large shopping malls, convenience stores, smart factories, and healthcare institutions. Looking ahead, we will continue to strengthen the integration of hardware, software, and AI ecosystems, driving operational upgrades through comprehensive solutions, and working closely with global partners to redefine new standards for intelligent commerce.
4.1.3 Technology and R&D Overview
- The R&D expenditure in the last 5 years to the date this report was printed.
Unit: NT$ 1,000
| Year | 2021 | 2022 | 2023 | 2024 | 2025 | Up till March 31, 2026 |
|---|---|---|---|---|---|---|
| R&D expenditure | 169,227 | 181,473 | 155,570 | 208,428 | 201,278 | 41,944 |
飛捷科技 Flytech
追求卓越
- Technologies or products successfully developed in the most recent year
| Date of completion | R & D results |
|---|---|
| 2023 | 1. Successfully developed industrial computer series and new peripherals (POS system, Mobile POS, Panel PC, KIOSK, PC POS system) : POS316/317/319、POS335X2、POS337X2、POS627、POS657、POS615N2、POS617N2、POS665N2、POS667N2、POS5000N2、B6120、PC51、PC54、PC56、PC63、PC65、KPC2、KPC5、KPC6N |
| 2. Successfully developed new MB series: G17、G69S、G94S、F35、F85、F87、F32、F33、F37、F38 | |
| 2024 | 1. Successfully developed industrial computer series and new peripherals (POS system, Mobile POS, Panel PC, KIOSK, PC POS system) : POS335N2、POS337N、POS337N2、POS455、POS458、PC70-VT、PC71-OX、PC76-CT、PC77-BX、PC80-OR、PC81-OR、PC84-CT、PC85-CT、K737N2、K738N2、K739N、K739N2、K655N3、K669N3、K670、K86B、KPC1N2、POS5000S、PC59-TD、D116、D117、D119、P116、PC21-TD、PC63-4P、PC65-PS、PC72-4P |
| 2. Successfully developed new MB series: G18、G35、G75U、G93U、D04 | |
| 2025 | 1. Successfully developed industrial computer series and new peripherals (POS system, Mobile POS, Panel PC, KIOSK, PC POS system) : POS327N3、POS335N3、POS337N3、POS455N3、POS457N3、POS485N3、POS487N3、POS617N4、POS667N4、POS618N4、POS668N4、PC79-XN、PC90-OR、PC91-OR、PC92-OX、PC94-OX、PC95-CN、PC96-FK、PD11-VH、PD12-4P、PD20-OR、PD21-OR、K739N3、K73BN3、K757N3、K758N3、K759N3、K797N3、K799N3、K879、K87BN3、PC87-LC、PC86-4P |
| 2. Successfully developed new MB series: G37、G75U V2.0、G96M、G96N、G99、D06 |
4.1.4 Long and short-term business development plans
1. Short-term development plan
(1) Marketing strategy
① Al-driven, service-oriented software developed in collaboration with subsidiaries and new teams, continue to deepen its strategy of highly integrated hardware and AI-enabled software. Our goal is to transform endpoints from standalone hardware devices into intelligent nodes with edge computing capabilities that connect payment flows, information flows, and decision flows, helping customers improve efficiency and operating performance. Delive complete hardware and software integration services to customers, providing comprehensive and advanced intelligent solutions for the retail and food service sectors, and driving mutual growth with global clients.
② Develop different applications with different products, extend different applications in the depth and scope of products (restaurants/hotels/supermarkets /superstores/retailers/price inquiry/ticketing/food ordering/shopping/multimedia advertising/medical use/industrial control/traffic control/gaming/payment service) for enlargement of the territory of Point-of-Service product line application.
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③ With the wealth of experience in system integration and flexible production under customization accumulated for years, we will continue to secure more orders for enterprise projects and international well-known brands for the effective use of differentiated R&D design, rapid manufacturing, superior quality, cost control and related core competence to heighten the entrance barrier against the competitors.
④ Focus on key customers and develop potential customers. Design and develop a new style and multi-functional niche items for the customers, and assist the customers to broaden their scope of applications, boost sales, and increase market share.
⑤ Starting from field-based applications, proactively provides customers with a diverse portfolio of both general-purpose and specialized products. From research and development, product design, and manufacturing to marketing support and after-sales service, every step is aimed at addressing the application needs of customers across various industries. By effectively integrating customer requirements with competitive market trends, Flytech delivers high-value product solutions tailored to its target markets.
⑥ Based on the successful sale experience in Europe and America for further development into the markets of Asia, Greater China, and newly emerged economies. Establish regional market strategic partnerships to develop local markets for new customers through the service platform of the partners, and provide quick service for the customers.
(2) R&D and Production Policy
① In collaboration with subsidiaries and newly formed teams focused on software development, we develop hardware products and software services required for intelligent automation, further advancing Edge AI applications by embedding powerful AI computing capabilities directly into hardware devices to enable real-time on-site data processing and decision support. With the integration of hardware, software, and AI technologies at its core, we aim to build comprehensive intelligent services, providing partners with more diversified hardware-software integrated solutions and thereby strengthening long-term growth momentum.
② We introduced cost management in design in the R&D phase aiming at simplicity, sturdiness, and practicality to develop the most efficient physical and electronic design. With the use of shared modules and the convergence of key components and materials in the specification to align with the strategic purchase plan for adaptation to the changes in the material supply market.
③ Adopte green design to mitigate the impact on the environment. Through green procurement, the Company moved the environmental protection requirements upstream to the supply of components and materials. This move was also extended to the entire life cycle of the product from the process of use to treatment after dumping.
④ From the perspective of the users, we established an effective quality assurance system through SOP for strengthening the control of design quality/part quality/production process quality. From R&D to shipment, we upgraded the product quality throughout the full range with strict selection of parts/full-range/product inspection and validation.
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⑤ With the use of high-efficiency and high-quality automated equipment for significant enhancement of stability and capacity of production. With the use of a self-development production process management system, we could bolster process planning and scheduling management for the flexible use of production capacity, and perform flexible adjustment of scheduling and modularized production in line with the volume and content of purchase orders to enhance production efficiency and cost reduction. We provide customers with high quality services and products from design/production to post-delivery service through extensive and intact integration.
⑥ Implementing a modular integrated shared design concept in the main system design, where customers can upgrade without replacing the entire machine. This can be achieved by a plug-and-play design, allowing for direct replacement of the motherboard or universal modules, thus extending product lifespan and promoting low-carbon recycling.
(3) The scale of operation is congruent with the financial position:
① The corporate headquarters in Taiwan serves as the base for R&D and production with globalization and in-depth local marketing through the subsidiaries in Taiwan, the UK, USA, Hong Kong, and Mainland China, as well as the strategic partners in different regions.
② The Company seeks to root in Taiwan with its corporate headquarters in Neihu Technology Park and proprietary plants located at Hwa Ya Manufacturing Center at Linkou Technology Park, which was completed in 2011, and bolster its global logistics mechanism and financial operation stability with an upgrade in operation efficiency.
③ We will further our efforts in operation with innovative products and application functions, upgrade the capacity of the management team for in-depth development of the product market and competitive advantage of our core competence.
④ We will create a positive training environment to provide the opportunity of continuing education in professional skills and internal control for the new and existing employees, providing continuous professional and internal control training for new hires and existing colleagues to enhance their skills. This initiative aims to uplift mid-level members and inspire senior executives, fostering an outstanding team and ultimately improving overall operational performance.
- Long-term development plan
(1) Marketing strategy
① Continuously staying attuned to technological trends and evolving market demands, with a positioning defined by "innovative applications, advanced technologies, excellent manufacturing, and strong partner commitment". continue to deepen its strategy of highly integrated hardware and AI-enabled software, guided by a management philosophy of integrity and honesty, we remain committed to our promises to customers and other stakeholders, building long-term partnerships with clients. We provide global, comprehensive services, along with tailored product planning and after-sales support, while continuously developing new
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product applications and functionalities through innovation and differentiation. This enables us to expand both the depth and breadth of market development, with sustainable business growth as our ultimate objective.
② We aimed at the global market and will continue to expand the markets with innovative applications to strengthen the cooperation with the distribution and value adding distributors, and launch products of high/mid/low-end to different market segments with different positioning in different regions of applications for broadening the foundation of sales.
③ The corporate headquarters at Neihu Technology Park is the global logistics and R&D center, while the new facility at Hwa Ya in Linkou Technology Park is the manufacturing center. These two centers working in conjunction with the business locations at home and overseas in the form of strategic alliance could enlarge the business territory through in-depth development with key customers and supply of the best innovative design and manufacturing services. We also positioned ourselves as a hardware supplier to assist customers develop niche products for better business opportunities and markets, and emerge as a first class professional system manufacturer of the world.
④ Integration with the technologies, products, application software and channels of the partner firms through strategic alliance in combination with the advantages of R&D and production in the industry, as well as the advantages of strategic partnership and technologies, we could create the soundest performance.
⑤ Expand market share by developing brand marketing and new sales channels through subsidiaries..
(2) Production policy and product development direction
① The Company will aim at the industry with innovation and high profit through proper market segmentation and positioning to improve the added value of products and keep abreast of key technology and professional experience to develop customized niche products with high added value, and continuously strengthen supply chain resilience and responsiveness, as well as product delivery quality
② Development of models that could be used in different environments such as Desktop, Wall mount, Tower, Mobile, Mini, and Self Service and continuation in improving the embedded function and speed, innovative application areas, strengthening the design of physical appearance ID, and pioneered products in diversity and with competitive power in the innovative market, to transform endpoints from standalone hardware devices into intelligent nodes with edge computing capabilities that connect payment flows, information flows, and decision flows, helping customers improve efficiency and operating performance.
③ Targeting niche products from the high/mid/low-end product lines with the supply of the best models and customized service for diversified applications. In addition, the Company will design high quality and high added value standard item series, provide quick delivery service, and emerge as the best choice for the small and medium size customers so as to maximize the results of production, sales, research and development.
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④ Horizontalization of the organization helps to improve decision-making and execution of policies. Through the tight combination of upstream to downstream process including product planning, R&D, material control, procurement, warehouse management, manufacturing and quality control, the Company could provide a flexible production schedule through quick and accurate response.
⑤ leverage shopfloor control to manage production, quality assurance, and shipment processes with real-time feedback and records, we strengthen process planning and scheduling management, enhance production efficiency, and comprehensively improve product quality to meet customer requirements.
⑥ The Company will continue the proper implementation of the ISO 9001 quality system, the ISO 13485 product quality system of medical devices, and ISO 14001 environmental management system, and get closer to the customers through its exclusive technical support window by providing quick and good quality service. The Company will also fortify its customer service function for higher customer satisfaction, and improve the application capacity of the customers with the products and hence develop better business opportunities for related products.
⑦ Establish a carbon management platform to assess product carbon footprints, creating a green supply chain, developing high-efficiency motherboards to build environmentally friendly and energy-saving models, assisting customers in planning energy-saving solutions, and exploring sustainable business opportunities.
⑧ Integrates green design in new products, including modular innovation, improved energy efficiency, minimalist design, and recycled materials, reducing greenhouse gas emissions across the value chain.
(3) The scale of operation is congruent with the financial position
① With customized service and outstanding R&D and production capacity, the Company designed a wide array of niche products for the customers to increase its market share. It was matched with the series of standard items with added value for expanding the business territory of the small and medium size customers for creating revenue growth.
② Continue the proper implementation of the internal control system, internal audit system, and budget management for the overall improvement of operation efficiency.
③ Continue the advocacy of corporate governance and focus in innovation and in-depth development of the operation under the corporate philosophy of honesty and integrity and sustainability in development to create value for the shareholders, employees, customers, suppliers and other stakeholders where all are the winners.
④ Effective control of inventory levels, costs, and expenses with the budget system and performance indicator management for revenue growth and higher rate of return.
⑤ Utilizing ERP systems and AI software to streamline operations and support management decisions through big data collection and analysis.
⑥ Integrate the information systems of the parent company and global subsidiaries, comprehensively coordinating enterprise resources and operations management,
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and implementing ISO 27001 to strengthen the security management of information assets.
(4) Implementation of Corporate ESG
Since its establishment, Flytech has always focused on its core business and adhered to integrity in operations. We deeply recognize that sustainable business practices require the collaborative efforts of stakeholders such as employees, suppliers, customers, investors, communities, and non-profit organizations. Our goal for sustainable business is to fulfill our responsibilities as operators, maximize operational performance, and consider the interests of all stakeholders. ESG (Environmental, Social, and Governance) issues, which are globally prominent, have been central to our core values of enhancing governance efficiency, protecting the environment, and fulfilling social responsibilities. Flytech firmly believes in the principle of "from society, for society," understanding that a company's responsibility extends beyond its own interests to contributing positively to society as a whole.
The company has established an "ESG Committee" directly reporting to the Board of Directors. The committee is chaired by the Chairman of the Board, with the Managing Director serving as the Chief Commissioner. It oversees the "Promotion Office" led by the ESG department and four executive teams. The committee identifies significant sustainability issues for Flytech, utilizes resources to focus on the correct areas for improvement and strategies, and aims to achieve the vision of "advancing together in excellence, sustainable innovation" in collaboration with all stakeholders for "mutual benefit, sharing, prosperity, and common good".
4.2 Market and production and sales overview
4.2.1 Market analysis
- The regions for the sale of premium products
Unit: NT$ 1,000
| Year Region | 2024 | 2025 | |||
|---|---|---|---|---|---|
| Amount | Percentage % | Amount | Percentage % | ||
| Domestic demand | 68,685 | 1.70 | 108,829 | 2.38 | |
| Export | American | 2,371,311 | 58.86 | 2,422,396 | 53.07 |
| Europe and Africa | 1,327,324 | 32.95 | 1,745,976 | 38.25 | |
| Asian | 261,473 | 6.49 | 287,226 | 6.30 | |
| Subtotal | 3,960,108 | 98.30 | 4,455,598 | 97.62 | |
| Total | 4,028,793 | 100.00 | 4,564,427 | 100.00 |
- Market share, the supply/demand and growth of the market in the future
(1) POS System
In the wake of the ceaseless innovation and diversification of technologies, application areas, and function, the early definition of POS (Point-of-Sales), which was simply focused on the management of the sale and inventory system, has been surpassed by POS (Point-of-Service) designed with the integration of different
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application services. The target market not only includes the traditional restaurant business, hotels, retailing and distribution but also the diversity of commercial activities including food, clothing, transportation, education, and entertainment, even in the computer systems for industrial control, medical and healthcare, transportation, security control, and military use, and AI-driven technologies promoting automation, unmanned, and intelligent living. The PC-based POS system could be linked to the backend database and front-end operating system to achieve the objective of rapid control of sale and inventory information to precision management. The Touch POS that combined touch control screen and multiple functions in one device is the mainstream item for the time being. It features real-time data gathering/inquiry/processing/computing and interactive function, and is an indispensable tool for competition in business. The growth potential of the POS industry is expanding alongside continuous innovation and technological advancement in Point-of-Service applications, which in turn stimulates new demand. Rapid technological progress and diverse customer requirements are further driving the need for innovative applications of smart POS systems.. Realizing the exploding growth of the market of mobile items, the Company launched the Mobile POS in 2014 for a new horizon of POS application needs by combining the embedded module with mobile peripherals to provide portable service functions of product description, product search, inventory inquiry, data search, account settlement printout, and transmission of data to the terminal server, and is attuned to the latest mobile payment trend. The Company has pioneered the Point-of-Service business into an innovative and brand new market. In 2017, the Company developed the patented product, System Diagnostic Recorder (SDR), and corresponding cell phone APP. With this item, users could keep the key parts and components of the POS system under control with the use of the cell phone APP. In response to the rapidly growing demand for mobility products, the Company launched a new line of Mobile POS systems in 2019. These new solutions offer high-speed, high-quality connectivity for tableside ordering and barcode scanning services, successfully securing project orders from internationally renowned brand clients.
Driven by the continued upgrades and innovation in POS system applications, global demand for system replacements is steadily expanding. Since 1999, Flytech has led the domestic industry in the development of dedicated POS systems. The Company's core strengths include a comprehensive product portfolio, extensive system integration experience, strong R&D and engineering capabilities, effective cost control and supply chain management, flexible multi-line production scheduling, reliable quality, comprehensive customer service, and agile sales strategies. These advantages enable Flytech to deliver highly customized, competitively priced, and quickly deployable products across high-, mid-, and entry-level specifications. As new application standards continue to evolve and the demand market grows, Flytech maintains a leading position in key technologies, mass production capabilities, and market share among domestic peers.
The COVID-19 pandemic and advancements in AI have reshaped consumer behavior, accelerating demand for automation, intelligence, and unmanned operations. In response, Flytech has not only deepened its commitment to technological innovation but also developed a wide range of new products based on real-world application needs, creating new market opportunities. By leveraging the software and AI technologies of its subsidiaries "Berry AI" (established in 2019) and
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"Angible" (established in 2024)—Flytech integrates hardware, software, and AI into comprehensive solutions to meet evolving market demands. These subsidiaries focus on artificial intelligence and deep learning technologies to develop intelligent software services, complementing Flytech's robust hardware design and manufacturing capabilities. This integrated approach enables the company to pursue strategic transformation in response to changing market conditions, unlocking new application fields and expanding opportunities within the Point-of-Service industry. In line with global sustainability trends, Flytech also launched a carbon management platform. Six products have completed ISO 14067 carbon footprint assessments and obtained third-party verification. By identifying carbon hotspots through product lifecycle analysis, the company incorporates energy-efficient design during the development phase, providing clients with quantifiable data and supporting the planning of energy-saving solutions. These initiatives not only reduce environmental impact but also create new opportunities in sustainable innovation.
Technological advancement brings both new challenges and emerging applications. In 2025, the rapid growth of the AI industry has driven a reallocation of supply chain resources. At the same time, AI applications are extending from cloud to edge computing, supporting sustained growth in next-generation applications. This trend injects new growth momentum into AI-integrated industrial PCs and creates additional business opportunities for Point-of-Service solutions.
(2) Industrial Computers-Panel PC and KIOSK
A Panel PC is a slim light single board device combining the system, hardware, and monitor. It is light and compact in style, easy to integrate, energy efficient, light weight, and highly mobile without any constraint in time and space, and could provide durable and diversified application integration and interactive services.
In the wake of the evolution of ICT, proper development and stability of product technology, and the diversification of application functions, the sustained and rapid development of Panel PCs required a new market. "Medical service" is an area of innovative application with promising growth, among others. Seeing that the combination of advanced technology and good quality service will be an irreversible trend of development in the market of medical care products, the Company engaged in a joint venture with an internationally well-known firm to develop the Bedside Terminal, a successful device for the exclusive use in the medical care sector accredited with the ISO13485 medical system quality. This device is a compact Panel PC that allows the patients to use computer/Internet/telephone/video call/multimedia/food order/information search and tracking medical records for hospital room management/hospital bed caring/managing bedside medical records and history in an electronic format, and could be used in ambulances or as a remote healthcare platform, and has been highly accepted by the users. The Company will continue to develop a new generation of such devices for mass production shipment. The launch of this item is a success and the Company has received orders from many internationally well-known medical device manufacturers for developing different models for medical care control and has effected mass production shipments. The Company has also launched a series of Panel PC products further to medical use devices. These products were made from food and medical grade stainless steel, passed the water resistance,
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tamper-proof, impact resistance tests, with the best signal transmission interface in physical design, and the abundance of expandable function and I/O interface for adaptation to different rough environments such as: food processing industry/ restaurant kitchens / medical equipment / factory automation / security control / traffic control / public information service / Transportation / outdoor exhibition / KVS / gaming / food ordering and ticket reservation / eSports / e-home and others for continued development of Panel PC demand market. In addition to Panel PC, the shipments of KIOSK machines used in unmanned stores, airport self-check in, and hotel self-check in/out have also gradually increased. The next-generation ultra-thin Kiosk solution, launched in 2019, not only complies with ADA (American Disability Act) accessibility standards but also reduces weight by more than 50% compared to market counterparts, achieving zero-shake stability. This solution successfully secured a landmark project order from a major North American chain, capturing significant market share and maintaining steady shipments.
Flytech worked closely with customers to navigate the market challenges during the pandemic, effectively responding to changes in new demands and consumer behavior in the healthcare industry. The company successfully developed multiple medical application product lines, mass-produced shipments, and offered intelligent solutions based on real-world applications, turning the crisis into an opportunity. This strategic response contributed to market recovery in 2022. In recent years, the development of AI technology and its industry applications have gained momentum. Flytech's subsidiaries, including Berry AI Inc., Inefi Inc., and Angible Inc. focus on developing intelligent software services. By integrating Flytech's comprehensive product line and hardware R&D and manufacturing capabilities, the company is poised to leverage the new growth opportunities driven by AI technology, continuing to expand its footprint in the industrial computer market.
From a supply-side market analysis, POS systems, Panel PCs, and KIOSKs are highly customized products made to customer specifications, and when paired with integrated hardware and software intelligent solutions, they cater to a high-margin niche market. Economies of scale in mass production are not the primary competitive advantage. Instead, key factors influencing market share include a supplier's R&D capabilities for providing integrated solutions, flexibility in custom production, development of new features using emerging technologies, product quality stability, and the quality of after-sales service. Flytech has accumulated years of expertise in system integration and application, with products that are typically not standard items for mass production. The company has rich experience in flexible, custom production, from understanding customer needs, R&D design, prototype development, product verification, to manufacturing and delivery. With strong quality control and excellent after-sales service, Flytech has built a solid market reputation and customer loyalty. In recent years, the company has integrated software services from subsidiaries and new teams to provide comprehensive solutions combining hardware, software, and AI. To help customers accelerate digital transformation and the deployment of AI applications, we are gradually transitioning from a "hardware supplier" to a "solutions and services provider," further enhancing overall service quality and value-added offerings. In addition, by conducting carbon footprint assessments and developing green products, we support customers in
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designing sustainable energy-saving solutions, which serves as a new growth driver for expanding our market share.
From a demand-side perspective, rapid technological advancement, evolving consumer behaviors in the post-COVID era, and the accelerated development of AI applications continue to create new application domains, driving industrial innovation and generating new opportunities in mobility, intelligence, and automation. While market momentum is shifting across sectors, it has not disappeared; rather, it depends on whether companies are able to capture emerging opportunities. With decades of experience in the food service and retail industries, Flytech has built strong "hardware capabilities." By integrating the "software capabilities" of its subsidiaries, the Company is now able to respond more rapidly to evolving market needs. Flytech will further increase the proportion of recurring software revenue and transform from a "hardware supplier" into a "solutions and services provider," thereby enhancing overall service quality and value-added offerings, and sustaining long-term growth by continuously capturing market opportunities.
- The competitive edge, factors favorable and unfavorable for development in the long run, and responses
(1) Competitive edge
① Optimistic outlook of business opportunity for the industry
② Proper market positioning, timely capturing the momentum of accelerating AI adoption toward real-world applications, with a strategic focus on highly integrated hardware and AI-enabled software.
③ Completed product lines
④ Wide-ranged price products and diversity in specifications from high to low-end devices.
⑤ Responsive product R&D team
⑥ Flexibility, quick response and stable quality in customized technologies
⑦ Proper control of fundamental technologies and system integration technology and integrate software application services capabilities
⑧ Professional marketing, R&D, manufacturing team and subsidiaries with outstanding software development capabilities
⑨ Flexible sale strategies and sounded sales channel
⑩ Firm commitment to the customers, suppliers, employees, shareholders and all stakeholders: "innovative applications, advanced technology, excellent manufacturing, and strong partnership commitment."
(2) Factors favorable and unfavorable for development in the long run, and responses
① Favorable factors:
A. Innovative design, positioning in niche market
B. Short delivery lead-time in stable quality
C. A well-organized R&D, marketing, and manufacturing team
D. Control key R&D and manufacturing integration technology
E. Flexible and efficient use of production capacity
F. Proper control of cost
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G. Flexibility in marketing
H. Complete product lines with expandability and wide range of applications
I. Customized customer service, promise to customers and strong long-term cooperative relation
J. Long-term and stable product supply
Unfavorable factors:
Customized production is characterized by small quantities and a wide variety of products, making it impossible to compare the production scale of a single product with that of mass-produced standardized products. As a result, production costs and component procurement are relatively higher. Moreover, the rapid development of technology has a profound and widespread impact on society. Industries must respond promptly to seize opportunities in order to gain competitive niche.
Responses:
A. Promotion through modularized projects and engagement in joint venture with system integration service providers for mitigating the impact from price competition.
B. Design customized items with a competitive advantage in the market with high added value for the customers and provide technical solutions to intensify the differentiation from standard items, and avoid price competition with industry peers.
C. Tighten cost control from the design end, and introduce shared use of materials and modularized design to enlarge the scale of purchase for particular item of materials to achieve a better bargaining position.
D. Control the cost and inventory of key parts and components through strategic purchase.
E. Offer mass production standard items to small and medium size customers for holding the cost down and bringing up profit.
F. Intensify the service to key customers and potential customers, develop new and profitable areas of application and niche products, and create innovative business opportunities for Flytech and the customers.
G. To meet the new patterns of market demand, Flytech provides application products for different fields and comprehensive solutions that integrate hardware with software.
H. Developing new green design products to respond to sustainability trends.
I. Staying attuned to market trends and technological developments and flexibly deploy sales strategies and product application solutions to meet the evolving market demands.
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4.2.2 The function and production process of key products
- The function of key products:
| Product | Primary scope of application |
|---|---|
| POS system | |
| All-in-One POS、PC POS、Mobile POS | Areas of mobile applications such as chain stores/distribution industry/the cashier system of superstores, ordering and cashier system of restaurants, counter system of airlines/hotels, lottery machine of pleasure and entertainment industry, mobile food ordering/portable data search and account settlement and payment service |
| Industrial computer | |
| Panel PC、KIOSK、KPC | Commercial and public information equipment, multimedia advertising, human-machine interface automation mechanical control, medical equipment, touch control display, industrial control, security control, transportation, touch control game and entertainment. Multimedia information inquiry system, unmanned retailer, self-service devices, multimedia sample audition device, self-service photo development device, self-service room reservation and food ordering value storage system, self-service/multimedia interactive service and self-service product identification. |
| Peripherals | Card reader, customer display. |
- The manufacturing process of key items
(1) Self-manufactured and outsourced semi-finished items:

(2) Self-manufactured and outsourced system server:

- The supply of key materials
The key components of Flytech are electronic materials, physical part materials, and packing materials, including: LCD Panel, Touch screen, CPU, Chipset, DRAM, Storage device, PCB, Power adapter, metal and plastic physical parts. For electronic materials, some IC semiconductors, LCD/LED Panels were purchased from abroad, and most were purchased from domestic suppliers. Metal and plastic components such as chassis and die-cast parts are designed by Flytech and then outsourced to suppliers for tooling and production. The diversification of the source of purchase is the strategy used for purchase
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with domestic suppliers or agents for assuring the diversity of supply and higher flexibility of price.
4. List of key customers for purchase and sale
(1) Information on suppliers accounted for more than 10% of the total purchase of the Company in the last 2 years to 2026 Q1:
Unit: NT$ 1,000
| Item | 2024 | 2025 | 2026 to the end of Q1 (note) | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Amount | Ratio to net purchase in the year (%) | Relationship with the company | Name | Amount | Ratio to net purchase in the year (%) | Relationship with the company | Name | Amount | Ratio to net purchase in the year (%) | Relationship with the company | |
| 1 | Synnex | 355,575 | 17.42 | None | Synnex | 350,145 | 14.23 | None | — | — | — | — |
| 2 | ACMEPOINT | 221,037 | 10.83 | None | Other | 2,110,269 | 85.77 | None | — | — | — | — |
| Other | 1,464,948 | 71.75 | ||||||||||
| Net purchase | 2,041,560 | 100.00 | — | Net purchase | 2,460,414 | 100.00 | — | — | — | — | — |
Note: As of March 31, 2026, audited financial information covering 2026 Q1 was still unavailable.
(2) Note to the changes
The Company produces industrial use computers and there is a great variety of its parts and components. In light of the finer line of professional division of labor, IC suppliers are mostly agents or distributors. The other suppliers of electronic, electrical, or physical parts and components are mostly manufacturers. There is a wide array of parts and components in several brands and the purchase has been evenly distributed among the suppliers that none accounted for particular high or low share of total purchase.
(3) Information on customers accounted for more than 10% of the total sale in the last 2 years to 2025Q1:
Unit: NT$ 1,000
| Item | 2024 | 2025 | 2026 to the end of Q1 (note) | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Amount | Ratio to net sale in the year (%) | Relationship with the company | Name | Amount | Ratio to net sale in the year (%) | Relationship with the company | Name | Amount | Ratio to net sale in the year to the end of Q1 (%) | Relationship with the company | |
| 1 | A | 1,393,512 | 34.59 | None | A | 1,055,081 | 23.12 | None | — | — | — | — |
| 3 | B | 515,768 | 12.80 | None | B | 543,704 | 11.91 | None | — | — | — | — |
| Other | 2,119,513 | 52.61 | Other | 2,965,642 | 64.97 | |||||||
| Net ales | 4,028,793 | 100.00 | — | Net ales | 4,564,427 | 100.00 | — | — | — | — | — |
Note: As of March 31, 2026, audited financial information covering 2026 Q1 was still unavailable.
(4) Note to the changes
The Company is a professional manufacturer of industrial computer hardware and the key customers are hardware brands, system integration service providers, agents and channel marketers, corporate program/projects, and international well-known giant firms. The decrease in revenue compared to the previous year is due to
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the completion of the project. The changes in key customers in the last 2 years are explained below: company A and B are POS system brands.
4.3 Number of employees in the last 2 years to the date this report was printed.
Unit: person
| Year | 2024 | 2025 | Up till March 31, 2026 | |
|---|---|---|---|---|
| Number of employees | Production | 221 | 230 | 240 |
| Research and Development | 97 | 87 | 86 | |
| Sale | 50 | 52 | 53 | |
| Administration | 87 | 127 | 127 | |
| Total | 455 | 496 | 506 | |
| Average age | 40.68 | 39.40 | 39.35 | |
| Average seniority | 7.90 years | 7.74 years | 7.64 years | |
| Education Background | Masters and higher | 18.68% | 15.93% | 15.02% |
| College | 52.97% | 55.24% | 54.35% | |
| Senior high schools and vocational school | 25.93% | 26.81% | 28.66% | |
| Junior high schools and below | 2.42% | 2.02% | 1.98% |
4.4 Environmental expenditure information
4.4.1 Total amount of loss (including compensation for damages) and fines caused by environmental protection in the last 2 years to the date this report was printed, the remedies and possible expenditure: None.
4.4.2 Projected expenditures on environmental protection in 3 years ahead:
The company began purchasing renewable energy certificates in 2024. As of the end of 2025, it has obtained a total of 10 renewable energy certificates issued by the National Renewable Energy Certificate Center, amounting to 11,358 kWh. The Company will continue to procure green electricity in order to reduce its reliance on high-carbon power sources. In terms of equipment renewal, in 2025 the Company invested NT$2.1 million in new air compressors equipped with intelligent operating parameter adjustment, delivering multiple benefits including energy savings, improved efficiency, and extended equipment lifespan. In addition, the company plans to invest NT$1.4 million in 2026 to complete the full replacement of factory lighting with energy-efficient LED systems. For further details on energy management initiatives, please refer to Chapter 6, "Green Operations and Energy Management," of the company's "ESG Report".
4.4.3 The Company has set up the "Enterprise Sustainable Development Code". Flytech's environmental safety and health policy is "safety, environmental protection and sustainability". In addition to the Labor Safety and Health Management procedures, the Company obtained ISO 45001 certification (2018 version, 2023 update audit: validity valid from December 1, 2023 through November 30, 2026), integrating ISO 14001 certified in 2001 (2022 update audit: (validity period from September 22, 2025 through September 21, 2028), and established a comprehensive environmental, safety, and health management system. In
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product design, it improves energy efficiency through energy-saving design and adopts eco-friendly materials such as paper packaging, recycled plastics, and recycled aluminum. It also assists customers in managing end-of-life electronic waste to reduce environmental impact, and all products comply with REACH requirements. In the area of procurement, the Company extends its environmental protection requirements to the production process and materials adopted by upstream suppliers through supplier management. We also assist suppliers in adopting relevant ISO systems and certifications, working together to build a sustainable supply chain. In the area of production, the specific nature of the industry of the Company allows for no water and air pollution in the production process of products. A lead-free process has been introduced all through the production process. All parts conform to RoHS of the EU and are accredited under RoHS. The Company also duly observes applicable laws and intensifies the recycling and reuse of resources, and prevents the pollution of water and air through proper monitoring and testing through its waste management plan. Furthermore, the Company also advocates a carbon reduction and energy saving, and proceeds to sustainable development of the environment by mitigating the impact on the environment to the expectation of the international trend and customers. The aforementioned activities have been implemented through the Company's "ESG Committee" and the promotion offices thereunder to continuously supervise the implementation of the four sub-sections to fulfill corporate social responsibility, green product design and green operation. For details, please refer to the "2019 CSR Report" "2020 CSR Report" and "ESG Reports" for 2021 to 2024 published by the Company on the Company's official website.
4.4.4 The Company commenced self-inventory of GHG emission beginning 2015, has formulated management strategies, methods, goals, and carbon emission reduction goals, and continues to conduct monitoring and improvement. FLYTECH has established a GHG inventory system that complies with the ISO 14064-1 specification in 2022, and completed the "Carbon Inventory Reports" for year 2021 to 2023. After the inspection, it is known that the Flytech generated during the operation process Greenhouse gases are mainly energy indirect (Scope 2) emissions, a small amount comes from the dissipation of refrigerants produced by air-conditioning (Scope 1) and Scope 3 value chain emissions include emissions from business travel and transportation, fuel combustion from inbound and outbound logistics, upstream emissions from raw material extraction and manufacturing processes, and waste incineration emissions. The results of the GHG inventories for 2021 to 2024 have been successfully verified by SGS in accordance with ISO 14064-1, with verification statements duly issued, are also announced on Flytech's official website, and the 2025 annual inventory report is expected to be completed by the end of May 2026. Management policies pertaining to energy conservation, carbon reduction, greenhouse gas emission, water usage reduction, or other waste and their implementations are explained below:
- Strategies and Approaches for GHG Reduction and Energy Resource Management
The Company's primary GHG emission source is Scope 2 $\mathrm{CO}_{2}\mathrm{e}$ from purchased electricity consumption. Its energy-saving and carbon reduction initiatives therefore focus mainly on reducing electricity usage.
(1) The Linkou plant invested NT$2.1 million in 2025 to procure a new air compressor with intelligent operating parameter adjustment, replacing high energy-consuming legacy equipment to achieve multiple benefits, including energy savings and extended equipment lifespan.
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(2) In manufacturing processes, a UI interface module was installed and completed in 2025 to integrate with the carbon footprint calculation system established in 2023. This provides a more user-friendly platform for operation and analysis, enabling monitoring of carbon-intensive stages and equipment power usage. High-emission hotspots are identified to formulate energy-saving plans, implement energy-saving measures, procure energy-efficient devices, and replace outdated equipment with new, energy-saving alternatives.
(3) Waste management: relevant production waste is handed to a certified recycling unit for disposal in order to reduce its impact on the overall environment.
(4) Starting in 2024, the company began purchasing renewable energy certificates. As of the end of 2025, a total of ten renewable energy certificates issued by the National Renewable Energy Certification Center have been obtained, representing 11,358 kWh in total. In 2026, the company will continue to purchase renewable energy to reduce reliance on high-carbon electricity, as part of its greenhouse gas reduction initiative.
(5) daily operations:
- Neihu HQ uses triple-glazed energy-efficient glass to reduce indoor greenhouse effects and air conditioning losses.
- In 2021, the company invested NT$15 million to upgrade all air-conditioning systems at its Neihu headquarters, enhancing energy efficiency.
- In 2023, inverter-driven air-conditioning systems were installed for the SMT production floor, enabling independent operation and avoiding the use of the entire plant's central air-conditioning system during nighttime.
- Continuously replacing lighting equipment with energy-efficient LED tubes or LED recessed lighting. By 2026, the company will complete the full replacement of all lighting systems in the factory with LED fixtures.
- Low-carbon office operations: Implementing energy-saving settings for office equipment, turning off lights during lunch breaks, alternating lighting in parking areas, maintaining controlled indoor temperature settings, promoting online meetings, continuously displaying energy-saving and water-saving awareness videos on floor TV walls, encouraging the use of eco-friendly tableware, organizing energy-saving competitions, and ensuring proper waste sorting and recycling. These measures aim to embed energy conservation into corporate culture and employees' daily habits.
(6) Expand the electronic processes and move toward paperless to reduce paper and toner use, thereby reducing power consumption and carbon dioxide emissions, and paperless E management
- Paperless electronic document and workflow management..
-
In 2022, we implemented the SAP system, utilizing ERP electronic forms and a BPM electronic approval system.
-
In accordance with ISO 14064-1, the Company conducted an organizational greenhouse gas inventory for the year 2021 and established a short-term five-year reduction plan, using 2021 as the baseline year. Total electricity consumption and greenhouse gas emissions (Scope 1 and 2) are targeted to decrease by 1% annually compared to the previous year, with a cumulative reduction target of 5% by 2025. The actual reduction
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achieved was 6.12%, successfully meeting the target. For the statistical results of Scope 1, 2, and 3 emissions for 2024 and 2025, please refer to pages 49–51.
- The Company’s current GHG reduction related plans undergoing implementation and planning are as follows:
(1) Countinuing use the “carbon management platform” set up in 2023 to support product carbon footprint inventories to optimize equipment operations. Through continuous monitoring, the Company optimizes manufacturing processes, adjusts production scheduling, and installs smart meters to scientifically track and manage energy performance, thereby ensuring the achievement of greenhouse gas reduction targets.
(2) Green Design: Innovative energy-saving design and automated software patching to extend the lifespan of products; achieving low-carbon circularity, minimalist design to reduce material usage, gradual adoption of paper packaging/recycled plastics/ recycled aluminum to promote a circular economy; selection of low-power components to enhance passive thermal dissipation; and AI-enabled intelligent power management.
(3) Continue investing in renewable energy as part of the GHG reduction program.
(4) Using environmentally friendly materials, selecting new suppliers that meet international environmental standards, assisting existing suppliers in obtaining certifications for international quality, environmental, and occupational health and safety systems, and jointly developing low-carbon, eco-friendly raw materials, processes, and transportation models to build a green supply chain.
(5) Promote low-carbon office practices: enabling power-saving modes on office equipment, turning off lights during lunch breaks, using staggered lighting in parking areas, maintaining fixed indoor temperature settings, encouraging online meetings, continuously broadcasting energy and water conservation promotional videos on TV walls across all floors, promoting the use of eco-friendly tableware, organizing energy-saving competitions, and ensuring proper waste sorting and resource recycling. These measures help embed energy conservation into corporate culture and employees’ daily habits.
4.5 Labor Management Relations
4.5.1 Employee benefit policy, continuing education, training, and retirement system and the implementation of these systems, labor-management agreement and the protection of employee rights:
- Benefit policy and the state of pursuit
Since its establishment, the Company has pursued the belief of putting the employees first and viewing them as important assets of the Company. The Company also places an emphasis on the communication between employers and employees. In addition to establishing the Employee Welfare Committee in 1992, the welfare committee members establish annual plans to host various welfare get-togethers, have monthly birthday parties and birthday cash gifts, quarterly domestic company trips, international company trips every 2 years, three gifts during three major Chinese holidays, year-end company meals, educational training sessions, club events, health inspections, labor insurance/health insurance/group insurance, maternity and paternity leave, parental
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leave and post-leave return-to-work support, flexible working hours, annual leave exceeding Labor Standards Act requirements, and paid natural disaster leave beyond legal entitlements., recognition of senior staff, employee stock ownership association, factory group lunches, a sports and games room, employee profit-sharing, wedding and funeral cash gifts, year-end bonuses, project bonuses and other welfare measures to fully take care of the Company's employees.
2. Continuing education, training system and implementation
Exactly in accordance with ISO education and training methods and internal control procedures, we have planned employee training programs. The training methods are divided into in-house and outsourced programs.
In the outsourced training program department, each department is advised to submit training plans and budgets at the end of each fiscal year. Employees are advised to submit training applications based on the annual programs and their own substantial needs. After completion of the training program, they submit training experience reports or opinion surveys to the Human Resources Training Unit to register for their credits to share course information or share training internally.
The Company was first certified by the Workforce Development Agency's Talent Quality-management System (TTQS) in 2021, and successfully renewed the certification in 2024, affirming our ongoing progress in training planning, execution, and performance improvement.
The internal training programs include: A. New recruit training: All new recruits enter the basic course training on the day they register for employment to ensure that new recruits can quickly orient themselves to the team philosophy and culture at the very beginning of joining Flytech; B. Project training programs: Such training programs are exclusive courses specifically intended to reserve cadres and middle- and high-level elite cadres, allowing the talent trainees from all levels to inherit the wisdom and practical operation of Flytech members to cultivate more elites and leaders in the future.; C. Competency-based training programs and leadership development initiatives; D. Credit system learning programs: Flytech sets the basic training credit requirements that all colleagues must achieve within the year and colleagues are participating to accumulate credits from various in-house and outsourced programs to leave a firm record for their own learning process to continually improve professional skills and self-growth; E. Irregular seminars, inviting external experts to share their professional insights.; F.I-Learning Online Education and Training Platform.
In 2025, participants in the programs by head count and hours are shown below:
| By department | Marketing Center | R&D Center | Manufacturing Center | Management Center |
|---|---|---|---|---|
| Actual number of participants by head count | 243 | 659 | 4,662 | 238 |
| Actual hours of training | 530 | 952.5 | 5,424.5 | 566 |
3. Retirement procedure and implementation
The Company takes care of the employees and their retirement for motivating their morale in service with the Company throughout the duration of their careers. The Company has instituted the Regulations Governing Pension for Retirement and
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Bereavement in accordance with the Labor Standards Act and established the Labor Pension Reserve Monitoring Committee in accordance with applicable laws. Accordingly, the Company appropriates 2% of the total salaries of the employees to a pension reserve fund in accordance with the "Regulations for the Allocation and Management of the Workers' Retirement Reserve Funds". The funds will be deposited in a special account at the Central Trust of China under the title of the Pension Reserve Monitoring Committee and managed by the committee. The Labor Pension Act (hereinafter referred to as the "new pension system") became effective as of July 1, 2005. The years of service of the employees who are entitled to the aforementioned regulations and the employees who registered for duties since the enactment of the new system are under the defined appropriation system thereby the Company shall appropriate 6% of their salaries as pension reserve funds to the individual special accounts of the employees for deposits. In July 2023, the Company reached an agreement with employees to settle seniority under the "old pension system". In accordance with relevant regulations, pension payments were made, and the remaining balance in the Bank of Taiwan's Labor Retirement Reserve Account was withdrawn and transferred to the employees.
The Company's applied regulations for the Labor Pension Statutes are as follows:
(1) Self-requested Retirement: Employees with one of the following circumstances may request retirement:
① Employees that have worked for more than 15 years and have reached the age of 55.
② Employees that have worked for more than 25 years.
③ Employees that have worked for more than 10 years and have reached the age of 60.
④ Other employees that have their requests approved by the Company.
(2) Mandatory Retirement: Employees with one of the following circumstances are forced to retire:
① Employees that are 65 years old or older.
② Demented or physically disabled employees that are unfit to work.
The age specified in the preceding paragraph ① shall be reported to the central competent authority for adjustment, but employees manning positions that are dangerous or require a strong physique cannot be forced to retire if they are less than 55 years old.
The pension fund (the "Fund") contributed by the Company is managed and administered by the Bureau of Labor Funds of the Ministry of Labor (the Bureau of Labor Funds). According to the Regulations for Revenues, Expenditures, Safeguard and Utilization of the Labor Retirement Fund, with regard to the utilization of the Fund, minimum earnings shall be no less than the earnings attainable from two-year time deposits with interest rates offered by local banks. Foreign subsidiaries with defined benefit plans make pension contributions to pension management institutions in accordance with their respective local regulations.
- Labor-management agreement
The Company has instituted the "Regulations Governing Labor-Management Conferences" in order to provide the mechanisms for labor-management consultation. The organization of the Company is managed under Horizontalization. The managers and
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the employees may engage in two-way communication through routine meetings or interviews. The labor-management relation of the Company has been harmonious since its establishment and there is no labor-management dispute.
5. The protection of employee rights
The responsibilities and rights of the employees have been explicitly stated in the internal control system and management regulations of the Company. In addition, the Company has established the Employee Welfare Committee to organize welfare activities. Employees are entitled to a bonus, salary adjustment, bonus, promotion or other incentives through routine performance evaluation. The company has also set up the "human rights policy" and compliance with regular due diligence investigation standards. to prevent conduct infringing upon and violating human rights. In addition to providing a reasonable and safe environment and ensuring current employees are given reasonable and dignified treatment.
6. Employee Stock Ownership Trust
In terms of the labor pension system of the Company, in addition to the above-mentioned Point 3, the Company has also established the "Flytech Employee Stock Ownership Association" in 2014, and the members contribute 100% of their own funds in accordance with the approved incentive fund. In order to increase employees' recognition of and participation in the Company, and to enhance the stability of their future retirement and retirement life. The incentive funds, together with the self-contributed funds or bonuses from the Company, are entrusted to CTBC Bank (the trustee) for management and operation to assist employees in acquiring shares of the Company, increase their recognition and participation in the Company, and enhance the stability of their future retirement and post-employment life.
4.5.2 The loss caused by labor-management disputes in the last 2 years to the date this report was printed, and disclose the estimated amount of loss at present and in the future, and the remedial action to be taken: None.
4.6 Cyber security Management
4.6.1 Cyber security risk management framework, cyber security policy, specific management plan and resources for implementing the cyber security management
To achieve its information security objectives under the Information Security Management System (ISMS), Flytech established and obtained ISO 27001 certification in 2013. In 2024, the Company adopted the updated 2022 version of the standard, which places greater emphasis on cybersecurity and privacy protection, including areas such as information protection, threat and vulnerability management, management of externally provided services, and change and configuration management. Flytech has completed the update of its management system, conducted employee training, and passed third-party verification. The current certificate is valid to June 25, 2028.
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1. Cyber security risk management framework

2. Cyber security policy
The Company's "Cyber Security Policy" is established to build a secure and reliable information system service environment, comply with relevant laws and regulations, ensure business continuity, reduce risks in information operations, and safeguard customer interests. This policy is reviewed at least once a year, and a consolidated report on cybersecurity management is submitted to the Board of Directors in the first quarter of each year. The implementation status for 2025 is as follows, which was reported to the Board of Directors on March 6, 2026:
(1) Completed external verification for the updated ISO 27001 certification.
(2) Completed the annual internal audit of the "Business Secrets Information Management Measures" and found no significant deficiencies.
(3) No major cyber security incidents occurred in 2025.
3. Cyber security management procedures
According to the resolutions of the Cyber security Management Committee and the "Cyber security Management Procedures", the planning, establishment, implementation, maintenance, review and continuous improvement of the cyber security management system are carried out for all employees to follow. It Include three teams: Incident Notification and Handling team, Cyber security Working team, Internal Auditor.
(1) The Cyber security Working team formulates the "Cyber security Policy Guiding Principles". According to the ISO 27001 control items and "cyber security management procedures" to establish "ISMS effectiveness measurement table". "cyber security applicability statement". Implement various risk control measures according to the control items selected in the "Cyber security Applicability Statement", review the risks of information assets, and implement various risk control mechanisms after being approved by the Risk Management Committee.
(2) Cyber security incidents are handled by the incident notification processing group in accordance with the "Cyber security Incident Management Procedures".
(3) The implementation and operation of the cyber security management system shall be monitored and reviewed by the internal audit team in accordance with the "Internal Quality Audit Operational Procedures" and "Management Responsibility Review Procedures" to maintain the effectiveness of various activities, risk prevention, and continuous improvement. Audit at least once a year.
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(4) Regularly compile the cyber security security reports annually and present them to the board of directors for the first quarter of the following year. No significant cybersecurity incidents occurred in 2025. The report was submitted to the board on March 6, 2026
4. Invest resource of Cyber security Management
The company follows a process-oriented (establishment, implementation, review and continuous improvement) management system to maintain cyber security. We introduce the ISO 27001 management system in 2013 include: systematic management and risk assessment operations. Resources including the cyber security promotion team are responsible for the supervision and implementation of all colleagues to implement information security management in daily work and ensure that the system is safe and effective. The important input resources are as follows:
(1) Manpower and Facilities
The Company's IT Department includes one Chief Information Security Officer (CISO), concurrently served by the Head of IT, two cybersecurity personnel who also serve as network administrators, and five additional staff responsible for system and application maintenance. Based on an evaluation of the Company's business scale, this staffing is deemed appropriate. In terms of hardware and software investment, the Company acquired cybersecurity-related equipment in 2025, including the purchase of a hyper-converged infrastructure (HCI) system for NT$4.85 million. The system provides computing, storage, and virtualization capabilities, and is equipped with high availability and disaster recovery features.
(2) Regular Meeting
The Company's IT Department is under the Management Center. In addition to regular communication through weekly IT meetings and biweekly Management Center meetings, key issues are also reported during monthly executive meetings. In 2025, no major incidents related to information security or trade secret management were reported.
4.6.2 The impact of the loss, possible and cause due to major cyber safety incidents in the most recent years to the date this report was printed, and the response measures: None
4.7 Intellectual Property Management
4.7.1 Management System
In 2017 Flytech established an Intellectual Property Management System that complies with TIPS standards and issued an "Intellectual Property Management Manual." Based on the "Plan-Do-Check-Action" (PDCA) framework of the ISO 9001 quality management system, the Company has developed a comprehensive management mechanism for intellectual property rights, including trademarks, trade secrets, copyrights, and patents. The Company's intellectual property management plan aims to enhance employees' awareness of intellectual property protection, safeguard the Company's intellectual property outputs, and encourage employees to apply for patents in order to accumulate valuable intellectual assets. It also seeks to ensure continuous internal innovation capabilities, thereby aligning with business growth objectives and sustainable development. In addition, the Company has
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established the “Business Secrets Information Management Measures,” which define the scope of confidential assets subject to control and their management procedures, in order to properly protect trade secrets.
4.7.2 Implementation status for 2025:
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Patent Application Status:
Current number of granted and valid patents worldwide: 58 in Taiwan, 19 in China, 32 in the United States, 15 in Europe, 13 in the United Kingdom, 6 in Germany, 6 in France, and 1 in Japan. -
Patent applications adopt a tiered evaluation system to determine the appropriate filing type and jurisdictions based on internal assessment results.
-
Established rules for periodically reviewing whether renewal fees for granted patents should continue to be paid.
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Provided training for current employees on topics related to patents and trade secrets.
-
In 2025, the Company did not experience any material abnormalities or significant litigation related to intellectual property management.
4.8 Important contracts: None
4.9 Employee Code of Conduct and Ethical Corporate Management Best Practice Principles
The Company has instituted the “Integrity Management Code”, Integrity Management Procedures and Behavior Guidelines”, “Ethical Conduct Code”, “Service Regulations”, “Regulations Governing the Reward and Punishment of Personnel”, “Regulations Governance Attendance of Employees”, “Regulations Governing Performance Evaluation” and other internal control procedures as the guidelines for the employees in business integrity and performance of duties, including: rules for work hours, rules for relevant grades and levels of the corporate hierarchy, rules for attendance and taking leave, prohibition of taking part-time jobs, confidentiality of business and business secrets, rules for business trips, environmental protection and responsibility of custody of company assets, rules for sharing resources and equipment, the use of information systems and network facilities, observation of internal control regulations, and routine evaluation.
The Company has posted related rules and regulations and the internal control system on the intranet of the Company for the viewing of the employees. In addition, the Company also holds OJT training for the employees and orientation of the new employees. Through annual evaluation of all employees, the Company makes sure that the employees understand and observe related rules and regulations.
4.10 Procedure for handling internal information in materiality
The Company has instituted the “Procedure for Handling Internal Information in Materiality” (revised as “Handling of Internal Material Information and Prevention of Insider Trading” in 2023), which is applicable to the Directors, Supervisors, Managers, and employees.
In addition to the provisions stipulated in the original regulations regarding aggregation, countersigning, review, and publication of significant information responsibilities and operational procedures, strengthening confidentiality procedures for internal significant
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information, and prohibiting directors or employees or other insiders from engaging in insider trading using undisclosed market information, the company has established a "Team for Handling Internal Material information" abnormal situation handling, regular education and advocacy, and other management methods. This is to ensure that all information released by the company undergoes appropriate approval procedures, complies with laws and regulations, and does not involve insider trading, thereby safeguarding shareholder rights and interests.
4.11 Measures for Protecting Employees' Health, Safety, and Work Environment and Their Implementation Status.
4.11.1 The Company conducts routine maintenance and inspection on all machines and equipment in accordance with the ISO 9001 quality management system to ensure normal running and avoid possible occupational accident.
4.11.2 The Company monitors and manages the quality of the environment, air, and water in accordance with ISO 14001 environmental management system to maintain positive work environment.
4.11.3 On the grounds of the ISO 45001 occupational safety and health management system, the Company control measures to minimize the risk of potential occupational injuries and occupational diseases toward employees to create a "safety, environmental protection and sustainability" friendly workplace to our entire staff.
4.11.4 Here at our Company, the entire office zones and manufacturing plants are not classified into high-risk at all. Our Company has carried out regular maintenance and testing of machines and equipment accurately in accordance with the ISO 9001 quality management system to maintain their sound operation and avoid potential industrial safety accidents. Further, in compliance with ISO 14001 environmental management system and ISO 45001 occupational safety and health management system, we accurately monitor and manage the quality of the environment, air, water, and the like. The Company has also set up an "environmental safety and health committee (consolidated into ISO 14001 and 45001, upgraded "Labor Safety and Health Committee"). On a regular basis, we conduct relevant educational & training programs on safety and health, fire drills, emergency response, and the like, and take necessary preventive measures to assure being free of an occupational disaster, thereby minimizing the risk factors of the working environment to safeguard workers in their health and safety to establish and implement, maintain and continuously improve the environmental and occupational safety and health management system.
The implementation of other specific measures pertaining to the work environment and employee safety is as follows:
- Take labor insurance, health insurance, and group insurance for the protection of the employees.
- Ensure safe workplace environments and provide qualified operating equipment in accordance with the Labor Facilities Safety Regulations.
- Have regular quarterly inspections and maintenances of fire-fighting facilities (fire extinguishers, fire prevention refuge facilities, emergency lights, electrical appliances, fire pumps and fire hydrants), annual inspections and maintenances of smoke ventilation equipment, employee safety educational training sessions and disaster prevention drills every 6 months
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Appoint five fire safety managers and thirteen first-aid personnel, exceeding regulatory requirements.
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Conduct daily / weekly / month / quarterly maintenance for various types of manufacturing equipment according to the ISO's "Equipment Maintenance Procedures."
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Appoint professional technicians to inspect electrical equipment monthly.
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Daily patrols by the Company's security personnel.
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A cleaning company conducts regular daily cleaning of the interiors and surrounding areas of the Neihu headquarters and Linkou factory.
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An external professional service provider conducts comprehensive indoor and outdoor disinfection of the entire building annually.
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Routine health examination for the employees every two years.
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Maintenance, replacement of filters, and water quality inspections for the company drinking-water equipment every 3 months.
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Providing nutritious and healthy group lunch services for employees of the Linkou factory.
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Pre-employment training has been mandatory for all new hires since 2023, covering sexual harassment prevention, anti-discrimination, anti-harassment, working hours management, and human rights and workplace safety. In 2025, the completion rate for new indirect employees reached 100%.
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In 2025, the Company held a "Workplace Harassment Overview" course with a professional attorney to help employees identify inappropriate workplace behaviors and understand prevention and response mechanisms.
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Taking care of employees' physical, mental, and emotional well-being:
(1) Hire professional massage therapists to provide monthly stress-relief massages for employees.
(2) EAP (Employee Assistance Program): Partner with counseling centers to offer consultations with professional psychologists.
(3) Monthly Happy Hour event.
(4) Health information e-newsletter.
(5) A contracted physician provides on-site health consultations six times per year, and a nurse provides services six times per month for employee health assessment and consultation.
(6) Organized a weight loss competition to help employees reduce BMI, lower obesity rates, and mitigate the risk of chronic diseases like hypertension, diabetes, and high cholesterol.
(7) In 2025, the company organized health seminars including topics as "healthy diet", "brain health", "Eat Healthy, Say Goodbye to Hypertension, Hyperlipidemia, and Hyperglycemia", "eye care", "Health from Constitution: Traditional Chinese Medicine Guidance for Personalized Wellness", and "workplace muscle relaxation". Vegetarian meal options are also provided regular!
(8) Participated in the biennial CHR (Corporate Health Responsibility) assessment for the first time in 2023 and received an award, and was recognized as one of the "Healthy 99" enterprises in 2024.
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V. Review of financial status, business performance, and risk management issues
5.1 Financial status
Unit: NTD thousand
| Year Item | 2024 | 2025 | Variation | |
|---|---|---|---|---|
| Increase (decrease) in amount | % | |||
| Current assets | 4,703,496 | 4,767,843 | 64,347 | 1.37 |
| Non-Current assets | 1,411,107 | 1,407,297 | (3,810) | (0.27) |
| Total assets | 6,114,603 | 6,175,140 | 60,537 | (0.99) |
| Current liabilities | 942,383 | 916,019 | (26,364) | (2.80) |
| Non-current liabilities | 37,224 | 14,359 | (22,865) | (61.43) |
| Total liabilities | 979,607 | 930,378 | (49,229) | (5.03) |
| Capital stock | 1,430,623 | 1,430,623 | 0 | - |
| Capital surplus | 476,806 | 467,407 | (9,399) | (1.97) |
| Retained earnings | 3,208,794 | 3,285,050 | 76,256 | 2.38 |
| Total shareholders’ equity | 5,134,996 | 5,244,762 | 109,766 | 2.14 |
- The ratio of the changes between the early and later stages more than $20\%$ , and the analysis of changes for amounts exceeding NT$10 million is as follows: The decrease in non-current liabilities was mainly due to a reduction in other non-current liabilities.
- Impact of changes in financial situation: There is no significant impact to the financial situation.
- The future response plan: N/A.
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5.2 Financial Performance
5.2.1 Comparative analysis of operating results
Unit: NTD thousand
| Year
Item | 2024 | 2025 | Increase
(decrease) | Variation
(%) |
| --- | --- | --- | --- | --- |
| | Total | Total | | |
| Operating revenue - net | 4,606,032 | 5,032,627 | 426,595 | 9.26 |
| Operating cost | (2,597,374) | (2,811,886) | (214,512) | 8.26 |
| Gross profit | 2,008,658 | 2,220,741 | 212,083 | 10.56 |
| Operating expenses | (937,073) | (959,151) | (22,078) | 2.36 |
| Operating profit | 1,071,585 | 1,261,590 | 190,005 | 17.73 |
| Non-operating revenues and
expenses | 128,792 | (53,863) | (182,655) | (141.82) |
| Net profit before tax | 1,200,377 | 1,207,727 | 7,350 | 0.61 |
| Income tax expenses | (241,617) | (243,621) | (2,004) | 0.83 |
| Net income | $ 958,760 | $ 964,106 | $ 5,346 | 0.56 |
Analysis of changes with ratios of more than 20% between the early and later stages are as follows:
- The decrease in non-operating income and expenses is primarily due to the exchange loss from foreign currency translation.
5.2.2 Analysis of changes in gross profit:
Unit: NTD thousand
| | Number of increases
and decreases from
early to later periods | The root cause of the difference | | | |
| --- | --- | --- | --- | --- | --- |
| | | Price
differentiation | Cost price
variance | Sales-mix
variance | Quantity
variance |
| Gross profit | 212,083 | (660,021) | 276,740 | 108,054 | 487,310 |
| Remark | | Note 1 | Note 2 | Note 3 | Note 4 |
Note 1: Due to varying market characteristics and regional development strategies, price fluctuations in certain products resulted in unfavorable sales price variances..
Note 2: Due to effective control of material costs and cost reduction through modular design, favorable cost variances were achieved..
Note 3: Differences in product sales mix between the two periods resulted in a favorable sales mix variance.
Note 4: The Company is committed to promoting various series of products and gaining the ability to being a market-leading company, therefore generating favorable quantitative differences.
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5.3 Cash flow
5.3.1 Cash flow analysis in the most recent year
Unit: NTD thousand
| Beginning of year cash balance (1) | Expected net operating cash flow for the whole year (2) | Net annual cash outflow (3) | Cash surplus (deficit) (1)+(2)-(3) | Remediation measures against expected cash flow deficit | |
|---|---|---|---|---|---|
| Investment plans | Wealth management | ||||
| 2,568,825 | 935,850 | 1,286.275 | 2,218,400 | — | — |
- Changes of cash flow in current year analysis:
(1) Operating Activities: The net cash flow from operating activities was NT$935,850 in thousand, which was mainly composed of cash flow from the net profit generated from 2025 operating activities.
(2) Investment activities: The net cash outflow of investment activities amounted to NT$407,151 in thousand, mainly due to the disposal of financial assets measured at amortized cost.
(3) Financing Activities: The net cash flow from financing activities was NT$874,478 in thousand, which was composed from shareholders' cash dividends.
- Responsive measures and liquidity analysis on cash flow deficits:
No cash shortages are expected.
5.3.2 Liquidity analysis for the next year
The company does not need to provide financial forecasts for the coming year, including cash flow forecasts.
5.4 Material capital expenditures in the latest year and impacts on business performance
5.4.1 The implementation of major capital expenditures and the sources of funds: N/A
5.4.2 Expected effects: N/A
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5.5 The major causes for profits or losses incurred by investments during the most recent year; rectifications and investment plans for the next year
Unit: NTD thousand
| Item\Remark | Re-investment policy | Invested Company's 2025 profit and loss | Main causes of profit or loss | Improvement Plan | Other future Investment plans |
|---|---|---|---|---|---|
| Flytech USA | Expanding the American market and customer services | 8,589 | Customer service center cost center | — | |
| Flytech HK | Expanding the Asian market and customer services | 23,292 | Strategic success and operational growth | — | |
| Flytech Shanghai | Expand the market of Mainland China, production and customer services | 5,019 | Strategic success and operational growth | — | |
| Berry AI Inc. | Achieve vertical integration synergy | (74,384) | The market is still developing | Actively develop markets and customers | — |
| Box UK | Achieve vertical integration synergy | 11,652 | Strategic success and operational growth | — | |
| Inefi Incorporation | Achieve vertical integration synergy | (32,016) | The market is still developing | Actively develop markets and customers | — |
| Berry AI USA | Achieve vertical integration synergy | (14,679) | The market is still developing | Actively develop markets and customers | — |
| Angible Inc. | Achieve vertical integration synergy | (37,170) | The market is still developing | Actively develop markets and customers |
Note: BVI and Holdings are paper companies with no substantive operations, and information related to reinvestment decisions is not listed.
5.6 Risk assessment
5.6.1 The impact of changes in interest rate, exchange rate, and inflation on the Company's profit or loss in recent years to the date this report was printed, and future response measures
- The impact of interest rate changes and response measures
Interest rate risks have an impact on the Company's income, which is divided into income and capital cost. For interest income, the Company evaluates the low-risk and high-liquidity investments, and most of the remaining funds are used in bank deposits as a conservative operating procedure to minimize the impact the changes in interest rates. There are no significant changes to future financial management policies. For capital costs, there are no debt plans. Therefore, the assessment is that interest rate changes have no significant impact to the Company's income.
- The impact of exchange rate changes and response measures
The export of Company's products takes up approximately $90\%$ of the revenue as product prices are mainly listed in US dollars, followed by the British pound. Since some of the imported key components are mostly denominated in US dollars, the exchange rate
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trends of the US dollar and the British pound is closely related to Company's exchange gains and losses. The Company mainly uses natural hedging and forward exchange contracts as responses to the impact of exchange rate changes. The response measures are as follows:
(1) Pay attention to the domestic and foreign political and economic situations to quickly grasp the pace of the foreign exchange market and make advance/delayed payment transactions depending on the trending direction of the listed currency.
(2) Consider the exchange rate fluctuation factors to ensure reasonable Company profits and costs providing clients with a quotation and negotiating purchase conditions.
(3) Establish natural hedging for corresponding net positions holding foreign currencies, preferably use the same currency for sales quotations and purchases to reduce exchange rate risks.
(4) Regularly estimate the net import and export demand of foreign currencies, analyze domestic and foreign trade/economic information and recommendations for corresponding banks, study the trends of the foreign exchange market, and hedge risks with forward exchange contracts based on the "Operational Procedures for Loaning of Company Funds Procedures for Acquisition or Disposal of Assets".
- The impact of price changes and response measures
The company's material costs are directly affected by the price fluctuation of raw materials. Influenced key components and structural materials include CPU, LCD Panels, Touch screens, etc., accounting for approximately 40% of the total cost. As the Company's products are manufactured to client specifications, the products are uniquely tailored to client needs. Therefore, the company is at an advantageous position when pricing products and negotiating with clients. In the second half of 2025, global tech giants accelerated investments in AI infrastructure, leading to a reallocation of supply chain resources. This surge increased the costs of upstream materials and critical components, once again presenting the IPC industry with the challenge of supply constraints. In order to reduce the impact of price changes on the company's profit, the measures for material purchase costs are as follows:
(1) Cost control was strengthened from the R&D stage through a Design for Cost strategy. During the design phase, modular design was implemented and material specifications were consolidated to enhance procurement efficiency through volume purchasing, effectively lowering material costs. In mechanical design, the Company leveraged its core technological capabilities to develop streamlined, robust, and functional structures. Adopting a "Less is More" philosophy, product structures were simplified without compromising reliability, performance, or mechanical integrity. This approach resulted in reduced volume and weight, and minimized the use of metal and plastic components, achieving both cost reduction and material sustainability.
(2) For commonly used materials or raw materials expected to experience significant price fluctuations/shortages/increases, the Company implements long-term procurement plans or policy buy programs to maintain slightly higher safety stock levels of critical components and ensure supply stability, while effectively controlling material costs.
(3) Provide forecasts to suppliers to enhance demand visibility, ensure supply stability, and improve bargaining leverage.
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(4) Continue to enhance the information communication platform for production and sales procurement, accelerate the response speed of market information, and timely adjust procurement plans and sales quotations.
(5) Coordinate product pricing and cooperation plans with customers.
5.6.2 The policy of engaging in high-risk, highly leveraged investments, loaning of funds, endorsements and guarantee, and derivatives trading, the main reason for profit or loss in recent years to the date this report was printed, and future response measures:
-
The Company adopts a steady and conservative financial management policy, and the relevant operating procedures and announcements are handled in accordance with the Company's "Operational Procedures for Acquisition and Disposal of Assets" "Operational Procedures for Endorsements and Guarantees" and "Operational Procedures for Loaning of Company Funds".
-
The Company follows a steady and conservative financial management policy. In the past, the Company did not engage in high-risk and highly leveraged investment activities. The Company will continue to carefully evaluate high-risk investments and financial activities to avoid potential risks. The situation of the Company and its subsidiaries for 2025 and up until the most recent annual report are as follows:
(1) Endorsement and guarantee
As of fiscal year 2025 and up to the date of publication of the annual report, neither the Company nor its subsidiaries have provided any endorsements or guarantees for other companies..
(2) Loans to others
As of year 2025 and up to the date of publication of the annual report, none of Flytech's subsidiaries extended loans to external parties. The parent company "Flytech", in accordance with the "Operational Procedures for Loaning of Company Funds" obtained Board approval in September 2024 to provide a revolving loan facility of NT$50 million to its subsidiary, Berry Al Inc.(Berry Al) for working capital purposes. The first loan disbursement of NT$5 million was made and fully repaid by Berry Al in October 2024 in accordance with the loan agreement. In March 2025, due to short-term financing needs arising from business growth of Berry Al, a second disbursement of NT$50 million was made, with a maturity date of June 30, 2025. The lending amount both did not exceed the contractual limit or the maximum cap set forth in the "Operational Procedures for Loaning of Company Funds" with all required disclosures properly completed. Interest was charged per contract terms. Berry Al repaid principal and interest in June 2025. From July 2025 to the annual report date, no new loans were made, and the outstanding balance was zero.
(3) Derivative transactions
The Company's derivative financial instrument transactions are conducted for hedging purposes in accordance with its "Regulations Governing the Acquisition and Disposal of Assets." Forward foreign exchange contracts are used to hedge exchange rate risks arising from existing foreign currency assets or liabilities. All transactions have remained within the prescribed limits and have been properly disclosed and reported in accordance with applicable regulations. No subsidiaries engaged in derivative transactions in fiscal year 2025 and up to the date of publication of the annual report.
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5.6.3 Recent R&D investment plans and progress, and future R&D plans and estimated T&D investment expenses:
All R&D projects in 2025 proceeded according to schedule, further formalize the inclusion of “Payment Solutions” into the Company’s core business portfolio as a strategic focus area. Most products have entered mass production and sales, while a few that have completed testing, validation, and pilot production are scheduled to begin mass production in the first half of 2026. In 2026, the Company’s R&D efforts will focus not only on completing the remaining products from the previous year and expanding specifications within existing product lines, but also on developing new product series with high added value and strong market competitiveness tailored to diverse application environments. The Company will continue to drive technological innovation by combining its robust hardware design capabilities with AI software technologies developed by its subsidiaries, moving toward providing comprehensive solutions for end-user applications across various fields.
The Company manages its R&D progress through project-based control mechanisms, while closely monitoring developments in technology, product trends, competitor dynamics, market demand, and fluctuations in the supply and demand of raw materials. These factors, which may affect the success of R&D projects, are continuously assessed to ensure that all R&D plans are aligned with market needs and completed on schedule.
| Year | R&D Plan | Current progress of unfinished R&D Plans | Expected mass production completion time | Reinvested R&D expenses | The main factors affecting successful R&D in the future |
|---|---|---|---|---|---|
| 2025 | 1. Industrial computer series: POS327N3, POS335N3, POS337N3, POS455N3, POS457N3, POS485N3, POS487N3, POS617N4, POS667N4, POS618N4, POS668N4, PC79-XN, PC90-OR, PC91-OR, PC92-OX, PC94-OX, PC95-CN, PC96-FK, PD11-VH, PD12-4P, PD20-OR, PD21-OR, K739N3, K73BN3, K757N3, K758N3, K759N3, K797N3, K799N3, K879, K87BN3, PC87-LC, PC86-4P | ||||
| 2. New motherboard series: G37、G75U V2.0、G96M、G96N、G99、D06 | Most of them have been developed in 2025, and a small number of unfinished products will be mass-produced in the first half of 2026. | Mass production according to the original plan | None | None | |
| 2026 | 1. Industrial computer series: P677N4, D135N4, P135N4, D165N4/P165N4, KPC6H2, KPC8, M252, M255, PC97-4P, PC99-4P, PD24-CT, PD26-PS, PD36-GN, PD37-GN, PD38-GN, PD40-OR, PD41-OR, PD42-CT | ||||
| 2. New motherboard series: G27B、G85、H75 | In progress | End of 2026 | It is estimated that the research and development expenses will be NTD206,117 in thousand in 2026 | None |
5.6.4 The impact of the changes in domestic and foreign major policies and law on the Company's finance and business in the most recent years to the date this report was printed, and the response measures:
The Company continues to pay attention to changes in domestic and foreign political and economic environments, important policies and laws. The company is always analyzing
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and reviewing the impact of these changes, and make revisions to company regulations when competent authorities issue important information on corporate governance and risk control. The most significant domestic and international policy and regulatory change for 2025 and up to the date of publication of the annual report was the United States government's reciprocal tariff policy.
As Flytech's products are predominantly customized, it maintains competitive advantages in R&D capability, process quality, and production lead time. Customers also need to consider switching costs when changing suppliers, resulting in a relatively low likelihood of order transfer. The Company continues to work closely with customers to develop pricing and product solutions that minimize impacts for both parties. Apart from the above, there were no other domestic or international policy or regulatory changes expected to have a material impact on the Company's financial or business operations.
5.6.5 The impact of the changes in technology (include the risk of cyber security) and industry on the Company's finance and business in the most recent years to the date this report was printed, and the response measures:
Since its establishment, the Company has actively engaged in computer product design, distribution channels, and R&D innovation. Over the years, it has experienced significant transformations in Taiwan's electronics and IT industry. In recent years, emerging technologies such as mobility services, big data applications, self-service systems, cloud software services, and artificial intelligence have continuously evolved. Among them, AI has rapidly become one of the most important technological developments, with its impact extending across industries and daily life. Demand for equipment integrated with AI-driven computing is expected to become a mainstream market trend. With the advancement of edge computing, visual recognition, and AI applications into real-world scenarios, demand for integrated solutions continues to grow across retail, food service, industrial automation, and healthcare sectors. The Company closely monitors technological and industry trends, and actively develops innovative applications based on real-world use cases. By combining its strong hardware design capabilities with AI software developed by its subsidiaries, the Company provides comprehensive solutions aligned with the latest market needs while maintaining stable profitability.
In terms of cyber security, the Company obtained ISO 27001 certification in 2013 and adopted the 2022 version of the Cybersecurity and Privacy Protection standards in 2024. The Company conducts annual internal and external audits to ensure the continued effectiveness of its management system. No major information security incidents have occurred in 2025.
After evaluating the potential impacts of technological developments, cyber security risks, and industry changes on the Company's financial performance for year 2025, as well as up to the date of this annual report, the Company considers its response measures to be appropriate.
5.6.6 The impact of changes in corporate image on the Company's crisis management in the most recent years to the date this report was printed and the response measures:
Since its establishment, the Company has consistently upheld the principles of "pursuing excellence" and operating with integrity and prudence, while maintaining a strong focus on its core business. Flytech pursues "flexibility" and "innovation," attaching importance to corporate image and risk control. In terms of organizational operations and
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system launch, emphasis is given to "the system of a large company and the flexibility of a small company." Faced with changes in external environment and challenges, the company maintains a high degree of organizational flexibility to quickly respond to market changes. When disasters (including typhoons, floods, earthquakes, information system interruptions, raw material supply, epidemics, or power supply shortages, and other natural and manmade disasters) occur, emergency recovery plans, contingency plans, and task teams are set up, while periodic evaluations, corrections, and drills are conducted to ensure the company can quickly resume normal operations during occurrences of emergency events.
Besides this, in the board of directors meeting convened in January 2021, it was passed that the "Risk Management Policy and Procedures" should be duly enacted to set up a sound risk management framework to expressly define the division of responsibilities as follows to ensure that the business operation can continually go ahead to prevent potential losses to achieve sustainable operations purposes:
The Board of Directors is the highest governing body for risk management, responsible for approving risk management policies, procedures, and frameworks, ensuring alignment between business strategy and risk management policies. The Board also ensures that appropriate risk management mechanisms and a risk-aware culture have been established, overseeing the effective operation of the overall risk management system, allocating and assigning sufficient and appropriate resources, and holding ultimate responsibility for the effectiveness of risk management. Considering the Company's size, business nature, risk characteristics, and operational activities, the Company does not have a separate Risk Management Committee. Instead, the General Manager and the highest executives of each operational center serve as the "Risk Management Promotion Unit," while the "Risk Management Execution Unit" consists of the permanent risk management unit and project teams, which assume the functions of a traditional Risk Management Committee. These units are responsible for planning, implementing, and monitoring risk management-related matters. In the event of an unexpected major incident, the General Manager will form a project team to handle the issue, with the audit unit supervising the execution and assisting in corrective actions. The Audit Committee will oversee the process, and the Board of Directors will retain ultimate governance responsibility.
In 2025 and up to the date of this annual report, the Company's internal control system has been effectively managed, and no significant risks impacting operations have been identified. For details on the key risks and corresponding mitigation measures, please refer to sections (5.6.4) and (5.6.5) of this report.
5.6.7 The expected benefits, potential risks and response measures for mergers and acquisitions for the most recent year and up to the date of publication of the annual report are as follows: None
5.6.8 The expected benefits, potential risks and response measures for the factory expansion for the most recent year and up to the date of publication of the annual report are as follows:
The Company has no plans to expand the factory for the most recent year of 2025 and publication date of the annual report.
5.6.9 The risks and corresponding measures faced with the purchase and sale of goods in the most recent year and up to the date of publication of the annual report are as follows:
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Purchase: In 2025 and up to the date of this annual report, except for purchases of IC electronic components from Synnex which exceeded 10% of total net purchases, no other suppliers accounted for more than 10% of net purchases. Therefore, there is no risk of excessive concentration in procurement sources.
-
Sales: The Company is a professional manufacturer of custom development and designs for industrial computers, and its main sales targets include system integrators, enterprise projects, and international companies. The types of clients are more dispersed as there are no concerns of excessive concentration.
5.6.10 The risks and impacts of significant shareholding transfers by directors, supervisors, or major shareholders with more than 10% ownership interest in the most recent years to the date this report was printed and the responsive measures to such risks:
In 2025 and up until the publication date of the annual report, the Company's directors, supervisors or shareholders holding more than 10% of the shares did not have large share transfers or replacements.
5.6.11 The impact, risks and response measures to the changes in management rights on the company in the most recent year and up until the date of publication of the annual report are as follows:
The Company has no circumstances or plans for the transfer of management rights in 2025 and up till the publication date of the annual report.
5.6.12 In the most recent year and up till the publication date of the annual report, lawsuits and non-contentious cases should clearly state the company and the company's directors, supervisors, general managers, substantive people in charge, major shareholders and subordinates with a shareholding ratio of more than 10%, major lawsuits, non-contentious cases, or major administrative disputes with determined judgements or still pending judgement. The results may have a significant impact on shareholders' equity or securities prices, and individuals should disclose the facts of the dispute, the bid amount, the commencement date of the lawsuit, main parties involved and the handling of the situation up until the publication date of the annual report:
The Company has no related lawsuits or non-contentious cases for 2025 and up until the publication date of the annual report.
5.6.13 Other significant risks and responsive measures:
The key operational risks for fiscal year 2025 primarily include the U.S. government's reciprocal tariff policy and the rapid development of AI technologies. For details on risk descriptions and corresponding mitigation measures, please refer to sections (5.6.4) and (5.6.5).
5.7 Other important disclosures:
The subsidiary Flytech Technology (Shanghai) Co., Ltd. invested in FLYTECH TECHNOLOGY (DONGGUAN) Co., Ltd., which was registered in January 2026 with a registered capital of RMB 14 million. As of the end of March, the invested amount was RMB 4 million.
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VI. Special remarks
6.1 Affiliated companies
6.1.1 Affiliates consolidated business report:
For an overview of affiliated enterprises, basic information, and the operating status of each related party, please refer to the “Affiliated Enterprises Disclosure Section” on the Market Observation Post System (MOPS).
(https://mopsov.twse.com.tw/mops/web/t57sb01_q10) for details.
6.1.2 Consolidated financial statement of affiliated enterprises:
The companies to be included by the Company in the consolidated financial statement of affiliated enterprises in 2025 (January 1 to December 31, 2025) pursuant to the Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises are the same as those to be included into the consolidated financial statement of the parent company and subsidiaries pursuant to the Statements of International Financial Reporting Standards (IFRS) No. 10. Further, the related information to be disclosed in the consolidated financial statement of affiliated enterprises has been disclosed in the said consolidated financial statement of parent company and subsidiaries. Accordingly, it is not necessary for the Company to prepare the consolidated financial statement of affiliated enterprises separately.
6.1.3 Affiliated Company Affiliation Report: There is no need to prepare an affiliation report.
6.2 Private placement of securities during the latest year up till the publication date of this annual report: None
6.3 Other supplementary information: None
6.4 Occurrences of events defined under Article 36-3-2 of the Securities and Exchange Act in the latest year up till the publishing date of this annual report that significantly impacted shareholders' equity or security prices: None
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Flytech Technology Co., Ltd.
Statement of Internal Control System
Date: Mar 6th 2026
Based on the findings of a self-assessment, Flytech Technology Co., Ltd. (Flytech) states the following with regard to its internal control system during the year 2025:
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Flytech's Board of Directors and Management are responsible for establishing, implementing, and maintaining an adequate internal control system, and Flytech has established such a system. Our internal control system is designed to provide reasonable assurance over the effectiveness and efficiency of operations (including profitability, performance, and safeguarding of assets), reliability, timeliness, transparency of reporting, and compliance with applicable laws and regulations.
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An internal control system has its inherent limitations. No matter how perfectly designed, an effective internal control system can only provide reasonable assurance of accomplishment the objectives mentioned above. Furthermore, the effectiveness of an internal control system may be subject to changes due to circumstances beyond control. Nevertheless, the internal control system of Flytech contains self-monitoring mechanisms, and Flytech takes immediate remedial actions in response to any identified deficiencies.
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Flytech evaluates the design and operating effectiveness of its internal control system based on the criteria provided in the "Regulations Governing the Establishment of Internal Control Systems by Public Companies" (herein below, the "Regulations"). The criteria adopted by the Regulations identify five components of managerial internal control: (1) control environment, (2) risk assessment, (3) control activities, (4) information and communication, and (5) monitoring activities. Each component further contains several items. Please refer to the Regulations for details.
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Flytech has evaluated the design and operating effectiveness of its internal control system according to the aforesaid criteria.
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Based on the findings of the evaluation mentioned in the preceding paragraph, Flytech believes that, on December 31, 2025, it has maintained, in all material respects, and effective internal control system (that includes the supervision and management of subsidiaries), to provide reasonable assurance over operational effectiveness and efficiency, reliability, timeliness, transparency of reporting, and compliance with applicable laws and regulations.
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This Statement will be an integral part of Flytech's Annual Report and Prospectus and will be made public. Any falsehood, concealment, or other illegality in the content made public will entail legal liability under Articles 20, 32, 171, and 174 of the Securities and Exchange Act.
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This Statement has been passed by the Board of Directors in their meeting on March 6, 2026, with none of the seven attending directors expressing dissenting opinions, and remainders all affirming the content of this Statement.
Flytech Technology Co., Ltd.
Chairman
Lam Tai Seng
President
Shyu, Jia Horng
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Flytech Technology Co.,Ltd.
Chairman
Lam Tai Seng