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GBE — AGM Information 2026
May 25, 2026
52507_rns_2026-05-25_14f11adc-ca10-486f-98e0-2d2561e24e05.pdf
AGM Information
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金橋科技 GoldenBridge
Stock Code: 6133
GOLDEN BRIDGE ELECTECH INC.
2026 Annual Shareholders’ Meeting
Meeting Handbook (Translation)
Time of Shareholders’ Meeting: June 26, 2026
Place of Shareholders’ Meeting: 3F., No. 2, Ln. 270, Sec. 3, Beishen Rd., Shenkeng Dist., New Taipei City
Table of Contents
Page
- Meeting Procedure... 1
- Meeting Agenda ... 2
(1) Items for Reporting ... 3
(2) Items for Ratification ... 4
(3) Items for Election ... 6
(4) Other Matters ... 6
(5) Extempore Motions ... 7
(6) Adjournment ... 7 - Exhibit
(1) 2025 Business Report ... 8
(2) Review report of Audit Committee ... 13
(3) 2025 Financial Statements ... 14
(4) 2025 Earning Distribution ... 35
(5) List of Independent Director Candidates ... 36 - Appendices
(1) Article of Incorporation ... 37
(2) Rules of Procedure for Shareholders’ Meetings ... 43
(3) Shareholdings of All Directors ... 49
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GOLDEN BRIDGE ELECTECH INC.
Procedures for Holding Annual Shareholders’ Meeting in 2026
- Call the Meeting to Order
- Chairperson’s Address
- Items for Reporting
- Items for Ratification
- Items for Election
- Other Matters
- Extempore Motions
- Adjournment
GOLDEN BRIDGE ELECTECH INC. Agenda for 2026 Annual Shareholders' Meeting
Time: 9:00 a.m. on June 26, 2026 (Friday).
Place: 3F., No. 2, Ln. 270, Sec. 3, Beishen Rd., Shenkeng Dist., New Taipei City.
Meeting form: Physical Shareholders' Meeting.
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Call the Meeting to Order:
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Chairperson's Address:
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Items for Reporting:
(1) 2025 Business Report.
(2) Audit Report on the Company's 2025 Statements of Final Accounts Issued by Audit Committee.
(3) Report on the distribution of 2025 employees' and directors' remuneration. -
Items for Ratification:
(1) Proposal for 2025 Business Report and Financial Statements of the Company.
(2) 2025 Earnings Distribution of the Company. -
Items for Election
(1) Proposal to elect one additional independent director. -
Other Proposals
(1) Proposal for cancellation of the non-competition restriction on the new directors. -
Extempore Motions
-
Adjournment
2
- Items for Reporting
Item 1
Subject: The 2025 Business Report is submitted for review.
Description: Please refer to pages 8 to 12 (Exhibit 1) of this Handbook for the 2025 Business Report.
Item 2
Subject: Audit Report on the 2025 Statements of Final Accounts issued by Audit Committee is submitted for review.
Description: Please refer to page 13 (Exhibit 2) of this Handbook for the Audit Report of Audit Committee.
Item 3
Subject: Report on the distribution of 2025 employees' and directors' remuneration is submitted for review.
Description:
1. In accordance with Article 20 of the Company's Articles of Incorporation, the Company shall set aside 3% to 10% of the profit for the year as employees' remuneration; therefore, the Company set aside 6% of the profit as employees' remuneration in the amount of NTD 3,440,518, all of which were paid in cash.
2. In accordance with Article 20 of the Company's Articles of Incorporation, the Company shall set aside no more than 3% of the profit for the year as the directors' remuneration; therefore, the Company set aside 3% of the profit as the directors' remuneration in the amount of NTD 3,440,518, all of which were paid in cash.
3. There is no difference between the above resolution amounts and the expenses recognized in 2025.
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2. Items for Ratification
Item 1 (Proposed by the Board of Directors)
Subject: The Company’s 2025 Business Report and Financial Statements are submitted for ratification.
Description:
1. The Company’s 2025 Financial Statements have been audited by Sheng-Ho, Yu and Jui-Chih, Lo, the CPAs from KPMG, and an audit report has been issued with unqualified opinion, which has been approved by the Board of Directors and submitted to the Audit Committee together with the Business Report for review.
2. Please refer to pages 8 to 12 (Exhibit 1) of this Handbook for the 2025 Business Report; Please refer to pages 14 to 34 (Exhibit 3) of this Handbook for the Financial Statements.
3. They are submitted for ratification.
Resolutions:
Item 2 (Proposed by the Board of Directors)
Subject: 2025 Earnings Distribution of the Company is submitted for ratification.
Description:
1. According to the final accounts, the Company's net profit after tax for 2025 was NTD 84,576,694. The distributable earnings at the beginning of the period were NTD 0. After adding actuarial gains of NTD 3,008,437 to retained earnings, deducting the legal reserve of NTD 8,758,513 set aside in accordance with the law, and adding the reversed special reserve of NTD 174,108,453, the distributable earnings at the end of the period were NTD 252,935,071.
2. The Company proposes to distribute a cash dividend of NTD 1 per share from the distributable earnings, totaling NTD 117,006,294.
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After this proposal is approved by the Annual Shareholders’ Meeting, if any matter related to this proposal has to be changed due to the requirement of laws and regulations, the factual needs, or as approved by the competent authorities, the Company intends to request the Shareholders’ Meeting to authorize the Board of Directors to handle such matters.
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Please refer to page 35 (Exhibit 4) of this Handbook for the proposed 2025 Earning Distribution.
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They are submitted for ratification.
Resolutions:
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6
- Items for Election
Item 1 (Proposed by the Board of Directors)
Subject: Proposal to elect one additional independent director is submitted for election.
Description: 1. The term of office for the Company’s directors (including independent directors) is from June 30, 2025 to June 29, 2028. There are currently seven directors (including three independent directors), and it is proposed to elect one additional independent director.
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The newly elected independent director will assume office immediately upon election, with a term from June 26, 2026, to June 29, 2028.
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In accordance with the Company's Articles of Incorporation, this election adopts the candidate nomination system. The Company's Board of Directors has nominated a list of candidates for the independent directors, please refer to page 36 (Exhibit 5) of this Handbook.
Hold the election:
- Other Matters
Item 1 (Proposed by the Board of Directors)
Subject: Proposal for cancellation of the non-competition restriction on the new independent directors is submitted for discussion.
Description: 1. Subject to Article 209 of the Company Act, directors shall explain to the Shareholders' Meeting the important contents of, and obtain its approval for, the actions to be taken by them for themselves or for others within the Company's business scope.
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Where the new directors of the Company have invested in or operated other companies with the same or similar scope of business as that of the Company, or acted as directors or managers of such companies, the Company proposes to cancel the non-competition restriction on the new directors, provided that it is not detrimental to the interests of the Company.
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This proposal has been approved by the Board of Directors and is submitted to the shareholders' meeting for discussion in accordance with the law.
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Concurrent positions held by the candidates for independent directors:
| Title | Name | Position in other companies |
|---|---|---|
| Independent Director | Hsing-Yi, Chou | Professor Emeritus, Department of Finance, National Chengchi University |
| Director, ESG World Citizens & Digital Governance Foundation | ||
| Director, Global Views Education Foundation | ||
| Director, Koo Foundation Sun Yat-Sen Cancer Center | ||
| Director, Andrew T. Huang Medical Education Promotion Fund | ||
| Chairman, TAIWAN INSTITUTE OF DIRECTORS | ||
| Chairman, Financial Literacy & Education Association | ||
| Independent director, Lien Hwa Industrial Holdings Corp. | ||
| Independent director, Coretronic Corporation |
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Extempore Motions
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Adjournment
Exhibit 1
GOLDEN BRIDGE ELECTECH INC.
Letter to Shareholders
Dear Shareholders:
- Overview of business policies and implementation:
In 2025, the global economic environment continues to face challenges such as supply chain adjustments, geopolitical uncertainties, the impact of tariffs, exchange rate fluctuations, and the transformation of the technology industry. Amid this uncertainty, the Company seeks to achieve steady profits while enhancing the competitiveness of its core products or implementing strategic business transformations. Faced with the global restructuring of supply chains and the trend toward diversified end-user applications, competition in the cable industry has shifted from mere manufacturing capabilities to a mix of competition and cooperation centered on "depth of vertical integration" and "scenario-based solutions." The Company continues to deepen its dual-engine strategy of "Medical Electronics" and "Communication Infrastructure," actively expands into emerging application scenarios such as drones and humanoid robots, and makes great efforts in three core directions of "technology-driven development, scenario-based implementation, and market layout."
Through the collective efforts of all employees, the Company is focusing on "optimizing the product mix toward high-margin products" and "ESG supply chain transformation." By achieving material self-sufficiency (with an in-house production rate of $65\%$ for specialty plastic pellets) and adopting renewable energy, we are strengthening our core competitiveness and long-term resilience to achieve steady growth and continue to create returns for shareholders. The following sections provide a detailed overview of the Company's operations, financial performance, and future outlook.
(1) Company Overview
Founded in 1976, the Company was officially listed on the stock exchange in August 2003 (Stock Code: 6133) and is headquartered in Shenkeng District, New Taipei City. For over four decades, we have specialized in the design, manufacturing, and assembly of cable assembly, offering highly vertically integrated services that encompass everything
from plastic raw material production, mold manufacturing, and raw cable design to complex cable assembly. Our primary products are used in computer peripherals, high-fidelity network signal connections, medical devices, and the consumer electronics industry.
Currently, the Company maintains a global network of production bases, including its Shenkeng headquarters in Taiwan, factories in Kunshan and Dongguan, China, a factory in Malaysia, as well as service centers in the United States and Europe. Nearly 1,000 employees are dedicated to providing high-quality services to customers worldwide. Our business philosophy centers on “Customer First, Innovation and Breakthrough,” and we have consistently obtained international certifications and awards, establishing ourselves as a leader in high-frequency cable assembly.
(2) Operational Review in 2025
In 2025, the technology industry benefited from the expansion of AI and emerging applications. Leveraging our diversified product portfolio and flexible supply chain management, the Company successfully capitalized on market opportunities. The following are key operational highlights:
A. Market and Sales Overview
- Revenue performance: The consolidated revenue for 2025 reached NTD 1.414 billion, increasing by 17.95% compared to 2024. Of which, cable assembly products accounted for 95%, while other products (such as accessories) accounted for 5%.
- Regional distribution: The North American market accounted for 60% of total revenue, the Asian market (primarily from Mainland China and Taiwan) accounted for 25%, the European market accounted for 10%, and other regions accounted for 5%. We actively expanded applications in the medical device and new energy vehicle sectors, and established partnerships with several new major international customers.
B. Production and supply chain management
- Improved production efficiency: Through adjustments to production processes and optimization of production lines, factory capacity utilization reached over 95%. Space utilization was expanded at the Kunshan and Dongguan factories.
- Stable supply chain: In response to price fluctuations in raw materials (such as copper wire, plastic resins, and connectors), we signed long-term contracts with upstream suppliers to ensure stable supply, keeping raw material costs within $50\%$ of revenue.
C. R&D and Quality Control
- R&D investment: In 2025, R&D expenses accounted for $2.59\%$ of revenue, with a focus on green and eco-friendly materials and high-speed transmission technologies. Cooperated with domestic and international universities to develop sustainable products compliant with EU REACH and RoHS regulations.
- Miniaturization of medical cables and sterile processes (accounting for $45\%$ of R&D resources).
- Robotic dynamic cable durability technology (30%).
- Material self-sufficiency (development of specialty plastic pellet formulations, $25\%$ ).
- Quality achievements: Enhanced quality management, maintaining a product defect rate below $0.5\%$ and achieving a $96\%$ customer satisfaction rate.
2. 2025 business plan implementation results (consolidated):
(1) Key Business Performance
Unit: NTD thousand
| Item | 2025 | 2024 | Growth rate |
|---|---|---|---|
| Operating revenue | 1,414,272 | 1,199,233 | 17.93% |
| Gross profit from operations | 340,080 | 251,494 | 35.22% |
| Net operating profit (loss) | 148,074 | 54,613 | 171.13% |
| Net profit (loss) before tax | 116,631 | 84,437 | 38.13% |
| Net profit (loss) after tax | 84,577 | 76,328 | 10.81% |
| Earnings (loss) per share - basic | 0.72 | 0.65 | 10.77% |
| Share capital | 1,170,064 | 1,170,064 | - |
3. Operating expenditure and receipt budget implementation status: None.
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4. Income statement and profitability analysis (consolidated)
Unit: NTD thousand
| Item | 2025 | 2024 | |
|---|---|---|---|
| Financial revenue and expenditure (NTD thousand) | Operating revenue | 1,414,272 | 1,199,233 |
| Gross profit from operations | 340,080 | 251,494 | |
| Profit after tax | 84,577 | 76,328 | |
| Profitability | Return rate on assets | 3.50% | 3.69% |
| Return rate on shareholders, equity | 5.30% | 6.17% | |
| Ratio of operating gains (losses) in paid-in capital (%) | 12.66% | 4.67% | |
| Ratio of gains (losses) before tax in paid-in capital (%) | 9.97% | 7.22% | |
| Net profit rate | 5.98% | 6.36% | |
| Earnings (loss) per share (NTD) | 0.72 | 0.65 |
5. R&D status:
(1) The consolidated R&D expenses in 2025 were NTD 36,607 thousand, accounting for 2.59% of the consolidated operating revenues in 2025.
(2) The R&D results are as follows:
A. Miniaturization of medical cables and sterile processes (accounting for 45% of R&D resources).
B. Robotic dynamic cable durability technology (30%).
C. Material self-sufficiency (development of specialty plastic pellet formulations, 25%).
In 2025, driven by dual engines of medical electronics and emerging applications, the Company successfully achieved growth in both revenue and profit. Moving forward, we will continue to expand production capacity at our Malaysia factory to strengthen the resilience of our global supply chain. We will replace traditional cable concepts with "scenario-driven cable solutions," deepen JDM cooperation with strategic customers, and fulfill our commitment to ESG sustainable operations to create long-term value for shareholders, customers, employees, and society. We extend our gratitude to our shareholders for their long-term support and to all employees for their dedication. Looking ahead to 2026, the Company will continue to innovate and pursue excellence to create maximum value for shareholders.
We hope the shareholders could continue to give us support and encouragement.
Yours faithfully,
Shareholders’ Meeting of Golden Bridge Electech Inc.
Chairman: Mai-Sheng, Lin
Manager: Te-Shan, Chiang
Accounting Manager: Chien-Ming, Chiu
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Exhibit 2
Review report of Audit Committee
The Board of Directors has prepared the Company’s 2025 Business Report, Financial Statements and earnings distribution table, etc. Among the said, the Financial Statements have been audited by the KPMG, and an Audit Report has been issued. The aforementioned Business Report, Financial Statements, and proposal for distribution of earnings have been audited by us, the Audit Committee, and there is no discrepancy in our opinion. We hereby submit this report in accordance with the Securities and Exchange Act and the Company Act for approval.
Yours faithfully,
2026 Annual Shareholders’ Meeting of the Company
GOLDEN BRIDGE ELECTECH INC.
Auditing Committee Convener: Chun-Chung, Lien
March 30, 2026
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Exhibit 3
Statement
In accordance with the “Regulations Governing the Preparation of Consolidated Statements of Operations of Affiliated Companies, Consolidated Financial Statements of Affiliated Companies, and Relationship Report”, the companies that should be included in the consolidated financial statements of affiliated companies for the year 2025 (from January 1, 2025 to December 31, 2025) are the same as those that should be included in the consolidated financial statements of parent and subsidiary companies in accordance with International Financial Reporting Standard 10 (IFRS 10) approved by the Financial Supervisory Commission (FSC), and the information required to be disclosed in the consolidated financial statements of affiliated companies has already been disclosed in the previous consolidated financial statements of parent and subsidiary companies. Therefore, the consolidated financial statements of affiliated companies are no longer prepared separately.
Very truly yours,
Company Name: Golden Bridge Electech Inc.
Chairman: Mai-Sheng, Lin
Date: March 30, 2026
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Independent Auditors' Report
To the Board of Golden Bridge Electech Inc.:
Opinion
The consolidated balance sheet of Golden Bridge Electech Inc. and its subsidiaries (GBE Group) as of December 31, 2025 and 2024, the consolidated statement of comprehensive income, consolidated statement of changes in equity, consolidated statement of cash flows from January 1 to December 31 in 2025 and 2024, and the notes to the consolidated financial statements (including the summary of major accounting policies) are audited by the CPA.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of GBE Group as of December 31, 2025 and 2024, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.
Basis for Opinion
We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards. Our responsibilities under those standards are further described in the Auditors' Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of GBE Group in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of GBE Group for the year ended December 31, 2025. These matters were addressed in the context of our audit of the consolidated financial statements as a
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whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. The key audit matters that, in our judgment, should be communicated on the audit report are as follows:
- Revenue recognition
For accounting policies related to the recognition of revenue, please refer to Note 4(15) in the Consolidated Financial Statements; For detailed information on revenue, please refer to Note 6(19) in the Consolidated Financial Statements.
Description of key audit matters:
GBE Group engages in the production and sales of computer peripherals, ultra-high frequency communication and consumer electronic cables and wireless products, as well as various types of power supply. Considering the large volume of sales transactions and the dispersed customer base, the control over goods may be transferred to customers at different points in time, which affects the timing of revenue recognition. Therefore, sales revenue is one of the important audit matters in our audit of the financial statements of GBE Group.
Applied auditing procedures:
Our main audit procedures regarding the above key audit matters include: evaluating the reasonableness of the accounting treatment of revenue recognition; understanding and testing the effectiveness of the design and implementation of internal control over the sales and collection cycle; sampling individual sales transactions and verifying documents such as customer orders, shipping documents, and sales invoices; selecting a period before and after the balance sheet date to check the relevant shipping documents according to the agreed delivery terms and assess whether revenue has been recorded in the appropriate period.
- Valuation of inventory
For the accounting policies related to valuation of inventory, please refer to Note 4 (8) to the Consolidated Financial Statements; for the description of uncertainties of accounting estimates and assumptions for the valuation of inventory, please refer to Note 5 to the Consolidated Financial Statements; and for notes on inventory and related cost, please refer to Note 6 (5) to the Consolidated Financial Statements.
Description of key audit matters:
The inventories of GBE Group mainly consist of raw wire and cable assemblies, but measuring the net realizable value of inventories and determining whether they are obsolete involves subjective judgment by management and is a highly uncertain accounting estimate. Therefore, inventory valuation is one of the important audit matters in our audit of the financial statements of Golden Bridge Electech Inc.
Applied auditing procedures:
Our main audit procedures regarding the above key audit matters include understanding and testing the relevant controls of the cost operation cycle, evaluating whether the provision for inventory price decline and obsolescence losses of Golden Bridge Electech Inc. has been made in accordance
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with the company's policy and handled in accordance with relevant accounting standards. In addition, we reviewed the inventory aging report of GBE Group, analyzed the changes in inventory aging over different periods, and tested the relevant values of interval classification and whether cost or net realizable value is lower in the calculation table for the inventory aging report, to evaluate the reasonableness of the inventory allowance valuation.
Other Matter
We have audited the Parent Company Only Financial Statements of Golden Bridge Electech Inc. for the year ended December 31, 2025 and 2024 on which we have issued an unqualified opinion.
Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the IFRS, IAS, IFRIC, and SIC endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the ability of GBE Group and its subsidiaries to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate GBE Group and its subsidiaries or to cease operations, or has no realistic alternative but to do so.
Those charged with governance (including members of the Audit Committee) are responsible for overseeing the financial reporting process of GBE Group.
Auditors' Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the auditing standards in the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error. Misstatements are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with the auditing standards, we exercise professional judgment and professional skepticism throughout the audit. We also:
- Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk
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of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control of GBE Group.
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Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
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Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of GBE Group to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors' report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors' report. However, future events or circumstances may deprive the ability of GBE Group to continue as a going concern.
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Evaluate the overall presentation, structure and content of the consolidated financial statements (including the related notes), and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
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Obtain sufficient appropriate audit evidence regarding the financial information of the entities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of GBE Group for the year ended December 31, 2025 and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
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KPMG
CPA:
Securities Competent Authority Approval Certified Number
Chin-Kuan-Cheng-Shen-Tzu No. 1010004977
Chin-Kuan-Cheng-Shen-Tzu No. 1120333238
March 30, 2026
Notice to Readers
The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such consolidated financial statements are those generally applied in the Republic of China.
For the convenience of readers, the independent auditors' report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors' report and consolidated financial statements shall prevail.
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Golden Bridge Electech Inc. and Subsidiaries
Consolidated Balance Sheets
As of December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| Assets | December 31, 2025 | December 31, 2024 | Liabilities and equity | December 31, 2025 | December 31, 2024 | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amount | % | Amount | % | Amount | % | Amount | % | |||||
| Current assets: | Current liabilities: | |||||||||||
| 1100 | Cash and cash equivalents (Note 6(1)) | $ 377,098 | 15 | 400,516 | 19 | 2100 | Short-term borrowings (Notes 6(12) and 8) | $ 498,000 | 21 | 528,000 | 26 | |
| 1110 | Financial assets at fair value through profit or loss - current (Note 6(2)) | - | - | 833 | - | 2130 | Lease liabilities - current (Note 6(19)) | 17,770 | 1 | 10,024 | - | |
| 1170 | Note receivable and accounts receivable, net (Notes 6(4) and (19)) | 405,576 | 17 | 314,753 | 15 | 2170 | Notes and accounts payable | 160,213 | 7 | 156,761 | 8 | |
| 1200 | Other receivables | 558 | - | 744 | - | 2200 | Other payables (Note 6(11)) | 81,234 | 4 | 67,435 | 3 | |
| 1220 | Current income tax assets | 19 | - | 1,948 | - | 2230 | Current income tax liabilities | 11,923 | - | 5,396 | - | |
| 130X | Inventories (Note 6(5)) | 284,441 | 12 | 292,350 | 14 | 2280 | Lease liabilities - current (Note 6(14)) | 10,309 | - | 10,658 | 1 | |
| 1410 | Other current assets liabilities (Note 6(10)) | 44,378 | 2 | 38,041 | 2 | 2320 | Long-term borrowings due within one year (Note 6(13)) | 9,333 | - | 16,000 | 1 | |
| Total current assets | 1,112,070 | 46 | 1,049,185 | 50 | 2300 | Other current liabilities | 2,299 | - | 1,516 | - | ||
| Non-current assets: | Total current liabilities | 791,171 | 33 | 795,790 | 39 | |||||||
| 1517 | Financial assets at fair value through other comprehensive income - non-current (Note 6(3)) | 66,103 | 3 | 78,957 | 4 | 2540 | Non-current liabilities: | |||||
| 1550 | Investments accounted for using equity method (Note 6(6)) | 577,885 | 24 | 280,379 | 13 | 2540 | Long-term bank borrowings (Note 6(13)) | - | - | 9,333 | - | |
| 1600 | Property, plant and equipment (Notes 6(7) and 8) | 228,740 | 9 | 238,422 | 12 | 2570 | Deferred income tax liabilities (Note 6 (16)) | 21,165 | 1 | 19,476 | 1 | |
| 1755 | Right-of-use assets (Note 6(8)) | 284,903 | 12 | 270,741 | 13 | 2580 | Lease liabilities - non-current (Note 6(14)) | 7,517 | - | 4,408 | - | |
| 1780 | Intangible assets (Note 6(9)) | 14,602 | 1 | 15,897 | 1 | 2600 | Other non-current liabilities | 3,139 | - | 921 | - | |
| 1840 | Deferred income tax assets (Note 6 (16)) | 68,231 | 3 | 72,826 | 4 | Total non-current liabilities | 31,821 | 1 | 34,138 | 1 | ||
| 1970 | Net defined benefit assets | 52,687 | 2 | 48,263 | 2 | Total liabilities | 822,992 | 34 | 829,928 | 40 | ||
| 1900 | Other non-current assets liabilities (Note 6(10)) | 14,475 | - | 12,573 | 1 | 3110 | Equity (Note 6(17)): | |||||
| Total non-current assets | 1,307,626 | 54 | 1,018,058 | 50 | 3200 | Capital surplus | 1,170,064 | 48 | 1,170,064 | 57 | ||
| 3300 | Retained earnings | 134,050 | 6 | 169,152 | 8 | |||||||
| 3400 | Other equity interest | 361,042 | 15 | 273,456 | 13 | |||||||
| Total equity | 698,452 | (3) | (375,357) | (18) | ||||||||
| Total liabilities and equity | 1,596,704 | 66 | 1,237,315 | 60 | ||||||||
| Total assets | $ 2,419,696 | 100 | 2,067,243 | 100 | $ 2,419,696 | 100 | 2,067,243 | 100 |
Chairman: Mai-Sheng, Lin
(The accompanying notes are an integral part of the consolidated financial statements)
Manager: Te-Shan, Chiang
Accounting Manager: Chien-Ming, Chiu
Golden Bridge Electech Inc. and Subsidiaries
Consolidated Statements of Comprehensive Income
From January 1 to December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| 2025 | 2024 | ||||
|---|---|---|---|---|---|
| Amount | % | Amount | % | ||
| 4000 | Operating revenue (Note 6(19)) | $ 1,414,272 | 100 | 1,199,233 | 100 |
| 5000 | Operating costs (Notes 6(5), and (15)) | 1,074,192 | 76 | 947,739 | 79 |
| 5900 | Gross profit from operations | 340,080 | 24 | 251,494 | 21 |
| 6000 | Operating expenses (Notes 6 (10), (14), (15), (20), and 7): | ||||
| 6100 | Selling expenses | 59,757 | 4 | 70,453 | 6 |
| 6200 | Administrative expenses | 99,242 | 7 | 94,110 | 8 |
| 6300 | Research and development expenses | 36,607 | 3 | 35,918 | 3 |
| 6450 | Gains from the reversal of expected credit impairment | (3,600) | - | (3,600) | - |
| Total operating expenses | 192,006 | 14 | 196,881 | 17 | |
| 6900 | Net operating income | 148,074 | 10 | 54,613 | 4 |
| 7000 | Non-operating income and expenses (Notes 6(6), (14) and (21)): | ||||
| 7100 | Total interest income | 6,276 | - | 12,052 | 1 |
| 7010 | Other income | 9,346 | 1 | 11,283 | 1 |
| 7020 | Other gains and losses | (31,091) | (2) | 16,369 | 1 |
| 7050 | Finance costs | (12,509) | (1) | (12,973) | (1) |
| 7370 | Share of profit (loss) in associates and joint ventures accounted for using the equity method | (3,465) | - | 3,093 | - |
| Total non-operating income and expenses | (31,443) | (2) | 29,824 | 2 | |
| 7900 | Net profit before tax | 116,631 | 8 | 84,437 | 6 |
| 7950 | Less: Income tax expenses (Note 6(16)) | 32,054 | 2 | 8,109 | 1 |
| 8200 | Profit | 84,577 | 6 | 76,328 | 5 |
| 8300 | Other comprehensive income: | ||||
| 8310 | Components of other comprehensive income that will not be reclassified to profit or loss | ||||
| 8311 | Remeasurement of defined benefit obligation | 3,761 | - | 4,932 | - |
| 8316 | Unrealized gain on investments in equity instruments at fair value through other comprehensive income | (15,642) | (1) | (1,095) | - |
| 8320 | Share of other comprehensive income of associates and joint ventures accounted for using the equity method - items not reclassified to profit or loss | 58 | - | (256) | - |
| 8349 | Less: Income tax related to components of other comprehensive income that will not be reclassified to profit or loss | 752 | - | 987 | - |
| (12,575) | (1) | 2,594 | - | ||
| 8360 | Components of other comprehensive income (loss) that will be reclassified to profit or loss | ||||
| 8361 | Exchange differences on translation of foreign financial statements | 22,048 | 2 | 46,918 | 4 |
| 8391 | Other components of other comprehensive income (loss) that will be reclassified to profit or loss | 300,441 | 21 | - | - |
| 8399 | Less: Income tax related to components of other comprehensive income that will be reclassified to profit or loss | - | - | - | - |
| 322,489 | 23 | 46,918 | 4 | ||
| 8300 | Other comprehensive income in the current period | 309,914 | 22 | 49,512 | 4 |
| 8500 | Total comprehensive income in current period | 394,491 | 28 | 125,846 | 9 |
| 9750 | Basic earnings per share (in NTD) (Note 6(18)) | $ | 0.72 | 0.6 | |
| 9850 | Diluted earnings per share (in NTD) (Note 6(18)) | $ | 0.72 | 0.6 |
(The accompanying notes are an integral part of the consolidated financial statements)
Chairman: Mai-Sheng, Lin
Manager: Te-Shan, Chiang
Accounting Manager: Chien-Ming, Chiu
Golden Bridge Electech Inc. and Subsidiaries
Consolidated Statements of Changes in Equity
From January 1 to December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| Share capital | Retained earnings | Other equity interest | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Common shares | Capital surplus | Legal capital reserve | Special capital reserve | Unappropriated retained earnings | Total | Exchange differences on translation of foreign financial statements | Unrealized gain (loss) on financial assets measured at fair value through other comprehensive income | Other | Total | Total equity | |
| Balance as of January 1, 2024 | $ 1,170,064 | 169,152 | 21,692 | 159,717 | 11,774 | 193,183 | (411,970) | (8,954) | - | (420,924) | 1,111,475 |
| Profit | - | - | - | - | 76,328 | 76,328 | - | - | - | - | 76,328 |
| Other comprehensive income in the current period | - | - | - | - | 3,945 | 3,945 | 46,918 | (1,095) | (256) | 45,567 | 49,512 |
| Total comprehensive income in current period | - | - | - | - | 80,273 | 80,273 | 46,918 | (1,095) | (256) | 45,567 | 125,840 |
| Appropriation and distribution of retained earnings: | |||||||||||
| Legal reserve | - | - | 1,178 | - | (1,178) | - | - | - | - | - | - |
| Special reserve | - | - | - | 10,596 | (10,596) | - | - | - | - | - | - |
| - | - | 1,178 | 10,596 | (11,774) | - | - | - | - | - | - | |
| Balance as of December 31, 2024 | 1,170,064 | 169,152 | 22,870 | 170,313 | 80,273 | 273,456 | (365,052) | (10,049) | (256) | (375,357) | 1,237,315 |
| Profit | - | - | - | - | 84,577 | 84,577 | - | - | - | - | 84,577 |
| Other comprehensive income in the current period | - | - | - | - | 3,009 | 3,009 | 22,048 | (15,642) | 300,499 | 306,905 | 309,914 |
| Total comprehensive income in current period | - | - | - | - | 87,586 | 87,586 | 22,048 | (15,642) | 300,499 | 306,905 | 394,491 |
| Appropriation and distribution of retained earnings: | |||||||||||
| Legal reserve | - | - | 8,027 | - | (8,027) | - | - | - | - | - | - |
| Special reserve | - | - | - | 72,246 | (72,246) | - | - | - | - | - | - |
| - | - | 8,027 | 72,246 | (80,273) | - | - | - | - | - | - | |
| Changes in other capital surplus: Distribution of cash dividends from capital surplus | - | (35,102) | - | - | - | - | - | - | - | - | (35,102) |
| Balance as of December 31, 2025 | $ 1,170,064 | 134,050 | 30,897 | 242,559 | 87,586 | 361,042 | (343,004) | (25,691) | 300,243 | (68,452) | 1,596,704 |
(The accompanying notes are an integral part of the consolidated financial statements)
Chairman: Mai-Sheng, Lin
Manager: Te-Shan, Chiang
Accounting Manager: Chien-Ming, Chiu
Golden Bridge Electech Inc. and Subsidiaries
Consolidated Statements of Cash Flows
From January 1 to December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| 2025 | 2024 | |
|---|---|---|
| Cash flows from operating activities: | ||
| Net profit before tax | $ 116,631 | 84,437 |
| Adjustments: | ||
| Adjustments to reconcile: | ||
| Depreciation expense | 34,178 | 28,427 |
| Amortization expense | 1,515 | 1,097 |
| Gains from the reversal of expected credit impairment | (3,600) | (3,600) |
| Net profits(losses) on financial assets at FVTPL | (204) | 52 |
| Interest expenses | 12,509 | 12,973 |
| Interest income | (6,276) | (12,052) |
| Dividend income | (2,111) | (2,010) |
| Share of loss (profit) in associates and joint ventures accounted for using the equity method | 3,465 | (3,093) |
| Loss on disposal of property, plant and equipment | 14 | - |
| Total adjustments to reconcile | 39,490 | 21,794 |
| Changes in operating assets and liabilities: | ||
| Note receivable | (339) | 1,019 |
| Accounts receivable | (86,884) | (79,526) |
| Other receivables | 186 | 429 |
| Inventories | 7,909 | (70,149) |
| Other current assets | (6,337) | (4,294) |
| Net defined benefit assets | (663) | (482) |
| Contract liabilities | 7,746 | 2,769 |
| Notes and accounts payable | 3,452 | 45,841 |
| Other payables | 13,799 | 6,713 |
| Other current liabilities | 783 | (6,752) |
| Other non-current liabilities | 2,100 | - |
| Total net changes in assets and liabilities related to operating activities | (58,248) | (104,432) |
| Total adjustments | (18,758) | (82,638) |
| Cash inflow generated from operations | 97,873 | 1,799 |
| Interest received | 6,276 | 12,052 |
| Interest paid | (12,509) | (12,973) |
| Income taxes paid | (18,066) | (10,996) |
| Net cash inflow (outflow) from operating activities | 73,574 | (10,118) |
23
Golden Bridge Electech Inc. and Subsidiaries
Consolidated Statements of Cash Flows (Continued)
From January 1 to December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| 2025 | 2024 | |
|---|---|---|
| Cash flows from (used in) investing activities: | ||
| Acquisition of financial assets at fair value through other comprehensive income | (2,788) | - |
| Disposal of financial assets at FVTPL | 1,010 | 268 |
| Acquisition of property, plant and equipment | (3,672) | (6,915) |
| Decrease (Increase) in refundable deposits paid | (748) | 1,030 |
| Acquisition of intangible assets | (221) | (520) |
| Decrease (Increase) in advance payments for equipment | (1,314) | 117 |
| Dividend received | 2,111 | 2,010 |
| Net cash outflow from investing activities | (5,622) | (4,010) |
| Cash flows from (used in) financing activities: | ||
| Decrease in short-term borrowings | (30,000) | (32,300) |
| Repay long-term borrowings | (16,000) | (16,000) |
| Increase in guarantee deposits | 118 | 38 |
| Payment of lease liabilities | (16,462) | (10,056) |
| Cash dividends paid | (35,102) | - |
| Net cash outflow from financing activities | (97,446) | (58,318) |
| Effect of exchange rate fluctuations on cash held | 6,076 | 20,073 |
| Decrease in cash and cash equivalents | (23,418) | (52,373) |
| Cash and cash equivalents at beginning of the period | 400,516 | 452,889 |
| Cash and cash equivalents at end of the period | $ 377,098 | 400,516 |
(The accompanying notes are an integral part of the consolidated financial statements)
Chairman: Mai-Sheng, Lin
Manager: Te-Shan, Chiang
Accounting Manager: Chien-Ming, Chiu
24
Independent Auditors' Report
To the Board of Golden Bridge Electech Inc.:
Opinion
The balance sheet of Golden Bridge Electech Inc. as of December 31, 2025 and 2024 and the statement of comprehensive income, statement of changes in equity, statement of cash flows from January 1 to December 31 in 2025 and 2024 and the notes to the parent company only financial statements (including the summary of major accounting policies) are audited by the CPA.
According to the audit results of the CPA, the above parent company only financial statements of Golden Bridge Electech Inc. were prepared according to the Regulations Governing the Preparation of Financial Reports by Securities Issuers, which properly express the financial position of Golden Bridge Electech Inc. as of December 31, 2025 and 2024, and the financial performance and cash flow from January 1 to December 31 in 2025 and 2024.
Basis for Opinion
We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards. Our responsibilities under those standards are further described in the Auditors' Responsibilities for the Audit of the Parent Company Only Financial Statements section of our report. We are independent of Golden Bridge Electech Inc. in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the parent company only financial statements for the year ended December 31, 2025 of Golden Bridge Electech Inc. These matters were addressed in the context of our audit of the parent company only financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. The key audit matters that, in our judgment, should be communicated on the audit report are as follows:
- Revenue recognition
For accounting policies related to the recognition of revenue, please refer to Note 4(15) in the Parent Company Only Financial Statements; For explanation of revenue, please refer to Note 6(16) in the Parent Company Only Financial Statements.
Description of key audit matters:
The Company engages in the production and sales of wires and wireless products for computer peripherals, ultra-high frequency communications, consumer electronics, as well as various types of power supplies. Considering the large volume of sales transactions and the dispersed customer base, the control over goods may be transferred to customers at different points in time, which affects the timing of revenue recognition. Therefore, sales revenue is one of the important audit matters that the auditor performs for Golden Bridge Electech Inc.’s financial statements.
Applied auditing procedures:
Our main audit procedures regarding the above key audit matters include: evaluating the reasonableness of the accounting treatment of revenue recognition; understanding and testing the effectiveness of the design and implementation of internal control over the sales and collection cycle; sampling individual sales transactions and verifying documents such as customer orders, shipping documents, and sales invoices; selecting a period before and after the balance sheet date to check the relevant shipping documents according to the agreed delivery terms and assess whether revenue has been recorded in the appropriate period.
- Valuation of inventory
For the accounting policies related to valuation of inventory, please refer to Note 4 (7) to the Parent Company Only Financial Statements; for the description of uncertainties of accounting estimates and assumptions for the valuation of inventory, please refer to Note 5 to the Parent Company Only Financial Statements; and for notes on inventory and related cost, please refer to Note 6 (4) to the Parent Company Only Financial Statements.
Description of key audit matters:
The inventories of Golden Bridge Electech Inc. mainly consist of raw wire and cable assemblies, but measuring the net realizable value of inventories and determining whether they are obsolete involves subjective judgment by management and is a highly uncertain accounting estimate. Therefore, inventory valuation is one of the important audit matters in our audit of the financial statements of Golden Bridge Electech Inc.
Applied auditing procedures:
Our main audit procedures regarding the above key audit matters include understanding and testing the relevant controls of the cost operation cycle, evaluating whether the provision for inventory price decline and obsolescence losses of Golden Bridge Electech Inc. has been made in accordance with the company’s policy and handled in accordance with relevant accounting standards. In addition, we reviewed the inventory aging report of Golden Bridge Electech Inc., analyzed the
26
changes in inventory aging over different periods, and tested the relevant values of interval classification and whether cost or net realizable value is lower in the calculation table for the inventory aging report, to evaluate the reasonableness of the inventory allowance valuation.
Responsibilities of Management and Those Charged with Governance for the Parent Company Only Financial Statements
Management is responsible for the preparation and fair presentation of the parent company only financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and for such internal control as management determines is necessary to enable the preparation of parent company only financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the parent company only financial statements, management is responsible for assessing the ability of Golden Bridge Electech Inc. to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate Golden Bridge Electech Inc. or to cease operations, or has no realistic alternative but to do so.
Those charged with governance (including members of the Audit Committee) are responsible for overseeing the financial reporting process of Golden Bridge Electech Inc.
Auditors' Responsibilities for the Audit of the Parent Company Only Financial Statements
Our objectives are to obtain reasonable assurance about whether the parent company only financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the auditing standards in the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these parent company only financial statements.
As part of an audit in accordance with the auditing standards, we exercise professional judgment and professional skepticism throughout the audit. We also:
- Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
- Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control of Golden Bridge Electech Inc.
27
-
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
-
Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of Golden Bridge Electech Inc. to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors' report to the related disclosures in the parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors' report. However, future events or circumstances may deprive the ability of Golden Bridge Electech Inc. to continue as a going concern.
-
Evaluate the overall presentation, structure and content of the parent company only financial statements (including the related notes), and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
-
Obtain sufficient appropriate audit evidence regarding the financial information of the invested companies measured using equity method to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion on Golden Bridge Electech Inc.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the parent company only financial statements of Golden Bridge Electech Inc. for the year ended December 31, 2025 and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
28
KPMG
CPA:
Securities Competent Authority Approval Certified Number
Chin-Kuan-Cheng-Shen-Tzu No. 1010004977
Chin-Kuan-Cheng-Shen-Tzu No. 1120333238
March 30, 2026
Notice to Readers
The accompanying parent company only financial statements are intended only to present the parent company only financial position, financial performance and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such parent company only financial statements are those generally applied in the Republic of China.
For the convenience of readers, the independent auditors' report and the accompanying parent company only financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors' report and parent company only financial statements shall prevail.
29
Golden Bridge Electech Inc.
Balance Sheets
As of December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| Assets | December 31, 2025 | December 31, 2024 | Liabilities and equity | December 31, 2025 | December 31, 2024 | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Amount | % | Amount | % | Amount | % | Amount | % | Amount | % | |||
| Current assets: | Current liabilities: | |||||||||||
| 1100 | Cash and cash equivalents (Note 6(1)) | $ 93,194 | 4 | 73,205 | 4 | 2100 | Short-term borrowings (Notes 6(10) and 8) | $ 498,000 | 20 | 528,000 | 25 | |
| 1150 | Notes receivable, net (Notes 6(3) and (16)) | 468 | - | 129 | - | 2130 | Lease liabilities - current (Note 6(16)) | 7,899 | - | 4,949 | - | |
| 1170 | Accounts receivable, net (Note 6(3) and (16)) | 305,394 | 12 | 218,316 | 10 | 2170 | Accounts payable | 3,144 | - | 5,190 | - | |
| 1200 | Other receivables | 510 | - | 654 | - | 2180 | Accounts payable - related parties (Note 7) | 326,394 | 13 | 186,579 | 9 | |
| 1210 | Other receivables - related parties (Note 7) | 89,404 | 4 | 112,244 | 5 | 2200 | Other payables (Note 6 (9)) | 22,041 | 1 | 22,461 | 1 | |
| 130X | Inventories (Note 6(4)) | 34,847 | 1 | 35,180 | 2 | 2220 | Other payables - related parties (Note 7) | 52,249 | 2 | 72,208 | 4 | |
| 1470 | Other current assets liabilities (Note 6(8)) | 2,810 | - | 1,968 | - | 2230 | Current income tax liabilities (Note 6(13)) | 8,126 | - | 5,396 | - | |
| Total current assets | 526,627 | 21 | 441,696 | 21 | 2320 | Long-term liabilities due within one year (Note 6(11)) | 9,333 | - | 16,000 | 1 | ||
| Non-current assets: | 2300 | Other Current Liabilities | 2,491 | - | 2,996 | - | ||||||
| 1517 | Financial assets at fair value through other comprehensive income - non-current (Note 6(2)) | 66,103 | 3 | 78,957 | 4 | Total current liabilities | 929,677 | 36 | 843,779 | 40 | ||
| 1550 | Investments accounted for using equity method (Note 6(5)) | 1,643,310 | 64 | 1,269,725 | 60 | 2540 | Long-term bank borrowings (Note 6(11)) | - | - | 9,333 | - | |
| 1600 | Property, plant and equipment (Note 6(6)) | 179,882 | 7 | 183,466 | 9 | 2570 | Deferred income tax liabilities (Note 6(13)) | 16,882 | 1 | 15,997 | 1 | |
| 1780 | Intangible assets (Note 6(7)) | 14,521 | 1 | 15,734 | 1 | 2600 | Other non-current liabilities | 2,100 | - | - | - | |
| 1840 | Deferred income tax assets (Note 6(13)) | 55,946 | 2 | 61,941 | 3 | 2645 | Guarantee deposits | 903 | - | 561 | - | |
| 1975 | Net defined benefit assets (Note 6(12)) | 52,687 | 2 | 48,263 | 2 | Total non-current liabilities | 19,885 | 1 | 25,891 | 1 | ||
| 1900 | Other non-current assets liabilities (Note 6(8)) | 7,190 | - | 7,203 | - | Total liabilities | 949,562 | 37 | 869,670 | 41 | ||
| Total non-current assets | 2,019,639 | 79 | 1,665,289 | 79 | Equity (Note 6(14)): | |||||||
| 3110 | Share capital | 1,170,064 | 46 | 1,170,064 | 56 | |||||||
| 3200 | Capital surplus | 134,050 | 5 | 169,152 | 8 | |||||||
| 3300 | Retained earnings | 361,042 | 14 | 273,456 | 13 | |||||||
| 3400 | Other equity interest | (68,452) | (2) | (375,357) | (18) | |||||||
| Total equity | 1,596,704 | 63 | 1,237,315 | 59 | ||||||||
| Total liabilities and equity | $ 2,546,266 | 100 | 2,106,985 | 100 |
Total assets
$ 2,546,266 100 2,106,985 100
Chairman: Mai-Sheng, Lin
(The accompanying notes are an integral part of the parent company only financial statements)
Manager: Te-Shan, Chiang
Accounting Manager: Chien-Ming, Chiu
Golden Bridge Electech Inc.
Statements of Comprehensive Income
From January 1 to December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| 2025 | 2024 | ||||
|---|---|---|---|---|---|
| Amount | % | Amount | % | ||
| 4000 | Operating revenue (Note 6(16)) | $ 1,025,057 | 100 | 841,281 | 100 |
| 5000 | Operating costs (Notes 6 (4), (6), (7), (12), and 12) | 869,939 | 85 | 706,580 | 84 |
| 5900 | Gross profit from operations | 155,118 | 15 | 134,701 | 16 |
| 6000 | Operating expenses (Notes 6 (3), (12), (17), 7 and 12): | ||||
| 6100 | Selling expenses | 22,275 | 2 | 31,366 | 4 |
| 6200 | Administrative expenses | 36,087 | 4 | 35,251 | 4 |
| 6300 | Research and development expenses | 11,043 | 1 | 9,943 | 1 |
| 6450 | Gains from expected credit impairment loss | (3,600) | - | (3,600) | - |
| Total operating expenses | 65,805 | 7 | 72,960 | 9 | |
| 6900 | Net operating income | 89,313 | 8 | 61,741 | 7 |
| 7000 | Non-operating income and expenses (Notes 6(5) and (18)): | ||||
| 7100 | Interest income | 1,646 | - | 3,832 | - |
| 7010 | Other income | 7,608 | 1 | 6,835 | 1 |
| 7020 | Other gains and losses | (15,034) | (1) | (6,069) | (1) |
| 7050 | Finance costs | (11,621) | (1) | (12,152) | (1) |
| 7070 | Share of profit or loss of subsidiaries, associates and joint ventures accounted for using equity method | 35,891 | 4 | 37,059 | 4 |
| Total non-operating income and expenses | 18,490 | 3 | 29,505 | 3 | |
| 7900 | Net profit before tax | 107,803 | 11 | 91,246 | 10 |
| 7950 | Less: Income tax expenses (Note 6(13)) | 23,226 | 2 | 14,918 | 2 |
| 8200 | Profit | 84,577 | 9 | 76,328 | 8 |
| 8300 | Other comprehensive income: | ||||
| 8310 | Components of other comprehensive income that will not be reclassified to profit or loss | ||||
| 8311 | Remeasurement of defined benefit obligation | 3,761 | - | 4,932 | 1 |
| 8316 | Unrealized gain on investments in equity instruments at fair value through other comprehensive income | (15,642) | (2) | (1,095) | - |
| 8320 | Share of other comprehensive income of associates and joint ventures accounted for using the equity method - items not reclassified to profit or loss | 58 | - | (256) | - |
| 8349 | Less: Income tax related to components of other comprehensive income that will not be reclassified to profit or loss | 752 | - | 987 | - |
| (12,575) | (2) | 2,594 | 1 | ||
| 8360 | Components of other comprehensive income (loss) that will be reclassified to profit or loss | ||||
| 8361 | Exchange differences on translation of foreign financial statements | 22,048 | 2 | 46,918 | 6 |
| 8391 | Other components of other comprehensive income (loss) that will be reclassified to profit or loss | 300,441 | 29 | - | - |
| 8399 | Less: Income tax related to components of other comprehensive income that will be reclassified to profit or loss | - | - | - | - |
| 322,489 | 31 | 46,918 | 6 | ||
| 8300 | Other comprehensive income in the current period | 309,914 | 29 | 49,512 | 7 |
| 8500 | Total comprehensive income in current period | $ 394,491 | 38 | 125,840 | 15 |
| 9750 | Basic earnings per share (in NTD) (Note 6(15)) | $ | 0.72 | 0.65 | |
| 9850 | Diluted earnings per share (in NTD) (Note 6(15)) | $ | 0.72 | 0.65 |
(The accompanying notes are an integral part of the parent company only financial statements)
Chairman: Mai-Sheng, Lin
Manager: Te-Shan, Chiang
Accounting Manager: Chien-Ming, Chiu
Golden Bridge Electech Inc.
Statements of Changes in Equity
From January 1 to December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
Other equity interest
| Common shares | Capital surplus | Retained earnings | Exchange differences on translation of foreign financial statements | Unrealized gain (loss) on financial assets measured at fair value through other comprehensive income | Other | Total | Total equity | ||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Legal capital reserve | Special capital reserve | Unappropriated retained earnings (accumulated deficit) | Total | ||||||||
| Balance as of January 1, 2024 | $ 1,170,064 | 169,152 | 21,692 | 159,717 | 11,774 | 193,183 | (411,970) | (8,954) | - | (420,924) | 1,111,475 |
| Profit | - | - | - | - | 76,328 | 76,328 | - | - | - | - | 76,328 |
| Other comprehensive income in the current period | - | - | - | - | 3,945 | 3,945 | 46,918 | (1,095) | (256) | 45,567 | 49,512 |
| Total comprehensive income in current period | - | - | - | - | 80,273 | 80,273 | 46,918 | (1,095) | (256) | 45,567 | 125,840 |
| Appropriation and distribution of retained earnings: | |||||||||||
| Legal reserve | - | - | 1,178 | - | (1,178) | - | - | - | - | - | - |
| Special reserve | - | - | - | 10,596 | (10,596) | - | - | - | - | - | - |
| - | - | 1,178 | 10,596 | (11,774) | - | - | - | - | - | - | |
| Balance as of December 31, 2024 | 1,170,064 | 169,152 | 22,870 | 170,313 | 80,273 | 273,456 | (365,052) | (10,049) | (256) | (375,357) | 1,237,315 |
| Profit | - | - | - | - | 84,577 | 84,577 | - | - | - | - | 84,577 |
| Other comprehensive income in the current period | - | - | - | - | 3,009 | 3,009 | 22,048 | (15,642) | 300,499 | 306,905 | 309,914 |
| Total comprehensive income in current period | - | - | - | - | 87,586 | 87,586 | 22,048 | (15,642) | 300,499 | 306,905 | 394,491 |
| Appropriation and distribution of retained earnings: | |||||||||||
| Legal reserve | - | - | 8,027 | - | (8,027) | - | - | - | - | - | - |
| Special reserve | - | - | - | 72,246 | (72,246) | - | - | - | - | - | - |
| - | - | 8,027 | 72,246 | (80,273) | - | - | - | - | - | - | |
| Changes in other capital surplus: Distribution of cash dividends from capital surplus | - | (35,102) | - | - | - | - | - | - | - | - | (35,102) |
| Balance as of December 31, 2025 | $ 1,170,064 | 134,050 | 30,897 | 242,559 | 87,586 | 361,042 | (343,004) | (25,691) | 300,243 | (68,452) | 1,596,704 |
(The accompanying notes are an integral part of the parent company only financial statements)
Chairman: Mai-Sheng, Lin
Manager: Te-Shan, Chiang
Accounting Manager: Chien-Ming, Chiu
Golden Bridge Electech Inc.
Statements of Cash Flows
From January 1 to December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| 2025 | 2024 | |
|---|---|---|
| Cash flows from operating activities: | ||
| Net profit before tax | $ 107,803 | 91,246 |
| Adjustments: | ||
| Adjustments to reconcile: | ||
| Depreciation expense | 3,879 | 3,943 |
| Amortization expense | 1,408 | 953 |
| Net loss on financial assets or liabilities at fair value through profit or loss | - | 40 |
| Interest expenses | 11,621 | 12,152 |
| Interest income | (1,646) | (3,832) |
| Dividend income | (2,085) | (2,010) |
| Share of profit of subsidiaries, associates and joint ventures accounted for using equity method | (35,891) | (37,059) |
| Total adjustments to reconcile | (22,714) | (25,813) |
| Changes in operating assets and liabilities: | ||
| Note receivable | (339) | 1,019 |
| Accounts receivable | (87,078) | (68,909) |
| Other receivables | 22,984 | (11,436) |
| Inventories | 333 | (25,066) |
| Other current assets | (842) | 386 |
| Net defined benefit assets | (663) | (482) |
| Contract liabilities | 2,950 | 1,987 |
| Accounts payable | (2,046) | (2,033) |
| Accounts payable - related parties | 139,815 | 21,668 |
| Other payables | (445) | 6,584 |
| Other current liabilities | (505) | (5,215) |
| Other non-current liabilities | 2,100 | - |
| Total net changes in assets and liabilities related to operating activities | 76,264 | (81,497) |
| Total adjustments | 53,550 | (107,310) |
| Cash inflow (outflow) generated from operations | 161,353 | (16,064) |
| Interest received | 1,646 | 4,148 |
| Interest paid | (11,596) | (12,108) |
| Income taxes paid | (14,368) | (10,399) |
| Net cash inflow (outflow) from operating activities | 137,035 | (34,423) |
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Golden Bridge Electech Inc.
Statements of Cash Flows (Continued)
From January 1 to December 31, 2025 and 2024
(Expressed in Thousands of New Taiwan Dollars)
| 2025 | 2024 | |
|---|---|---|
| Cash flows from (used in) investing activities: | ||
| Acquisition of financial assets at fair value through other comprehensive income | (2,788) | - |
| Disposal of financial assets at FVTPL | - | 268 |
| Acquisition of investments accounted for using equity method | (16,653) | (31,793) |
| Disposal of investments accounted for using equity method | 1,506 | - |
| Acquisition of property, plant and equipment | (295) | - |
| Decrease in refundable deposits paid | 13 | 109 |
| Acquisition of intangible assets | (195) | (255) |
| Dividend received | 2,085 | 2,010 |
| Net cash outflow from investing activities | (16,327) | (29,661) |
| Cash flows from (used in) financing activities: | ||
| Decrease in short-term borrowings | (30,000) | (32,300) |
| Repay long-term borrowings | (16,000) | (16,000) |
| Increase in guarantee deposits | 342 | 26 |
| Decrease in other payables - related parties | (19,959) | (2,084) |
| Payment of lease liabilities | - | (80) |
| Cash dividends paid | (35,102) | - |
| Net cash outflow from financing activities | (100,719) | (50,438) |
| Increase (Decrease) in cash and cash equivalents | 19,989 | (114,522) |
| Cash and cash equivalents at beginning of the period | 73,205 | 187,727 |
| Cash and cash equivalents at end of the period | $ 93,194 | 73,205 |
(The accompanying notes are an integral part of the parent company only financial statements)
Chairman: Mai-Sheng, Lin
Manager: Te-Shan, Chiang
Accounting Manager: Chien-Ming, Chiu
34
Exhibit 4
GOLDEN BRIDGE ELECTECH INC.
2025 Earning Distribution
Unit: NTD
| Undistributed retained earnings at the beginning of the period | 0 | |
|---|---|---|
| Profit | 84,576,694 | |
| Actuarial gains (losses) included in retained earnings | 3,008,437 | |
| Plus: Profit plus adjusted figures | 87,585,131 | |
| Less: Legal reserve for 2025 (10%) | (8,758,513) | |
| Plus: Reversal of special reserve for 2025 | 174,108,453 | |
| Plus: Surplus reserve for 2025 | 165,349,940 | |
| Earnings available for distribution in this term | 252,935,071 | |
| Items of distribution | ||
| Cash dividends (NTD 1 per share) | 117,006,294 | |
| Undistributed retained earnings at the end of the period | 135,928,777 |
Chairman:
Mai-Sheng, Lin
Manager:
Te-Shan, Chiang
Accounting Manager:
Chien-Ming, Chiu
35
Exhibit 5
GOLDEN BRIDGE ELECTECH INC.
List of Independent Director Candidates
| No. | Name | Education | Experience | Current position | Number of shares held |
|---|---|---|---|---|---|
| 1 | Hsing-Yi, Chou | Ph.D. in Business Administration, Indiana University, USA | Full-Time Professor, Department of Finance, National Chengchi University President, National Chengchi University Dean, College of Commerce, National Chengchi University Associate Dean, College of Commerce, National Chengchi University Chair, Department of Finance, National Chengchi University Director, Investor Research Center, College of Commerce, National Chengchi University Supervisor, Taipei Exchange | Professor Emeritus, Department of Finance, National Chengchi University Director, ESG World Citizens & Digital Governance Foundation Director, Global Views Education Foundation Director, Koo Foundation Sun Yat-Sen Cancer Center Director, Andrew T. Huang Medical Education Promotion Fund Chairman, TAIWAN INSTITUTE OF DIRECTORS Chairman, Financial Literacy & Education Association Independent director, Lien Hwa Industrial Holdings Corp. Independent director, Coretronic Corporation | 0 shares |
Appendix 1
GOLDEN BRIDGE ELECTECH INC.
Article of Incorporation
Chapter 1 General Provisions
Article 1 The Company is incorporated in accordance with the Company Act and is named as Golden Bridge Electech Inc.
Article 2 The Company operates various businesses as follows:
(1) CC01020 Electric Wires and Cables Manufacturing
(2) CC01030 Electrical Appliances and Audiovisual Electronic Products Manufacturing
(3) CC01040 Lighting Equipment Manufacturing
(4) CC01060 Wired Communication Equipment and Apparatus Manufacturing
(5) CC01070 Wireless Communication Mechanical Equipment Manufacturing
(6) CC01080 Electronic Components Manufacturing
(7) CC01100 Controlled Telecommunications Radio-Frequency Devices and Materials Manufacturing
(8) CC01110 Computer and Peripheral Equipment Manufacturing
(9) CC01990 Other Electrical Engineering and Electronic Machinery Equipment Manufacturing
(10) CE01010 General Instrument Manufacturing
(11) CE01030 Optical instruments manufacturing
(12) F108031 Wholesale of Medical Devices
(13) F113020 Wholesale of Household Appliance
(14) F208031 Retail sale of Medical Equipments
(15) F213010 Retail Sale of Electrical Appliances
(16) F401010 International Trade
(17) F401021 Restrained Telecom Radio Frequency Equipments and Materials Import
(18) ZZ99999 All business activities that are not prohibited or restricted by law, except those that are subject to special approval
(19) CF01011 Medical Materials and Equipment Manufacturing
(20) F214010 Retail Sale of Motor Vehicles
(21) F214020 Retail Sale of Motorcycles
(22) F214030 Retail Sale of Motor Vehicle Parts and Motorcycle Parts, Accessories
(23) F214990 Retail Sale of Other Traffic Means of Transport and Component Parts Thereof
(24) JA01010 Automobile Repair
(25) JA02020 Motorcycle Repair
(26) JA01990 Other Automobile Services
Article 2-1 The Company's investment in the limited shareholders of other companies shall be resolved by the Board of Directors as authorized, the total investment shall not be subject to the restriction specified in Article 13 of the Company Act that such investment shall not exceed 40% of the paid-in capital.
Article 2-2 The Company may offer external guarantee for peers or affiliates within the relevant business scope according to its Rules for Provision of Endorsement or Guarantee.
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Article 3 The headquarters of the Company shall be located in New Taipei City, and branches may be established within or outside the country if necessary by the resolution of the Board of Directors.
Article 4 Deleted.
Chapter 2 Shareholding
Article 5 The Company’s total capital is NTD 2 billion, divided into 200 million shares, with NTD 10 per share, which are issued in tranches.
Within the aforementioned total capital, NTD 100 million is reserved for the issuance of employee stock warrants of 10 million shares, with a par value of NTD 10 per share, which may be issued in tranches as resolved by the Board of Directors.
Article 6 The Company's stock affairs shall be handled in accordance with the Regulations Governing the Administration of Shareholder Services of Public Companies issued by the competent authority.
Article 7 The Company's stock certificates are in registered form, signed or sealed and numbered by the directors representing the Company, and issued after being certified by the bank acting as the certifier of stock issuance in accordance with the law.
The shares issued by the Company may be issued without a printed share certificate, but shall be registered with a centralized security depository.
Article 8 No transfer of shares may be registered within 60 days prior to the date of the annual shareholders' meeting, within 30 days prior to the date of the extraordinary shareholders' meeting, or within five days prior to the base date on which the Company decides to distribute dividends and bonuses or other benefits.
Article 8-1 Transfer of employee warrants from the Company to its employees at a price lower than the actual average buyback price of such shares shall be approved by the shareholders representing more than two-thirds of the voting rights of all the shareholders present at the latest Shareholders’ Meeting attended by the shareholders representing over half of the total number of issued shares.
Article 8-2 The issuance of employee warrants at a price lower than the closing price of the Company's common stock on the date of issuance shall be approved, before the issuance, by the shareholders representing more than two-thirds of the voting rights of all the shareholders present at the latest Shareholders’ Meeting attended by the shareholders representing over half of the total number of issued shares.
Chapter 3 Shareholders’ Meetings
Article 9 Shareholders' Meetings include annual meetings and extraordinary meetings. Annual meetings are held annually within six months after the end of each fiscal year, and extraordinary meetings are convened when necessary in accordance with the law.
Article 9-1 In order to enable the Company to convene the shareholders' meetings more flexibly, the Company may convene the shareholders' meetings by video conference or other means announced by the central competent authority in accordance with Article 172-2, Paragraph 1 of the Company Act.
Article 10 A shareholder who is unable to attend a shareholders’ meeting may appoint a proxy to attend the meeting by providing the proxy form issued by the Company and stating the scope of the proxy’s authorization. When one person is concurrently appointed as proxy by two or more shareholders, the voting rights represented by that proxy may not exceed 3 percent of the voting rights represented by the total number of issued shares. If that percentage is exceeded, the voting rights in excess of that percentage shall not be included in the calculation.
Article 11 A shareholder of the Company shall be entitled to one vote for each share held, except when the shares are deemed non-voting shares under Article 179 of the Company Act or other regulations.
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Article 12 Except otherwise specified in the Company Act, a resolution at a shareholders’ meeting shall be made by a majority of votes of the shareholders present, representing a majority of the total number of issued shares.
In accordance with the provisions of the competent authorities, the shareholders of the Company may also exercise their voting rights electronically. Shareholders who exercise their voting rights electronically shall be deemed to be present in person, and all relevant matters shall be handled in accordance with the provisions of the law.
Chapter 4 Directors and Audit Committee
Article 13 The Company shall have seven to eleven directors, who shall be elected by the shareholders from a list of candidates under a candidate nomination system. The directors shall have a term of office of three years, and can be re-elected.
Among the said number of the Company’s directors, there shall be no less than 2 independent directors, which shall account for no less than one-fifth of the number of directors.
The qualifications of independent directors and related matters shall be subject to the relevant laws and regulations.
The total number of registered shares of the Company held by all directors is determined in accordance with the standards set forth in the Rules Governing the Equity Ratio of Directors and Its Audit of Public Companies issued by the competent securities authority.
In accordance with Article 14-4 of the Securities and Exchange Act, the Company has established an audit committee consisting of all independent directors, with no fewer than three members, one of whom shall be the convener and at least one of whom shall have accounting or financial expertise. The terms of reference, rules of procedure and other matters to be followed by the Audit Committee shall be subject to the relevant laws and the Company's Articles of Incorporation. From the date of establishment of the Audit Committee, the duties of the Supervisors shall be performed by the Audit Committee.
Article 13-1 Deleted
Article 14 Directors shall organize the Board of Directors to elect a chairman among them as approved by more than half of the directors attending such meeting as is attended by over two-thirds of all the directors, and shall elect a vice chairman in the same manner in accordance with the provisions of the Articles of Incorporation. The chairman shall be the chairperson of the Shareholders' Meeting and the Board of Directors meeting internally and represent the Company externally. A director who is unable to attend a Board of Directors meeting for any reason may appoint an attending director to act as a proxy for him/her by issuing a Power of Attorney and specifying the scope of authorization for the reason for convening, provided that each director can only be the proxy of one director.
In a Board meeting is held by video conference, the directors who participate in the video conference shall be deemed to have attended the meeting in person.
Article 14-1 The Board of Directors meeting shall be convened at least once a quarter, the reasons shall be specified, and the directors shall be notified by e-mail or in writing at least seven days before the meeting date. However, the meeting may be held at any time in case of emergency.
Unless otherwise provided by the Company Act, a resolution shall be adopted by the Board of Directors with the approval of more than half of the attending directors.
Article 15 If the chairman of the board of directors is on leave or for any reason unable to exercise the powers of the chairperson, his or her proxy shall be subject to Article 208 of the Company Act.
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Article 16 The Remuneration Committee shall make a proposal for the directors’ remuneration based on their participation in and contribution to the Company’s operations, taking into account the domestic and overseas industry standards, and sent to the Board of Directors meeting for resolution; in addition, the Company may purchase liability insurance for the directors during their term of office for the indemnity liability they are legally liable for in their performance of their duties.
Chapter 5 Manager
Article 17 The Company shall have one CEO, several presidents and several vice presidents, whose appointment, dismissal and remuneration shall be subject to Article 29 of the Company Act.
Chapter 6 Accounting
Article 18 At the end of each fiscal year, the Company's Board of Directors shall prepare the following statements and submit to the Audit Committee for review thirty days prior to the Annual Shareholders’ Meeting, and submit to the Annual Shareholders’ Meeting for ratification.
(1) Business Report.
(2) Financial Statements.
(3) Proposal for earnings distribution or deficit compensation.
Article 19 Deleted
Article 20 Based on the Company's profit in a year (i.e., profit before tax and before the distribution of employees' and directors' remuneration), if the Company still has accumulated deficit, the Company shall reserve the amount to compensate the accumulated deficit in advance, and then set aside the employees' and directors' remuneration according to the following proportions from the remaining amount:
(1) The directors' remuneration shall be not more than 3%.
(2) The employees' remuneration shall be 3% to 10%.
No less than 20% of the aforesaid amount of employees' remuneration shall be set aside for the distribution of remuneration to grassroots employees.
When distributing employee remuneration in the form of stocks or cash (including total shares or total amount), the board of directors shall pass a resolution with the approval of two-thirds of the attending directors and the majority of the attending directors, and report it to the shareholders' meeting.
Article 20-1 If the Company's annual accounts show that there are profits for the current period, any profits shall first be used to pay taxes and offset accumulated losses. If there are still profits remaining, 10% of the profits shall be allocated as legal reserves, and after allocating and reversing special reserves in accordance with relevant legal requirements, the remaining amount, together with the balance of accumulated undistributed earnings at the beginning of the year and any adjustment of undistributed earnings for the current year, shall be regarded as distributable profits. The board of directors will then prepare an earnings distribution plan and submit it to the shareholders' meeting for a resolution on the distribution of shareholders’ dividends.
The Company adopts a balanced dividend policy for distributing dividends to shareholders. As the company is currently in the growth stage, it may have plans to expand its production lines and require funding in the future years. Therefore, the principle for determining the dividend amount is based on at least 50% of the current year's distributable earnings, with cash dividends not exceeding 20% of the total dividends. However, if the company obtains sufficient funds from external sources to support significant capital expenditures in a given year, it will allocate at least 50% of the dividends declared for that year as cash dividends.
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Article 20-2
In accordance with Article 41, Paragraph 1 of the Securities and Exchange Act, in order to maintain the integrity and stability of the financial structure of public companies, the public companies shall, when distributing distributable earnings, set aside special reserves that should not be distributed in the following manner:
In respect of the net decreases in other equity occurred during the period (e.g. exchange differences on conversion of financial statements of foreign operating companies, unrealized gain or loss on financial assets measured at fair value through other comprehensive income, gain or loss on hedging instruments, revaluation appreciation and other accumulated balances), a special reserve shall be allocated in the same amount from the net profit after tax plus the amount of items other than the net profit after tax included in the current undistributed earnings; if there is still a shortfall, it shall be further allocated from the undistributed earnings in the prior period.
(1) In respect of the net decreases in other equity accumulated in the prior period, a special reserve in the same amount shall be allocated from the undistributed earnings in the prior period. If there is still a shortfall, it shall be further allocated from the net profit after tax plus the amount of items other than the net profit after tax included in the current undistributed earnings.
(2) If the Company has allocated a special reserve in accordance with the preceding paragraph, a supplementary special reserve shall be allocated for the difference between the amount allocated and the amount of special reserve required by the preceding paragraph. Afterwards, if there is a reversal of the net decrease in other equity, earnings may be distributed from the reversed part of special reserve.
Chapter 7 Supplementary Provisions
Article 21
Matters relating to the resolutions of a shareholders’ meeting shall be recorded in the meeting minutes. The meeting minutes shall be signed or sealed by the chairperson of the meeting and a copy distributed to each shareholder within 20 days after the conclusion of the meeting.
The aforementioned meeting minutes may be produced and distributed in electronic form.
The meeting minutes in the first paragraph shall be distributed by public announcement if it is a public company.
Meeting minutes shall specify the date and place of the meeting, number of shareholders present, number of shares represented, number of voting rights, chairperson’s name, resolution items, resolution approval methods, as well as important contents and results of discussion, and shall be kept permanently during the Company’s survival period.
The attendance book of shareholders attending the meeting and the power of attorney for proxy attendance shall be kept for at least one year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the ballots shall be retained until the conclusion of the litigation.
Article 22
Any matters not covered in the Articles of Incorporation shall be subject to the Company Act.
Article 23
The Articles of Incorporation were formulated on November 4, 1976.
The 1st amendment was made on May 14, 1979.
The 2nd amendment was made on June 9, 1979.
The 3rd amendment was made on July 9, 1979.
The 4th amendment was made on July 4, 1981.
The 5th amendment was made on March 1, 1982.
The 6th amendment was made on July 2, 1984.
The 7th amendment was made on August 10, 1988.
The 8th amendment was made on January 4, 1991.
The 9th amendment was made on April 11, 1992.
The 10th amendment was made on May 25, 1992.
The 11th amendment was made on March 10, 1994.
The 12th amendment was made on July 19, 1997.
The 13th amendment was made on January 8, 1999.
The 14th amendment was made on April 19, 1999.
The 15th amendment was made on June 30, 1999.
The 16th amendment was made on October 23, 1999.
The 17th amendment was made on February 1, 2000.
The 18th amendment was made on June 3, 2000.
The 19th amendment was made on December 9, 2000.
The 20th amendment was made on June 30, 2001.
The 21st amendment was made on June 4, 2002.
The 22nd amendment was made on June 9, 2006.
The 23rd amendment was made on June 19, 2008.
The 24th amendment was made on June 24, 2010.
The 25th amendment was made on June 10, 2011.
The 26th amendment was made on June 19, 2012.
The 27th amendment was made on June 26, 2013.
The 28th amendment was made on June 24, 2015.
The 29th amendment was made on June 27, 2016.
The 30th amendment was made on June 29, 2018.
The 31st amendment was made on June 23, 2020.
The 32nd amendment was made on August 26, 2021.
The 33rd amendment was made on June 29, 2022.
The 34th amendment was made on June 30, 2025.
GOLDEN BRIDGE ELECTECH INC.
Chairman: Mai-Sheng, Lin
42
Appendix 2
GOLDEN BRIDGE ELECTECH INC.
Rules of Procedure for Shareholders' Meetings
Date of approval by Shareholders' Meeting: June 27, 2023
-
The rules of procedures for the Company’s shareholders’ meetings, except as otherwise provided by law, regulation, or the articles of incorporation, shall be as provided in these Rules.
-
The Company shall announce the time period for acceptance of shareholders’ sign-in, sign-in place, and other matters for attention.
The sign-in mentioned in the preceding paragraph shall be completed at least 30 minutes prior to the meeting commencement time; There shall be clear marks, and a sufficient number of suitable persons appointed to handle sign-in affairs, at the sign-in place.
Shareholders or proxy entrusted by a shareholder (hereinafter referred to as “shareholder”) shall attend a Shareholders’ Meeting based on attendance cards, sign-in cards, or other certificates of attendance. A solicitor soliciting a Power of Attorney shall also take identification documents for verification.
The Company shall furnish the attending shareholders with an attendance book to sign, or attending shareholders may hand in a sign-in card in lieu of signing in. The number of shares present shall be calculated according to the attendance book or the sign-in card.
- Attendance and voting at shareholders’ meetings shall be calculated based on numbers of shares.
A shareholder shall be entitled to one vote for each share held, except when the shares are restricted to shares or are deemed non-voting shares under Article 179, paragraph 2 of the Company Act.
With respect to resolutions of shareholders’ meetings, the number of shares held by a shareholder with no voting rights shall not be calculated as part of the total number of issued shares.
When a shareholder is an interested party in relation to an agenda item, and there is the likelihood that such a relationship would prejudice the interests of the Company, that shareholder may not vote on that item, and may not exercise voting rights as proxy for any other shareholder.
The number of shares for which voting rights may not be exercised under the preceding paragraph shall not be calculated as part of the voting rights represented by attending shareholders.
-
The venue for a shareholders’ meeting shall be the premises of the Company, or a place easily accessible to shareholders and suitable for a shareholders’ meeting. The meeting may begin no earlier than 9 a.m. and no later than 3 p.m. The Company shall not be subject to the restrictions on the meeting place as specified in the preceding paragraph if it holds a video Shareholders’ Meeting.
-
If a shareholders’ meeting is convened by the board of directors, the meeting shall be chaired by the chairperson of the board. When the chairperson of the board is on leave or for any reason unable to exercise the powers of the chairperson, the vice chairperson shall act in place of the chairperson; if there is no vice chairperson or the vice chairperson also is on leave or for any reason unable to exercise the powers of the vice chairperson, the chairperson shall appoint one of the managing directors to act as chair, or, if there are no managing directors, one of the directors shall be appointed to act as chair. Where the chairperson does not make such a designation, the managing directors or the directors shall select from among themselves one person to serve as chair.
When a managing director or a director serves as chairperson, as referred to in the preceding
43
paragraph, the managing director or director shall be one who has held that position for six months or more and who understands the financial and business conditions of the Company. The same shall be true for a representative of a juristic person director that serves as chairperson.
If a shareholders’ meeting is convened by a party with power to convene but other than the board of directors, the convening party shall chair the meeting. When there are two or more such convening parties, they shall mutually select a chairperson from among themselves.
- The Company may appoint its attorneys, certified public accountants, or related persons retained by it to attend a shareholders’ meeting in a non-voting capacity.
Staff handling administrative affairs of a shareholders’ meeting shall wear identification cards or arm bands.
- The Company, beginning from the time it accepts shareholder attendance registrations, shall make an uninterrupted audio and video recording of the registration procedure, the proceedings of the shareholders’ meeting, and the voting and vote counting procedures.
The recorded materials of the preceding paragraph shall be retained for at least 1 year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the ballots shall be retained until the conclusion of the litigation.
If a Shareholders’ Meeting is held by video conference, the Company shall record shareholder’s registration, sign-in, questioning and voting, the Company’s vote counting results and other data, and shall keep such records, and record the audio and video throughout the meeting without interruption. The Company shall properly keep the data as well as the audio and video recordings mentioned in the preceding paragraph during its survival period, and provide the audio and video recordings to the person dealing with the video meeting-related affairs as entrusted, for keeping. If a Shareholders’ Meeting is held by video conference, the Company shall record the audio and video of background operation interface of video conference platform.
- The chairperson shall call the Meeting to order at the time scheduled for the Meeting. If the number of shares represented by the shareholders present at the Meeting has not yet constituted the quorum at the time scheduled for the Meeting, the chairperson may postpone the time for the Meeting. The postponements shall be limited to two times at the most and Meeting shall not be postponed for longer than one hour in the aggregate. If after two postponements no quorum can yet be constituted but the shareholders present at the Meeting represent more than one - third of the total outstanding shares, tentative resolutions may be made in accordance with paragraph 1 under Article 175 of the Company Act.
If, before the then current meeting finishes, the number of shares represented by the shareholders present is more than half of the total number of issued shares, the chairperson may re-submit the tentative resolutions to the Meeting for approval in accordance with Article 174 of the Company Act.
- If a Shareholders’ Meeting is convened by the Board of Directors, the meeting agenda shall be formulated by the Board of Directors, and the meeting shall be held according to the formulated agenda, which shall not be changed without a resolution of the Shareholders’ Meeting.
The provisions of the preceding paragraph apply mutatis mutandis to a shareholders’ meeting convened by a party with the power to convene that is not the board of directors.
The chairperson of the meeting shall not adjourn the meeting without a resolution before the conclusion of the proceedings (including interim motions) as set out in the preceding two items.
After the meeting has been adjourned, the shareholders shall not elect another chairperson to continue the meeting at the same place or at another place.
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- Before speaking, an attending shareholder must specify on a speaker’s slip the subject of the speech, his/her shareholder account number (or attendance card number), and account name. The order in which shareholders speak will be set by the chairperson.
A shareholder in attendance who has submitted a speaker’s slip but does not actually speak shall be deemed to have not spoken. When the content of the speech does not correspond to the subject given on the speaker’s slip, the spoken content shall prevail.
The speech of the shareholders shall be specific and clear, and related to the proposal, otherwise the chairperson may stop them from speaking.
When an attending shareholder is speaking, other shareholders may not speak or interrupt unless they have sought and obtained the consent of the chairperson and the shareholder that has the floor; the chairperson shall stop any violation.
If a Shareholder’s Meeting is held by video conference, the shareholders attending the meeting by video may ask questions in text form on the video conference platform of Shareholders’ Meeting, after the chairperson has announced opening of the meeting, until announcing closure of the meeting. Questions may be raised for each proposal for no more than 2 times, and each question shall be limited to 200 words. If the question does not violate the rules or is within the scope of the proposal, it is appropriate to disclose the question on the video conference platform of the Shareholders’ Meeting for public information.
- Except with the consent of the chairperson, a shareholder may not speak more than twice on the same proposal, and a single speech may not exceed 5 minutes. However, the speech may be extended for 3 minutes if allowed by the chairperson.
If the shareholder’s speech violates the rules or exceeds the scope of the agenda item, the chairperson may terminate the speech.
- When a juristic person is appointed to attend as proxy, it may designate only one person to represent it in the meeting.
When a juristic person shareholder appoints two or more representatives to attend a shareholders’ meeting, a letter of assignment shall be prepared, and only one of the representatives so appointed may speak on the same proposal.
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After an attending shareholder has spoken, the chairperson may respond in person or direct relevant personnel to respond.
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For discussion of proposals, when the chairperson is of the opinion that a proposal has been discussed sufficiently to put it to a vote, the chairperson may announce the discussion closed and call for a vote and arrange sufficient time for voting.
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Vote monitoring and counting personnel for the voting on a proposal shall be appointed by the chairperson, provided that all monitoring personnel shall be shareholders of the Company.
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At the discretion of the chairperson, a break may be declared at any time during the meeting.
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When the Company holds a shareholders’ meeting, it may adopt the exercise of voting rights by correspondence or by electronic means.
A shareholder exercising voting rights by correspondence or electronic means in the preceding paragraph will be deemed to have attended the meeting in person, but it shall be deemed as waiver of his/her rights with respect to the extempore motions and amendments to original proposals made at this Shareholders’ Meeting. Except as otherwise provided in the Company Act and in the Company’s articles of incorporation, the passage of a proposal shall require an affirmative vote of a majority of the voting rights represented by the attending shareholders. Upon voting, if there is no dissenting vote
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after inquiry by the chairperson, the proposal shall be deemed to be approved and shall have the same effect as voting by ballot. Alternatively, the chairperson or his/her designee shall announce the total number of votes of the shareholders present for each proposal, and then the shareholders shall vote for each proposal, and shareholders' affirmative, dissenting and abstained votes shall be entered into MOPS on the day after the Shareholders' Meeting is held.
Vote counting for shareholders' meeting proposals or elections shall be conducted in public at the place of the shareholders' meeting. Immediately after vote counting has been completed, the results of the voting, including the statistical tallies of the numbers of votes, shall be announced on-site at the meeting, and a record made of the vote.
- Election of directors at a Shareholders' Meeting, if any, shall be subject to the related election rules formulated by the Company, and the election results shall be announced on the spot, including the list of those elected as directors and the numbers of votes they won.
The ballots for the election referred to in the preceding paragraph shall be sealed with the signatures of the monitoring personnel and kept in proper custody for at least 1 year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the ballots shall be retained until the conclusion of the litigation.
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When there is an amendment or an alternative to a proposal, the chairperson shall present the amended or alternative proposal together with the original proposal and decide the order in which they will be put to a vote. When any one among them is passed, the other proposals will then be deemed rejected, and no further voting shall be required.
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The chairperson may direct the proctors or security personnel to help maintain order at the meeting place. When proctors or security personnel help maintain order at the meeting place, they shall wear armband bearing the word "Proctor."
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Unless otherwise provided for in the Regulations Governing the Administration of Shareholder Services of Public Companies, the Company may hold Shareholders' Meeting by video, as resolved by the Board of Directors and as approved by more than half of the directors present at the meeting attended by over two-thirds of directors, in accordance with the Articles of Incorporation.
For a Shareholders' Meeting held via video, shareholders shall sign in on the video conference platform of Shareholders' Meeting 30 minutes prior to the meeting commencement time, and those completed sign-in shall be deemed as attending the meeting personally.
If a Shareholders' Meeting will be held by video conference, and a shareholder intents to attend the meeting by video conference, it shall register with the Company 2 days before the meeting. If a Shareholders' Meeting will be held by video conference, the Company shall upload agenda, annual report and other related data to the video conference platform of Shareholders' Meeting at least 30 minutes before the meeting, and shall continue to disclose them, until the end of the meeting.
22-1. If the Company intends to hold a Shareholders' Meeting by video, the following items shall be specified in the Shareholders' Meeting notice:
(1) The methods for shareholders to attend the video conference and exercise their rights.
(2) The method for dealing with any obstacles related to the video conference platform or to attending the meeting by video caused by any natural disasters, accidents or other force majeure events, at least including (that):
A. The time to which the meeting must be postponed or when it shall be resumed due to occurrence the above-mentioned obstacles that continue and cannot be eliminated, and the date to which the meeting must be postponed or when it must be assumed.
B. Shareholders who have not registered attending the original Shareholders' Meeting via video
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shall not attend the postponed or assumed meeting.
C. Where a video-assisted Shareholders’ Meeting is held and the video part of the meeting cannot be continued, the meeting shall continue if the total number of shares represented by the shareholders present reaches the quorum for holding a Shareholders’ Meeting after deducting the number of shares represented by the Shareholders’ Meeting attending the meeting via video, and the number of shares represented by the shareholders attending the meeting by video shall be included in the total number of the shares represented by the shareholders present, and it shall be regarded as abstention regarding all the resolutions at this Shareholders' Meeting.
D. The method for dealing with the situation where the results of all the motions have been announced without extempore motion made.
(3) For holding a video Shareholders’ Meeting, appropriate alternative measures offered to the shareholders who have difficulty in attending the meeting by video shall be specified. Except for the circumstances specified in Article 44-9, Paragraph 6 of the Regulations Governing the Administration of Shareholder Services of Public Companies, the Company shall, at a minimum, provide shareholders with connection equipment and necessary assistance, and set forth the period during which shareholders may apply to the Company and other relevant matters for attention.
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When the Company holds a video Shareholders’ Meeting, chairperson and recording persons shall be at the same place in domestic, and the chairperson shall announce the address of such place when the meeting is held. If a Shareholders’ Meeting is held by video conference, the Company shall, after ending of the voting, disclose the voting results of various proposals and election results in a real time on the video conference platform of Shareholders' Meeting according to stipulations in a continued way for 15 minutes after the chairperson announces a postponement of the meeting.
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If a Shareholders’ Meeting is held by video conference, the Company shall make a simple test on connection between and among shareholders before the meeting, and shall provide related services in a real time before and during the meeting to offer assistance in dealing with any technical problems in communication. If a Shareholders’ Meeting is held by video conference, the chairperson shall, upon announcement of the opening of the meeting, separately announce that the meeting shall be adjourned within 5 days or the date when the meeting shall be assumed, and that Article 182 of the Company Act shall not apply, if any obstacle related to the video conference platform or to attending the meeting by video caused by any natural disasters, accidents or other force majeure events lasts for more than 30 minutes before the chairperson announces adjournment of the meeting, except for the situation that adjournment of meeting or assumed meeting is not required as specified in paragraph 4 under Article 44-20 of the Regulations Governing the Administration of Shareholder Services of Public Companies. In case of postponed or assumed meeting as specified in the preceding paragraph, the shareholders who have not registered attending the original Shareholders' Meeting via video shall not attend the postponed or assumed meeting. Where a meeting needs to be postponed or resumed under paragraph 2, if a shareholder who has registered attending the original Shareholders' Meeting via video and have signed in does not attend the postponed or resumed meeting, the shares represented, and the voting and election rights already exercised, by it at the original Shareholders’ Meeting shall be included and calculated in the total shares and the number of voting and election rights represented by the shareholders attending the postponed or resumed meeting. If a Shareholders’ Meeting is postponed or resumed under paragraph 2, a proposal for which voting and votes accounting have been completed and voting results or the list of those elected as directors and supervisors have been announced may not be discussed or revolved again. Where the Company holds
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a video-assisted Shareholders' Meeting, in case of the failure in proceeding the video part of the meeting under paragraph 2, the Shareholders' Meeting shall proceed, without the necessity to adjourn or assume the meeting according to paragraph 2, if the total shares represented by the shareholders present reach the quorum for holding a Shareholders' Meeting after deducting the shares represented by the shareholders attending the meeting by video. If a meeting shall proceed as specified in the preceding paragraph, the shares represented by a shareholder attending the Shareholders Meeting via video shall be included and calculated into the total shares represented by the shareholders attending the meeting, but it shall be deemed as abstaining from voting on all the resolutions of at the meeting. If the Company adjourn or resume a Shareholders' Meeting under paragraph 2, it shall make preparation based on the original meeting date and such provisions in accordance with paragraph 7 under Article 44-20 of the Regulations Governing the Administration of Shareholder Services of Public Companies. As for the time period specified in the paragraph(s) after Article 12 and paragraph 3 under Article 13 of the Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies and in the paragraph 2 under Article 44-5, Article 44-15, and paragraph 1 under Article 44-17 of the Regulations Governing the Administration of Shareholder Services of Public Companies, the Company shall handle it based on the postponed or assumed meeting date according to paragraph 2.
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If the Company holds a video Shareholders' Meeting, it shall offer appropriate alternative measures to the shareholders who have difficulty in attending the meeting by video. Except for the circumstances specified in Article 44-9, Paragraph 6 of the Regulations Governing the Administration of Shareholder Services of Public Companies, the Company shall, at a minimum, provide shareholders with connection equipment and necessary assistance, and set forth the period during which shareholders may apply to the Company and other relevant matters for attention.
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These Rules, and any amendments hereto, shall be implemented after adoption by shareholders' meetings.
The 1st amendment was made on June 29, 2022.
The 2nd amendment was made on June 27, 2023.
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Appendix 3
GOLDEN BRIDGE ELECTECH INC.
Shareholdings of All Directors
- The total number of the Company's shares outstanding as of the book closure date of this Annual Shareholders' Meeting on April 28, 2026 was 117,006,294.
- Subject to Article 26 of the Securities and Exchange Act:
(1) All directors shall hold 8,000,000 shares at the minimum.
| Title | Director name | Current shareholding | Ratio of shareholding (%) |
|---|---|---|---|
| Chairman | Taishun Investment Co., Ltd. | ||
| Representative: Mai-Sheng, Lin | 2,431,357 shares | ||
| 5,500,000 shares | 2.08% | ||
| 4.70% | |||
| Director | Hongqiao Investment Co., Ltd. | ||
| Representative: Wen-Heng, Chin | 100,000 shares | 0.09% | |
| Director | Taishun Investment Co., Ltd. | ||
| Representative: Mao-Jung, Lin | 2,431,357 shares | 2.08% | |
| Director | Hongqiao Investment Co., Ltd. | ||
| Representative: Tsu-Chia, Lin | 100,000 shares | 0.09% | |
| Independent Director | Chun-Chung, Lien | 0 shares | 0.00% |
| Independent Director | Huo-Lieh, Ko | 0 shares | 0.00% |
| Independent Director | Tai-Chieh, Chang | 0 shares | 0.00% |
| Total of all directors | 8,031,357 shares | 6.87% |
Note: Mai-Sheng, Lin holds 15,193,666 shares, and 5,500,000 shares are centrally deposited in a separate account.
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