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GSC AGM Information 2025

Jul 8, 2025

52060_rns_2025-07-08_04133c80-ab14-4d18-99b5-1546e0ce86b9.pdf

AGM Information

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Stock Code: 2406

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GIGASTORAGE CORPORATION

2025 Annual Shareholders’ Meeting Meeting Agenda (Translation)

Notice to readers

This English version annual report is a summary translation of the Chinese version and is not an official document of the shareholders’ meeting. If there is any discrepancy between the English version and Chinese version, the Chinese version shall prevail.

Meeting Time: 9:30 a.m. on Friday, June 27, 2025 Meeting Venue: No. 3, Gongye 1st Rd., Hukou Township, Hsinchu County 303, Taiwan (R.O.C.) (Company Conference Room) Method of Convening the Meeting: Physical Shareholders Meeting

Table of Contents

One. Meeting Procedure ................................................................................................ 1 Two. Meeting Agenda .................................................................................................... 2 I. Report Items ...................................................................................................... 3 II. Approval Items ................................................................................................. 3 III. Discussion Items............................................................................................... 4 IV. Extraordinary Motions ...................................................................................... 4 Three. Attachment I. 2024 Business Report.......................................................................................... 5 II. Audit Committee’s 2024 Review Report ......................................................... 12 III. The Implementation Report of Strengthening a Business Plan ...................... 13 IV. Report on Remuneration Received by Directors in 2024 ............................... 15 V. The 2024 Audit Report and Consolidated Financial Statements ..................... 18 VI. The 2024 Audit Report and Parent Company only Financial Statements ..... 31 VII. The 2024 Deficit Compensation Table ......................................................... 44 VIII. Comparison Table for Rules of Articles of Incorporation Before and After Revision ......................................................................................................... 45 Four. Appendix I. Articles of Incorporation(Before Revision) ............................................ 47 II. Rules of Procedure for Shareholder Meetings ...................................... 53 III. Current Shareholding of all Directors .................................................. 63

GIGASTORAGE CORPORATION

Procedure for the 2025 Annual Meeting of Shareholders

I. Call the Meeting to Order II. Chairperson’s Remarks III. Report Items IV. Approval Items V. Discussion Items VI. Extraordinary Motions VII. Meeting Adjournment

1

GIGASTORAGE CORPORATION

2025 Annual General Shareholders’ Meeting Notice Agenda

Meeting Time: 9:30 a.m. on Friday, June 27, 2025

Meeting Venue: No. 3, Gongye 1st Rd., Hukou Township, Hsinchu County 303, Taiwan (R.O.C.)

Method of Convening the Meeting: Physical Shareholders Meeting

  • I. Call the Meeting to Order (To report the total of attending shares)

  • II. Chairperson’s Remarks

  • III. Report Items

  • The 2024 Business Report

  • The 2024 Audit Committee's Review Report

  • The Implementation Report of Strengthening a Business Plan

  • Remuneration to Directors Report of 2024

  • IV. Approval Items

  • The Company’s 2024 Business Report and Financial Statements

  • 2024 Deficit Compensation Proposal

  • V. Discussion Items

  • Amendment to the “Articles of Incorporation”.

  • VI. Extraordinary Motions

  • VII. Meeting Adjournment

2

Report Items

  • I. The 2024 Business Report.

Explanation: The 2024 Business Report of the Company, please see pages 5-11 of this Handbook (Attachment I).

  • II. The 2024 Audit Committee's Review Report.

Explanation: The 2024 Audit Committee’s Review Report of the Company, please see pages 12 of this Handbook (Attachment II).

III. The Implementation Report of Strengthening Business Plan

Explanation: The implementation report of strengthening business plan of the Company, please see pages 13-14 of this Handbook (Attachment III).

  • IV. Remuneration to Directors Report of 2024.

Explanation: For the remuneration received by directors in 2024, please see pages 15-17 of this Handbook (Attachment IV).

Approval Items

Proposal 1: (Proposed by the Board of Directors)

Proposal: To accept the 2024 business report and financial statements.

  • Explanations: 1. The Company’s 2024 financial statements were audited by CPA Wen, Chih-Yuan and CPA Chang, Ya-Yun of Deloitte & Touche which were presented and resolved along with the business report in the board meeting as well as reviewed by the Audit Committee.

  • The business report, the independent auditor’s report and financial statements, please see pages 5-11, and 18-43 of this Handbook (Attachment I, V and VI).

Resolution:

Proposal 2: (Proposed by the Board of Directors)

3

Proposal: To report the Company's 2024 deficit compensation proposal.

  • Explanation: 1. The Board of Directors, on March 28, 2025, approved the 2024 deficit compensation proposal

  • The 2024 deficit compensation table, please see pages 44 of this Handbook (Attachment VII).

Resolution:

Discussion Items

(Proposed by the Board of Directors)

  • Proposal: Amendment to the “Articles of Incorporation”.

  • Explanation: 1. According to Article 14, Paragraph 6 of the Securities and Exchange Act, a company whose shares are listed on a stock exchange or traded over-thecounter shall specify in its Articles of Incorporation a certain proportion of its annual earnings to be allocated for adjusting the salaries or distributing compensation to its basic-level employees.

  • In order to comply with legal regulations, the Company intends to amend certain provisions of its Articles of Incorporation. Comparison table of provisions before and after the amendment. Please see pages 45-46 of this Handbook (Attachment VIII).

Resolution:

Extraordinary Motions

Meeting Adjournment

4

Attachment I

GIGASTORAGE CORPORATION

2024 Business Report

Ladies and Gentlemen, Esteemed Shareholders, Greetings:

On behalf of the Company’s entire management team, I hereby sincerely express our deepest gratitude to all shareholders for their support over the past year!

The year 2024 (Year 113 of the Republic of China) was a time of both global turbulence and breakthroughs. The Russia-Ukraine war has yet to cease, the Israel-Palestinian conflict has escalated, and international dynamics have grown increasingly uncertain. After a period of high inflation subsided, the global economy faced challenges from rising energy prices and supply chain disruptions as nations worked to stabilize economic growth. Driven by the dual forces of grid parity trends and technological advancements, renewable energy — particularly solar — photovoltaic installations continued to experience rapid growth. At the same time, silicon material prices underwent dramatic fluctuations, dropping from a high at the beginning of the year to a low of 4-5 USD per kilogram. This decline was largely due to overcapacity in China, prompting downstream solar cell manufacturers to adopt a more conservative procurement approach. Intensified competition in China conductive paste market, coupled with new entrants undercutting prices to gain market share, has forced the industry to accelerate technological iterations, significantly shortening product upgrade cycles. As a result, solar module prices have further declined, approaching a historic low of 0.1 USD per watt, injecting fresh momentum into the global adoption of green energy.

Amid these formidable challenges, our subsidiary GIGASOLAR saw an increase in revenue from its conductive paste products. However, profit margins narrowed, significantly compressing profitability. GIGASOLAR will continue to closely monitor technological trends and actively invest in research and development to maintain a leading position in the nextgeneration solar cell market. Beyond transitioning to holding solar power plants, our company has also aligned with government policies by expanding our energy storage and electricity sales operations team, completing our renewable energy portfolio. Our R&D team continues to work diligently on developing high-efficiency products while pursuing vertical integration of specialized raw materials for conductive pastes, as well as horizontal expansion into materials for energy-saving industries, semiconductor polishing, and recycled wafers — laying the groundwork early for the company’s sustainable development.

The Taiwanese government has announced its 2050 Net-Zero Carbon Emissions Roadmap, under which renewable energy is projected to account for 60% to 70% of the energy mix. To achieve this, the original target of 20 GW of solar photovoltaic capacity by 2025 has been set, with an additional annual increase of 2 GW, reaching 30 GW by 2030, and a cumulative wind and solar capacity of 40 GW. With renewable energy generation targeted to reach 20% of the total, the strain on grid feeders, frequency regulation, and dispatching has intensified, underscoring the critical importance of energy storage systems. Having cultivated solar power stations for years, our company anticipates that the proportion of revenue from energy storage systems and electricity sales will continue to rise, further strengthening overall operations.

5

The Company’s management team and all employees are united in their goals and will continue to work hard to create the greatest profit and company value for all shareholders!

At this point, I would hereby like to thank all shareholders once again for their continued support and encouragement to the Company. Summary descriptions of the 2024 business report and 2025 business plan are as follows:

I. 2024 business report

  • (I) Business plan implementation results

The Company’s consolidated operating revenue for 2024 was NTD 6.912 billion, marking an increase of NTD 2.972 billion from the NTD 3.940 billion seen in 2023. Net loss after tax attributable to the Company in 2024 was NTD 301,362 thousand or NTD( 0.86) per share.

  • (II) Budget implementation status: The Company has no announced financial forecasts for 2024.

  • (III) Revenues, expenses, and profitability analysis

  • Revenues and expenses

Unit: NTD Thousand

Year
Item
2024 2023
Cash inflow (outflow) from operating activities (2,180,036) 360,320
Cash inflow (outflow) from investing activities (333,273) (1,632,089)
Cash inflow (outflow) from financing activities 2,104,718 581,877
Effect of exchange rate fluctuation on cash and cash
equivalents
38,278 1,068
Net increase (decrease) in cash and cash equivalents (370,313) (688,824)
Cash and cash equivalents at beginning of year 2,320,944 3,009,768
Cash and cash equivalents at end of year 1,950,631 2,320,944

The Company’s net cash outflow from operating activities for 2024 was NT$2,180,036 thousand, mainly due to the increase in notes and accounts receivable of the consolidated company at the end of the current year ; the net cash outflow from investment activities was NT$333,273 thousand, mainly due to the acquisition of real estate , equipment, and reinvestment; net cash inflow of NT$2,104,718 thousand from consolidated financing activities, mainly due to the increase in longterm loans from banks and convertible bond for the operational needs of the

6

Company and its subsidiaries.

  1. Profitability analysis
. Profitability analysis
Year
Item
2024 2023
Return on assets (%) (5.30) (7.74)
Return on shareholders’ equity (%) (10.72) (13.01)
Net profit before tax to paid-in capital ratio (%) (25.30) (34.09)
Net profit margin (%) (13.53) (31.32)
After-tax earnings per share (NTD) (0.86) (0.99)

(IV) Research and development status

  1. Research and development expenditures
. Research and development expenditures . Research and development expenditures . Research and development expenditures
Unit: NTD Thousand
Year
2024
2023
Consolidated R&D expenses(A)
354,114
336,684
Consolidated net operatingrevenue(B)
6,912,033
3,940,087
(A)/(B)(%)
5.12
8.55
Year 2024 2023
Consolidated R&D expenses(A) 354,114 336,684
Consolidated net operatingrevenue(B) 6,912,033 3,940,087
(A)/(B)(%) 5.12 8.55
  1. R&D results

  2. (1) Current products of the Company and subsidiaries

The Company specializes in the professional field of materials science, using powder materials, precision machining, polymers, glass materials, semiconductor materials and vacuum technology for research, development and manufacturing. Continues to focus on the energy industry and the application products and industrial services of key electronic components. In 2024, the main products are key materials for solar cells and power generation system engineering, as well as low-temperature chemical materials and semiconductor silicon wafers. The detailed categorization is shown as follows,  Key materials and systems engineering related to renewable energy:

  • A. Solar conductive paste oriented materials

  • B. Photovoltaic ribbons.

  • C. Solar photovoltaic power generation system and power plant engineering projects.

  • D. Photovoltaic-grade polysilicon raw materials.

  • E. The diamond-coated micro-diameter cut steel wire used in silicon wafers.

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  - F. The study of lithium power battery cathode/anode and related materials.
  • Semiconductor and biomedical special materials:

    • A. Solar auxiliary material

    • B. 8” test grade semiconductor silicon wafer.

    • C. 12” test grade semiconductor silicon wafer.

  • Micro-tool surface treatment for the electronics industry:

    • A. PCB/BAG Special coating products for milling cutters and drill bits.
  • (2) New products scheduled to be developed ahead

  • Key materials and systems engineering related to renewable energy:

    • A. Ultra-high-efficiency TopCon solar energy cell paste.

    • B. High-end round TopCon solar conductive ribbon.

    • C. Low temperature curing conductive silver pastes.

    • D. Continuous development and mass production of power lithium battery related materials, cathode/anode and related materials.

    • E. Continue to invest in the solar PV industry and increase investment in other renewable energy projects to improve the Group’s layout in the energy field.

  • Biomedical and electronic materials:

    • A. Actively enter the AI product heat dissipation market and focus on the development, manufacturing development & design of micro-scale key element for heat dissipation.

    • B. All-in-one key materials for biomedical sensor components

    • C. Thermal paste for power components and optoelectronic semiconductors

    • D. Manufacturing and process development for 12-inch silicon interposers.

    • E. Chemical vapor diamond coating micro-tools suitable for BT and ABF substrates.

II. Summary of 2025 operating plan

  • (I) Operating strategy

Expand business strategies and develop long-term cooperation with customers; act in coordination with the Group’s multiple investment projects in material products and domestic power plants; improve capacity utilization and work toward efficient product development; reduce manufacturing costs; enhance product value; and strengthen the Company’s long-term financial structure. Through the Company’s long-term cultivation of solar power stations, the Company actively develops domestic power station engineering services and installation of power stations, and cooperates with the government to invest in composite solar photovoltaic projects and the development of multiple types of renewable energy to achieve the one-stop

8

service plan for power generation and sales; In addition, with the energy storage system, the company actively participates in the design and implementation of energy integration solutions such as various policy services and micro-grids, in order to maximize the company’s profit through the diversified combination of energy products.

  • (II) Estimated sales volume and its basis and important production and sales plans.

The Company will continue to actively invest in domestic power plant construction services and solar conductive ribbon sales this year. The government of Taipei has announced its Net Zero by 2050 Roadmap, in which the proportion of renewable energy will be greatly increased to 60% or 70%. In order to reach this goal, the originally planned photovoltaic installations will reach 20GW in 2025, and with an annual increase of 2GW before 2030, the capacity will increase to 30GW in 2030, making the cumulative capacity of wind and photovoltaic installations reach 40GW. Taiwan aims to raise renewable energy used to 20% of all energy sources, which will intensify the impact on power grid feeder lines, frequency regulation, and dispatching and accentuating the importance of energy storage systems. The Company has cultivated the field of solar power plants for years. It is estimated that the proportion of power plant engineering services to revenue will continue to climb, while stepping into the energy storage system field and electricity sales market to make the Company’s overall operations more stable.

III. Future development strategy of the Company

In the future, the Company’s strategy will focus on upstream high-performance materials development and design and development of materials with high profitability, supplemented by the use of financial advantages to invest in downstream power plants to stabilize the rate of return, and build an integrated upstream–downstream supply chain to obtain long-term stable profits, and strive to develop various energy-saving and eco-friendly upstream material products.

Continuing to expand the group's operational projects as follows:

  • (I) Ho Mi Specialty Materials Corporation:Develop and produce passive component silver paste/polymer paste for high-capacitance, high-reliability, and high-heatresistant capacitor products.

  • (II) Giga Solar Materials Corporation:Develop and produce carbon-silicon negative electrode materials,

  • (III) Hua Hsu Silicon Materials Co., Ltd.:Develop the semiconductor-related processes.

  • (IV) Giga Energy Co., Ltd.: Integrate the Group’s energy projects; focus on electricity

9

sales; expand the number of projects to own the number of energy projects and develop investment in compound energy. To provide customers with “stable” and “sufficient” green power and its certificates through the one-stop service of selfproduction, sales, and offering/sale in order to achieve customers’ demand for carbon reduction and international requirements such as RE100, as the operation mission of Gigastorage Energy.

  • (V) Other energy evaluation and investment: including small onshore wind power, carbon-free fuel investment, auxiliary energy storage system, development of Xinpu Green Energy Park, etc., combined with the Group’s energy planning, and joint ventures with future development partners to invest in green energy market.

As the global green energy industry and the specifications of electronic products change rapidly, the Corporate Group will make its product line more diversified. As the electric vehicle industry continues to grow, the Company is expected to become stronger and have more revenue streams to make the overall operation more robust, further improving the profitability and creating the most value.

IV. Effects of external competitive environment, regulatory environment, and overall business environment

Given the strong influence of governmental subsidy policies among various countries as well that of the overall economic environment, the solar energy industry is easily subject to fluctuations in supply and demand in the short term. Nonetheless, long-term growth should continue to sustain its upward trend in line with safety and sustainability concerns as well as the declining costs of alternative energy sources. The world’s proportion of solar power generation should increase accordingly. Following the growth of global solar energy demand in Japan, the United States, India and other countries, the rise of emerging markets will continue to increase and the growth of the solar energy market is predictable.

The Company has a stable financial structure and operational capabilities. This year, we aim to increase revenue and gross profit through domestic power station engineering services, participation in Taipower’s energy storage services, and establishment of power stations.

In response to the abovementioned changes in the external environment, we continue to insist on adopting a proper and effective raw material hedging mechanism for various costs despite the large fluctuations in international raw material prices. All relevant Company personnel keep abreast of changes in market demand, changes in national laws and regulations, overall economic conditions, and competition within the industry. Furthermore, they undertake appropriate financial planning to avoid risks from fluctuations in exchange rates and interest rates so as to reduce the impact on the Company.

10

Gigastorage Corporation

Chairman:Chen, Chi-Ming

General Manager:Chung, Kao-Yuan

11

Attachment II

GIGASTORAGE CORPORATION Audit Committee’s Review Report

The Board of directors has prepared the Company’s 2024 business report, consolidated financial statements, the parent company only financial statements and proposal of deficit compensation. Wen, Chih-Yuan and Chang, Ya-Yun Certified Public Accountants of Deloitte & Touche have audited the consolidated financial statements, the parent company only financial statements, and submitted an audit report.

The above business report, consolidated financial statements, the parent company only financial statements, and proposal of deficit compensation have been reviewed and determined to be correct and accurate by the Company’s Audit Committee, as the Audit Committee, hereby submit this report according to Article 14-4 of the Securities and Exchange Act, and Article 219 of the Company Act.

To

2025 Annual General Shareholders’ Meeting of Gigastorage Corporation

GIGASTORAGE CORPORATION

Chair of the Audit Committee: Tsai, Ching-Mei

March 28, 2025

12

Attachment III

GIGASTORAGE CORPORATION

The Implementation Report of Strengthening a Business Plan

I. In accordance with the Company's application for the third domestic secured convertible bond in 2015, the annual application for the fourth domestic secured convertible bond in 2017, the announcement of the capital reduction for the offsetting of deficit and the increase in cash capital in 2019 and 2021. The Company shall report the implementation of strengthening a business plan to the board of directors quarterly and report on the effectiveness of the implementation to the shareholders’ meeting.

  • II. Explanation of the implementation report of strengthening a consolidated business plan

Unit: NTD thousand

Year
Item
2024 2024 2024
Expected results Actual results Increase
(decrease)
Net operating
revenue
11,632,388 6,912,033 (4,720,355)
Cost of goods
sold(Note)
10,201,198 6,541,914 (3,659,284)
Gross
profit
(loss)
1,431,190 370,119 (1,061,071)
Operating
expenses
1,047,890 1,096,414 48,524
Operating
income(loss)
383,300 (726,295) (1,109,595)
Non-operating
income
and
expenditure
8,985 (161,554) (170,539)
Net
income
(loss)
before
tax
392,285 (887,849) (1,280,134)

Note: Including unrealized sales benefits

  • (I) Net operating revenue

The variance between the consolidated company's actual operating revenue and

13

projected operating revenue in 2024 is mainly due to the lower-than-expected sales volume of products from the subsidiaries Giga Solar Materials Corporation, Hua Hsu Silicon Materials Co., Ltd. and Green Energy Electrode, Inc..

(II) Gross profit(loss)

The variance between the consolidated company's actual gross profit and projected gross profit in 2024 is mainly due to the lower-than-expected sales volume of products from the subsidiaries Giga Solar Materials Corporation, Hua Hsu Silicon Materials Co., Ltd. and Green Energy Electrode, Inc., resulting in actual gross profit being lower than projected.

(III) Operating expenses

The actual operating expenses of the consolidated company in 2024 has no significant variance compared to expected results.

(IV) Non-operating income and expenditure

The actual non-operating expenses of the consolidated company in 2024 were higher than projected, mainly due to an increase in the recognition of impairment losses on non-financial assets and finance cost due to increase in bank loans.

14

Attachment IV

Remuneration to Directors Report of 2024

Explanation: 1. Remuneration to the Company’s directors is paid in accordance with the Company's Articles of Incorporation and the Company's “Regulations Governing Payment of Remuneration of Directors, Functional Committees and Managers".

  1. In accordance with the “Regulations Governing Payment of Remuneration of Directors, Functional Committees and Managers”

  2. (1) Remuneration of directors: Paid in accordance with the provisions of Article 28-1 of the Company's Articles of Incorporation. The Remuneration Committee takes into account the performance of the Board of Directors as a whole, the Company's operating performance and future operations and risks. Recommendations on the allocation of remuneration for individual directors are proposed by the Committee and resolved by the Board of Directors and reported at the shareholders’ meeting.

  3. (2) Except for directors who are also employees, the Company does not provide remuneration, severance or bonuses to directors.

  4. (3) Regardless of the Company's operating profit or loss, independent directors of the Company are paid a fixed amount of NTD30,000 per month.

  5. (4) Expenses for conducting duties: Directors who attend the Company's Board meeting or shareholders’ meeting receive NTD 10,000 per meeting.

  6. Remuneration received by directors in 2024 is as follows:

15

December 31, 2024 Expressed in Thousand NT Dollars

Position
titles
Name Remunerati on to directors on to directors Percentage taken by
four items in A, B, C
& D and the next loss
after tax
Percentage taken by
four items in A, B, C
& D and the next loss
after tax
Relevant r Relevant r emunerat ion paid to employees serving concrete posts ion paid to employees serving concrete posts ion paid to employees serving concrete posts ion paid to employees serving concrete posts ion paid to employees serving concrete posts Percentage taken by
seven items in A, B, C,
D, E, F & G and the
next loss after tax (Note
10)
Percentage taken by
seven items in A, B, C,
D, E, F & G and the
next loss after tax (Note
10)
Remunerations coming from investees or parent company
beyond the subsidiaries (Note 11)
Remuneration (A)
(Note 2)
R
etirement
pension
(B)
Remuneration to
directors (C)
(Note 3)
Business execution
fee (D)
(Note 4)
Salaries, incentives
and extraordinary pay
(E)
(Note 5)
Retirem ent pension
(F)
Remuneration to employees (G)
(Note 6)
The Company All
company(
ies)
contained
within the
Financial
Statement
(Note 7)
The Company All
company(
ies)
contained
within the
Financial
Statement
(Note 7)
The Company All
company(ies
) contained
within the
Financial
Statement
(Note 7)
The Company All
company(
ies)
contained
within the
Financial
Statement
(Note 7)
The Company All
company(
ies)
contained
within the
Financial
Statement
(Note 7)
The Company All
company(
ies)
contained
within the
Financial
Statement
(Note 7)
The Company All
company(
ies)
contained
within the
Financial
Statement
(Note 7)
The Company All company(ies)
contained within
the Financial
Statement(Note 7)
The Company All
company(
ies)
contained
within the
Financial
Statement
(Note 7)
Amou
nt in
cash
Amou
nt in
sticks
Amou
nt in
cash
Amoun
t in
sticks
Chairman Chen, Chi-
Ming
3,181 6,693 0 0 0 0 120 220 3,301
1.0952
6,913
2.2940
857 857 0 0
0
0 0 0 4,158
1.3796
7,770
2.5784
6
Director
(Note 1)
Huang,
Chen-Sheng
0 0 0 0 0 0 20 20 20
0.0066
20
0.0066
0 0 0 0
0
0 0 0 20
0.0066
20
0.0066
Nil
Director Chen, Su-
Hui
0 0 0 0 0 0 80 180 80
0.02653
180
0.0597
0 0 0 0
0
0 0 0 80
0.02653
180
0.0597
Nil
Director
(Note 1)
Wu, His-
Kun
0 0 0 0 0 0 40 40 40
0.0133
40
0.0133
0 0 0 0
0
0 0 0 40
0.0133
40
0.0133
Nil
Director
(Note 1)
Chen, Min-
Chun
0 0 0 0 0 0 10 10 10
0.0033
10
0.0033
0 194 0 11
0
0 0 0 10
0.0033
215
0.0715
Nil
Director
(Note 2)
Chen, Min-
Min
0 0 0 0 0 40 40 40
0.0133
40
0.0133
595 595 28 28
0
0 0 0 663
0.2200
663
0.2200
Director
(Note 1 & 2)
Wang,
Ming-Lang
176 176 0 0 0 0 150 150 326
0.1082
326
0.1082
0 0
0
0
0
0 0 0 326
0.1082
326
0.1082
Nil
Director
(Note 1 & 2)
Chien, Jui-
Yao
176 176 0 0 0 0 130 130 306
0.1015
306
0.1015
0 0
0
0
0
0 0 0 306
0.1015
306
0.1015
Nil
Independent
director
Tsai
Ching-Mei
360 360 0 0 0 0 180 180 540
0.1792
540
0.1792
0 0
0
0
0
0 0 0 540
0.1792
540
0.1792
Nil
Independent
director
(Note 2)
Wei, Jen-
Yu
185 185 0 0 0 80 80 265
0.0879
265
0.0879
0 0
0
0
0
0 0 0 265
0.0879
265
0.0879
Nil
Independent
director
(Note 2)
Lin, Chin-
Mao
185 185 0 0 0 80 80 265
0.0879
265
0.0879
0 0
0
0
0
0 0 0 265
0.0879
265
0.0879
Nil

16

Independent
director
(Note 2)
Chiu,
Sheng-Min
185 185 0 0 0 0 70 70 255
0.0846
255
0.0846
0 0
0
0 0 0 0 0 255
0.0846
255
0.0846
Nil
1. Please elaborate on the policy, system, standards/criteria and structure of remuneration granted to the independent directors and further point out the relevance among their duties and responsibilities, risks, time invested and such factors with the
amounts of their remunerations:
The issues linked up with the duties and responsibilities of the Company’s independent directors, we have faithfully handled in accordance with the “Scope of the Functions of Independent Directors” unless otherwise specified in laws and Articles
of Incorporation.
In accordance with the Company’s “Articles of Incorporation” and “Scope of the Functions of Independent Directors,” the Company’s independent directors shall be granted with fixed remuneration on a monthly basis in accordance with the legal
procedures and do not participate in distribution of the Company’s earnings.
The Company’s independent directors shall engage in continued refresher educational & training programs with relevant courses and shall check and verify the Company’s audit reports and perform the supervisory obligations on the following
issues:
I. The Company’s operating plans:
II. Annual financial statements and semiannual financial statements.
III. Check and review the internal control system enacted or updated by the Company.
IV. Check and verify the Procedures for the Acquisition or Disposal of Assets, Derivative Financial Instruments Transaction, Loaning of Funds and Making of Endorsements/Guarantees and those major financial activities enacted and updated by
the Company.
V. The issues involving their personal interests and relationship.
VI. Transactions in major assets or derivative financial instruments.
VII.
Major loaning of funds and making of endorsements/guarantees
VIII. Public offering, issuance or private placement of equity-oriented negotiable securities.
IX. Appointment, discharge and remuneration to the certifying certified public accountants.
X. Appointment, discharge of financial, accounting heads and internal auditors.
XI. Other significant issues according to laws, Articles of Incorporation, subject to resolution by the shareholders’ meeting, to be reported to the board of directors or according to the provisions of the competent authority(ies).
2. Other than those disclosed through the aforementioned Table, the remuneration received by the Company’s directors for services rendered toward all company(ies) contained within the Financial Statement (e.g. serving as a consultant not as a
regular employee): None.
  • Note 1: Director Wu, His-Kun and Huang, Chen-Sheng, as well as independent director Wang, Ming-Lang and Chien, Jui-Yao resigned after the annual shareholders' meeting on June 26, 2024; Director Chen, Min-Chun resigned on March 7, 2024.

  • Note 2: Director Chen, Min-Min, Wang, Ming-Lang and Chien, Jui-Yao, as well as independent director Wei, Jen-Yu, Lin, Chin-Mao and Chiu, Sheng-Min assumed office following the re-election at the annual shareholders' meeting on June 26, 2024.

17

Attachment V

Independent Auditor’s Report

To the Board of Directors and Shareholders Gigastorage Corporation:

Audit Opinion

We have audited the consolidated balance sheet of Gigastorage Corporation and its subsidiaries as of December 31, 2024 and 2023, and the consolidated comprehensive income statements, consolidated statement of changes in shareholders’ equity, consolidated cash flow statements, and notes to the consolidated financial statements (including significant accounting policies) for the years then ended.

In our opinion, based on our audits and the reports of other independent auditors (please refer to the Other Matters paragraph), the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of Gigastorage Corporation and its subsidiaries as of December 31, 2024 and 2023, and its consolidated financial performance and cash flows for the years ended December 31 2024 and 2023, in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis of Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and the Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the responsibilities of auditors for the audit of the consolidated financial statements. We are independent of Gigastorage Corporation and its subsidiaries in accordance with the Code of Professional Ethics for Certified Public Accountants, and we have fulfilled our other ethical responsibilities in accordance with the Code. Based on our audits and the reports of other independent auditors, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the 2024 consolidated financial statements of Gigastorage Corporation and its subsidiaries. These matters were addressed in the content of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide separate opinions on those matters.

18

Key audit matters of the 2024 consolidated financial statements of Gigastorage Corporation and its subsidiaries were as follows:

Authenticity of Revenues

The sales revenues of Gigastorage Corporation and its subsidiaries are mainly from the sales of solar conductive plasma. The sales revenues from specific clients changed significantly in 2024 (see Note 25), and, therefore, we have included the authenticity of the aforementioned revenues as a key audit matter.

  • We have performed the following key audit procedures:

  • We assessed the effectiveness of the design and implementation of internal control practices related to sales transactions by understanding the related internal control systems and operating procedures related to the sales transaction cycle.

  • To confirm the authenticity of revenue, we selected samples from the sales details, reviewed the original customer orders, shipping documents or export declarations and sales invoices, and examined whether there were any abnormalities in the receivable collections and the customers to whom the sales were made.

Other Matters

The financial statements of certain equity-method investees have not been audited by us, but by other independent auditors. Therefore, of our opinions on the consolidated financial statements referred to above, the amounts included in the financial statements were based on the audit reports of other independent auditors. As of December 31, 2024 and 2023, the above-mentioned investments under the equity method amounted to NT$860,240 thousand and NT$822,503 thousand, or 5.39% and 5.52% of total assets, respectively; The share of the above losses recognized under the equity method amounted to NT$(81,536) thousand and NT$15,315 thousand, or 9.18% and (1.28)% of net loss before tax, respectively for the years ended December 31, 2024 and 2023.

The financial statements of certain subsidiaries included in the consolidated financial statements of Gigastorage Corporation prepared in accordance with different financial reporting framework have not been audited by us, but have been audited by other independent auditors in accordance with different auditing standards. The financial statements of the aforementioned companies have been converted into adjusted financial statements that conform to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, and we have performed the requisite audit procedures. Therefore, of our opinions on the consolidated financial statements referred to above, the amounts included in the financial statements were based on the audit reports of other independent auditors and the result of additional audit procedures performed in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and relevant provisions

19

of auditing standards of the Republic of China. As of December 31, 2023, the companies above had a total asset of NT$3,260 thousand, representing 0.02% of the consolidated total assets. The operating revenues for the years ended 2023 were NT$0, representing 0% of consolidated operating revenues.

Gigastorage Corporation has prepared its parent company only financial statements for the years ended December 31, 2024 and 2023, and we have issued an unqualified audit opinion with the other matters paragraph on record for reference.

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

The responsibility of management is to prepare fairly presented consolidated financial statements in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards, International Accounting Standards, IFRIC interpretations, and SIC interpretations endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, and maintain necessary internal control related to the preparation of consolidation of financial statements in order to ensure material misstatement caused by fraud or error does not exist in the consolidated financial statements.

In preparing the consolidated financial statements, the management is also responsible for assessing the ability of Gigastorage Corporation and its subsidiaries as a going concern, disclosing as applicable, matters related to a going concern and using the going concern basis of accounting. Unless the management either intends to liquidate Gigastorage Corporation and its subsidiaries or to cease operations, or has no other realistic alternative but to do so.

Those in charge of corporate governance (including the Audit Committee) are responsible for overseeing the reporting process of the financial statements of Gigastorage Corporation and its subsidiaries.

Auditor’s 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 auditor’s report. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the accounting principles will always detect a material misstatement when it exists. Misstatements can arise from fraud or error. Misstatements are considered material, individually or in aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

20

As part of an audit in accordance with the Standards on Auditing, we exercise professional

judgment and professional skepticism throughout the audit. We also performed the following tasks:

  1. Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error; design, and perform countermeasures for assessed risks; and obtain evidence that is sufficient and appropriate to provide a basis of audit opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  2. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control effective in Gigastorage Corporation and its subsidiaries.

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

  4. Conclude the appropriateness of the use of the going concern basis of accounting by the management, and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on Gigastorage Corporation and its subsidiaries to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosure is inappropriate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause Gigastorage Corporation and its subsidiaries to cease as a going concern.

  5. Evaluate the overall presentation, structure, and content of the consolidated financial statements (including related notes), whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  6. Obtain sufficient and appropriate audit evidence regarding the financial information or the entities or business activities of the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the audit of Group, and forming the audit opinion on the Group.

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 in charge of governance with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought to affect our independence, and other matters (including related protective measures).

21

From the matters communicated with those in charge of corporate governance, we determine those matters that were of most significance in the audit of the 2024 consolidated financial statements of Gigastorage Corporation and its subsidiaries and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audits resulting in this independent auditor’s report are Wen, Chih-Yuan and Chang, Ya-Yun.

Deloitte & Touche Taipei, Taiwan Republic of China

March 31, 2025

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.

22

Gigastorage Corporation and Subsidiaries Consolidated Balance Sheet

December 31, 2024 and 2023

Code

1100
1110
1140
1150
1170
1180
1200
1210
1220
130X
1410
1476
1479
11XX

1510
1517
1535
1550
1600
1755
1760
1780
1840
1980
1990
15XX
1XXX
Assets
Current assets
Cash and cash equivalents (Notes 4 and 6)
Financial assets at fair value through profit or
loss – current (Notes 4, 7 and 34)
Contract assets – current (Notes 4, 25 and 35)
Notes receivable, net (Notes 4, 11, 20, 25 and
36)
Accounts receivable, net (Notes 4, 11 and 25)
Accounts receivable – related party, net (Notes
4, 11, 25 and 35)
Other receivables (Notes 4 and 11)
Other receivables – related party (Notes 4, 11
and 35)
Current income tax assets (Notes 4 and 27)
Inventories (Notes 4, 5 and 12)
Prepayments (Note 19)
Other financial assets– current (Note 36)
Other current assets (Notes 19)
Total current assets
Non-current assets
Financial assets at fair value through profit or
loss – non-current (Notes 4 and 7)
Financial assets at fair value through other
comprehensive income – non-current (Notes
4, 8 and 34)
Financial Assets Measured at Amortized
Cost – non-current(Notes 4, 9, 10 and 34)
Investments accounted for using the equity
method (Notes 4, 5, 14 and 35)
Property, plant and equipment (Notes 4, 5, 15,
35, 36 and 37)
Right-of-use assets (Notes 4 and 16)
Investment property (Notes 4, 17 and 36)
Intangible assets (Notes 4, 5 and 18)
Deferred income tax assets (Notes 4 and 27)
Other financial assets – non-current (Note 36)
Other non-current assets (Notes 19 and 36)
Total non-current assets
Total assets
December 31, 2024 December 31, 2024
%
12
-
-
8
7
-
4
-
-
8
4
-
-
43
-
1
1
7
35
1
3
2
1
-
6
57
100
December 31, 2023 December 31, 2023
%
16
-
1
-
6
-
-
-
-
9
4
1
-
37
-
2
-
9
39
1
3
2
1
2
4
63
100
Code

2100
2110
2126
2150
2170
2180
2200
2220
2230
2280
2322
2399
21XX

2530
2540
2572
2540
2640
2645
2670
25XX
2XXX


3110
3200

3310
3320
3350
3400
31XX
36XX

3XXX
Liabilities and equity
Current liabilities
Short-term borrowings (Notes 20, 34 and 36)
Short-term notes and bills payable (Notes 20
and 36)
Financial liabilities for hedging (Notes 12 and
34)
Notes payable
Accounts payable
Accounts payable – related party (Note 35)
Other payables (Note 22)
Other payables – related party (Note 35)
Current income tax liabilities (Notes 4 and 27)
Lease liabilities – current (Notes 4 and 16)
Long-term borrowings due within one year
(Notes 20 and 36)
Other current liabilities (Notes 22, 25 and 35)
Total current liabilities
Non-current liabilities
Bonds payable (Notes 21 and 34)
Long-term borrowings (Notes 20 and 36)
Deferred income tax liabilities (Notes 4
and 27)
Lease liabilities – non-current (Notes 4 and 16)
Net defined benefit liabilities – non-current
(Notes 4 and 23)
Deposits received
Other non-current liabilities (Notes 4 and 22)
Total non-current liabilities
Total liabilities
Equity attributable to owners of the Company
(Notes 4, 21, 24, 29 and 31)
Capital stock
Ordinary shares
Capital surplus
Retained earnings
Legal reserve
Special reserve
Losses to be offset
Other equity
Total equity attributable to owners of the
Company
Non-controlling interests (Notes 4, 24, 29 and 31)
Total equity
Total liabilities and equity
December 31, 2024 December 31, 2024
%
5
1
4
-
1
-
2
-
-
-
2
1
16
12
17
-
1
-
1
-
31
47
22
11
-
1

9 )

1)
24
29
53
100
Unit: NTD thousands
December 31, 2023
Unit: NTD thousands
December 31, 2023
Unit: NTD thousands
December 31, 2023
Amount
$ 1,950,631
35,373
-
1,215,423
1,030,770
36,329
676,517
2,315
16,433
1,222,828
567,006
32,288
61,836

6,847,749

30,036
239,671
83,145
1,096,695
5,578,306
204,945
478,238
328,653
152,224
27,363
891,285

9,110,561

$ 15,958,310
Amount
$ 2,320,944
-
95,675
73,373
847,082
11,493
46,194
2,026
10,430
1,336,196
603,163
90,995
43,414

5,480,985

34,253
310,503
-
1,315,781
5,753,329
155,805
446,107
383,303
177,166
296,528
554,682

9,427,457

$ 14,908,442
Amount
$ 819,276
219,695
547,078
12,629
165,739
-
299,845
36,233
677
27,807
303,904
124,103

2,556,986

1,902,784
2,735,834
34,890
122,300
16,649
84,576
11,466

4,908,499

7,465,485

3,509,057
1,699,864
14,689
155,982

1,359,158 )


166,303)

3,854,131
4,638,694

8,492,825

$ 15,958,310
Amount
$ 743,770
159,713
655,237
12,600
365,778
305
357,628
40,564
23,419
23,003
306,276
130,565

2,818,858

-
2,917,449
34,853
83,951
18,140
85,234
1,364

3,140,991

5,959,849

3,509,057
1,500,005
14,689
155,982

1,029,500 )


226,840)

3,923,393
5,025,200

8,948,593

$ 14,908,442
%
























(
(







(
(








(
(







(
(


5
1
4
-
3
-
3
-
-
-
2
1
19
-
20
-
-
-
1
21
40
24
10
-
1

7 )

2)
26
34
60
100

The accompanying notes are an integral part of the consolidated financial statements. (Please refer to the audit report dated March 31, 2025 issued by Deloitte and Touche)

Chairperson: Chen, Chi-Ming

Managerial officer: Chung, Kao-Yuan

Accounting officer: Tsai, Jyh- Pyng

23

Gigastorage Corporation and Subsidiaries

Consolidated Comprehensive Income Statement

January 1 to December 31, 2024 and 2023

(In thousand NTD, but net losses per share is in NTD)

Code
4000
Net operating revenue (Notes 4, 25
and 33)
5000
Cost of sales (Notes 12, 18, 26 and
35)
5900
Gross (loss) profits
5910
Unrealized profits on sales

5950
Realized gross (loss) profits

Operating expenses (Notes 11, 18
and 26)
6100
Marketing expenses
6200
Administration expenses
6300
R&D expenses
6450
Expected credit impairment
reversal gain
6000
Total operating expenses
6900
Net operating losses

Non-operating income and expenses
7100
Interest income (Notes 26)
7010
Other income (Notes 16, 26
and 35)
7020
Other gains and losses (Notes
15, 26 and 30)
7050
Financial costs (Notes 26 and
35)
7060
Share of profits or losses of
associates and joint ventures
accounted for using the
equity method (Notes 4 and
14)
7000
Total non-operating
income and expenses
7900
Net loss before tax

7950
Income tax expense (Notes 4 and
27)
8200
Net loss for the year
2024 %
100

95


5

-

5

4
7
5
- )

16

11)

1
1

1 )

2 )
1)

2)


13 )
- )

13)
2023
Amount
$ 6,912,033

6,527,277

384,756
14,637)

370,119

294,673
465,531
354,114
17,904)

1,096,414

726,295)

48,910
100,229

83,656 )

145,072 )
81,965)

161,544)


887,849 )
47,483)

935,332)
Amount
$ 3,940,087

3,946,414


6,327 )
10,556)

16,883)

251,479
442,607
336,684
51,743)

979,027

995,910)

44,747
96,827

216,619 )

79,609 )
45,850)

200,504)


1,196,414 )
37,857)

1,234,271)
%


(

(

(

(
(
(
(
(
(
(





(

(
(
(
(
(
(
(
(


(
(
(
(

(
(
(
(
(
(
(
(





(

(
(
(
(
(
(
(
(
100
100

-
-
-
6
11
9
1)
25
25)
1
2

5 )

2 )
1)
5)

30 )
1)
31)

(Continued on next page)

24

(Continued from previous page)

(Continued from previous page)
Code
Other comprehensive income
8310
Items not to be reclassified as
profit or loss:
8311
Remeasurement of
defined benefit plan
8316
Unrealized gains or losses
on investments in
equity instruments
measured at fair value
through other
comprehensive income
8320
Share of other
comprehensive income
of associates and joint
ventures accounted for
using the equity
method
8349
Income tax related to
items that may not be
reclassified
8360
Items that may be reclassified
subsequently to profit or
loss:
8361
Exchange differences on
translation of financial
statements of foreign
operations
8399
Income tax related to
items that may be
reclassified (Note 27)
8300
Other comprehensive
income for the year
(net after tax)
8500
Total comprehensive income for the
year
Net losses attributable to:
8610
Owners of the Company

8620
Non-controlling interests

8600

Total comprehensive income
attributable to:
8710
Owners of the Company

8720
Non-controlling interests

8700

Net losses per share (Note 28)
9750
Basic

9850
Diluted
2024 %

-


1 )
-

- )

1
- )

-

13)


5 )
9)

14)


4 )
9)

13)


2023
Amount
$ 845

49,720 )
176

20 )
78,456
10,159)

19,578

$ 915,754)

$ 301,362 )
633,970)

$ 935,332)

$ 271,718 )
644,036)

$ 915,754)

$ 0.86)
$ 0.86)
Amount
$ 5,821 )

124,973 )
286

-

31,257 )
5,287

156,478)

$ 1,390,749)

$ 347,720 )
886,551)

$ 1,234,271)

$ 410,185 )
980,564)

$ 1,390,749)

$ 0.99)
$ 0.99)
%

(
(
(

(
(
(
(
(
(
(
(
(

(
(

(

(
(
(
(
(
(
(
(
(

(

(
(
(
(
(
(
(
(
(
(

(
(

(
(
(
(
(
(
(
(

-

3 )
-
-

1 )
-
4)
35)

9 )
22)
31)

10 )
25)
35)

The accompanying notes are an integral part of the consolidated financial statements. (Please refer to the audit report dated March 31, 2025 issued by Deloitte and Touche)

Chairperson: Chen, Chi-Ming Managerial officer: Chung, Kao-Yuan Accounting officer: Tsai, Jyh- Pyng

25

Gigastorage Corporation and Subsidiaries

Consolidated Statement of Changes in Equity January 1 to December 31, 2024 and 2023

Units: NTD thousands, unless otherwise stated

Code
A1
Balance as of January 1, 2023
D1
Net losses for 2023
D3
Other comprehensive income after tax for 2023
D5
Total comprehensive income for 2023
M5
Differences between equity price and carrying
amount arising from acquisition or disposal
of subsidiaries (Note 24, and31)
M7
Changes in ownership interest in subsidiaries
(Notes 24 and 31)
C7
Changes in associates and joint ventures
recognized under the equity method
N1
Subsidiary share based payment transactions
Q1
Disposal of equity instruments at fair value
through other comprehensive income
Z1
Balance as of December 31, 2023
D1
Net losses for 2024
D3
Other comprehensive income after tax for 2024
D5
Total comprehensive income for 2024
M5
Differences between equity price and carrying
amount arising from acquisition or disposal
of subsidiaries (Notes 24 and 31)
M7
Changes in ownership interest in subsidiaries
(Notes 24 and 31)
C5
Convertible bonds issued by subsidiaries are
recognized as a component of equity
C7
Changes in associates and joint ventures
recognized under the equity method
N1
Subsidiary share based payment transactions
Q1
Disposal of equity instruments at fair value
through other comprehensive income
Z1
Balance as of December 31, 2024
Equity attributable to owners of the Equity attributable to owners of the Equity attributable to owners of the Company Total
$ 4,324,114

347,720 )

62,465)

410,185)
1,662
2,764
1,103
3,935
-
3,923,393

301,362 )
29,644

271,718)
42,287
1,338
106,567
51,124
1,140
-
$ 3,854,131
Non-controlling
interests
$ 5,687,123
(
886,551 )
(
94,013)
(
980,564)
14,971
273,430
8,366
21,874

-
5,025,200
(
633,970 )
(
10,066)
(
644,036)
48,301
21,412
178,160
1,374
8,283

-
$ 4,638,694
Total equity
Capital stock
Amount
$ 3,509,057
-

-

-
-
-
-
-

-
3,509,057
-

-

-
-
-
-
-
-

-
$ 3,509,057
Capital surplus
$ 1,490,493
-
-
-
1,772
2,702
1,103
3,935
-
1,500,005
-
-
-
39,721
1,307
106,567
51,124
1,140
-
$ 1,699,864
Retained earnings
Losses to be offset

( $ 680,196 )
(
347,720 )
(
2,334)
(
350,054)
-
-
-
-

750
(
1,029,500 )
(
301,362 )
(
804)
(
302,166)
-
-
-
-
-
(
27,492)
($ 1,359,158)
Other equity
Unrealized gains
Exchange
(losses) from
financial assets
differences on
measured at fair
translation of
value through other
financial statements
comprehensive
of foreign operations
income
( $ 112,146 )
( $ 53,765 )
-
-
(
10,565)
(
49,566)
(
10,565)
(
49,566)
133
(
243 )
62
-
-
-
-
-

-
(
750)
(
122,516 )
(
104,324 )
-
-

46,079
(
15,631)

46,079
(
15,631)
1,524
1,042
31
-
-
-
-
-
-
-

-

27,492
($ 74,882)
($ 91,421)
Exchange
differences on
translation of

financial statements
of foreign operations
( $ 112,146 )
-
(
10,565)
(
10,565)
133
62
-
-

-
(
122,516 )
-

46,079

46,079
1,524
31
-
-
-

-
($ 74,882)
Number of shares
(in thousands)
350,906
-

-

-
-
-
-
-

-
350,906
-

-

-
-
-
-
-
-

-

350,906
Legal reserve
$ 14,689
-
-
-
-
-
-
-
-
14,689
-
-
-
-
-
-
-
-
-
$ 14,689
Special reserve
$ 155,982
-
-
-
-
-
-
-
-
155,982
-
-
-
-
-
-
-
-
-
$ 155,982


































(
(
(
(

(
(
(
(
(
(
(
(
(

(



(
(
(
(
(
(
(
(
(

(

(
(
(

(

(


(
(
(

(
(
(


(
(
(

(

(

$ 10,011,237

1,234,271 )

156,478)

1,390,749)
16,633
276,194
9,469
25,809
-
8,948,593

935,332 )
19,578

915,754)
90,588
22,750
284,727
52,498
9,423
-
$ 8,492,825

The accompanying notes are an integral part of the consolidated financial statements. (Please refer to the audit report dated March 31, 2025 issued by Deloitte and Touche)

Chairperson: Chen, Chi-Ming

Managerial officer: Chung, Kao-Yuan

Accounting officer: Tsai, Jyh- Pyng

26

Gigastorage Corporation and Subsidiaries

Consolidated Cash Flow Statement

January 1 to December 31, 2024 and 2023

Unit: NTD thousands

Code
Cash flow from operating activities:
A10000
Net loss before tax for the year

A20010
Adjustments:
A20100
Depreciation expense
A20200
Amortization expense
(including amortization
of other non-current
assets)
A20300
Expected credit impairment
(reversal gains) losses
A20400
Net loss (gain) on financial
assets and liabilities at
FVTPL
A20900
Financial costs
A21200
Interest income

A21300
Dividend income

A21900
Share-based remuneration
costs
A22300
Share of associates and joint
ventures accounted for
using the equity method
A22500
Loss(gain) from disposal of
property, plant and
equipment
A22700
Gains on disposal of
investment property
A23000
Gain on disposal of non-
current assets held for
sale
A23200
Gain on disposal of
investment accounted for
using the equity method
A23700
Impairment loss on non-
financial assets
A23800
Loss on decline in value of
inventories (reversal
gain)
A23900
Unrealized profits in
associate
A24100
Net foreign currency
exchange gain
2024
( $ 887,849 )

402,424
16,324
(
17,904 )

8,775

145,072
(
48,910 )

(
10,420 )

9,423
81,965
66,105

-

-

(
58,286 )

151,445
(
40,859 )
14,637
(
47,528 )
2023
( $ 1,196,414 )
355,632
14,683
(
51,743 )
(
693 )
79,609
(
44,747 )
(
12,296 )
25,809
45,850
(
283 )
(
4,483 )
(
4,038 )
(
20,939 )
212,017
100,239
10,556
(
14,730 )

(Continued on next page)

27

(Continued from previous page)

Code
A29900
Losses from disposal of
subsidiaries
A29900
Leasehold modification gain
A29900
Gain on reversal of
Impairment on non-
financial assets
A30000
Net changes in assets and
liabilities related to operating
activities.
A31125
Contract assets
A31130
Notes receivables

A31150
Accounts receivables

A31160
Accounts receivable –
related party
A31180
Other receivables

A31190
Other receivables – related
party
A31200
Inventories
A31230
Prepayments
A31240
Other current assets
A32130
Notes payable
A32150
Accounts payable

A32160
Accounts payable – related
party
A32180
Other payables

A32190
Other payables – related
party
A32230
Other current liabilities

A32240
Net defined benefit
liabilities
A32990
Other non-current liabilities

A33000
Cash arising from operations

A33100
Interests received
A33500
Income tax paid

AAAA
Net cash inflow from operating
activities
Cash flow from investment activities:
B00010
Acquisition of financial assets
measured at fair value through
other comprehensive income
B00020
Disposal of financial assets measured
at fair value through other
comprehensive income
2024
$ 70,176


-

-

95,675
( 1,142,050 )
(
143,014 )
(
24,728 )
(
675,457 )

(
289 )
41,450

36,157
3,756
29

(
199,809 )
(
306 )
(
14,997 )

(
4,331 )
(
6,462 )
(
646 )


10,102

( 2,170,330 )
51,722
(
61,428)

(2,180,036)

(
11,600 )

32,234
2023
$ -
(
286 )
(
264 )
149,843
589,643
17,712
27,965
(
13,465 )
18,432
(
95,618 )
34,470
20,628
(
4,803 )
69,788
348
(
43,306 )
40,166
33,677
(
1,828 )

1,364
338,495
42,305
(
20,480)

360,320
(
103,290 )
12,057

(Continued on next page)

28

(Continued from previous page)

Code
B00040
Acquisition of financial assets
measured at amortized cost
B00200
Disposal of Financial assets at fair
value through other comprehensive
income or loss
B01800
Acquisition of investment accounted
for using the equity method
B01900
Disposal of investment accounted for
using the equity method
B02600
Disposal of non-current assets held for
sale
B02700
Acquisition of property, plant and
equipment
B02800
Disposal of property, plant and
equipment
B03700
Increase in refundable deposits

B04500
Acquisition of intangible assets

B05400
Acquisition of investment property

B05500
Disposal of investment property
B06600
Decrease (Increase) in other financial
assets
B06700
Decrease (Increase) in other non-
current assets
B07600
Dividends received

BBBB
Net cash outflow from
investment activities
Cash flow from financing activities:
C00100
Increase in short-term borrowings
C00200
Decrease in short-term borrowings
C00600
Decrease (Increase) in short term
notes and bills payable
C01300
Repayment of corporate bonds

C01600
Borrowing of long-term loans
C01700
Repayment of long-term loans

C03100
Decrease in deposits received

C04020
Repayment of lease liability principal
C05600
Interests paid

C05800
Change in non-controlling interests
(Note 31)
CCCC
Net cash inflow from financing
activities
2024
( $ 82,402 )

20,361
(
24,500 )

185,314
-
(
838,937 )

29,958
(
4,561 )
(
1,898 )

(
15,751 )

-
325,855

29,319


23,335

(
333,273)

76,676
-

55,106

(
25,000 )

946,665

( 1,105,023 )

(
658 )

(
32,496 )

(
124,344 )


113,338

2,104,718
2023
$ -
-
(
79,333 )
41,313
24,258
( 1,037,415 )
11,384
-
(
3,600 )
(
328,446 )
10,396
(
182,756 )
(
30,450 )

33,793
(1,632,089)
-
(
126,579 )
(
21,938 )
(
339,406 )
1,466,820
(
593,711 )
(
436 )
(
22,644 )
(
73,056 )

292,827

581,877

(Continued on next page)

29

(Continued from previous page)

Code
DDDD Effect of exchange rate changes on cash
and cash equivalents
EEEE
Decrease in cash and cash equivalents

E00100 Balance of cash and cash equivalents at the
beginning of the year
E00200 Balance of cash and cash equivalents at the
end of the year

The accompanying notes are an integral part of the consolidated financial statements. (Please refer to the audit report dated March 31, 2025 issued by Deloitte and Touche)

Chairperson: Managerial officer: Accounting officer: Chen, Chi-Ming Chung, Kao-Yuan Tsai, Jyh- Pyng

30

Attachment VI

Independent Auditor’s Report

To the Board of Directors and Shareholders

Gigastorage Corporation

Audit Opinion

We have audited the accompanying parent company only balance sheets of Gigastorage Corporation (the “Company”) for the years ended December 31, 2024 and 2023 and the relevant parent company only statements of comprehensive income, changes in equity, and cash flows for the years then ended, and relevant notes, including a summary of significant accounting policies (collectively referred to as the “parent company only financial statements”).

In our opinion, based on our audits and the reports of other independent auditors (please refer to the Other Matters paragraph), the parent company only financial statements referred to above present fairly, in all material respects, the parent company only financial position of Gigastorage Corporation as of December 31, 2024 and 2023 and its parent company only financial performance and cash flows for the years ended December 31, 2024 and 2023, in conformity with the requirements of regulations governing the preparation of financial statements by securities issuers. Basis of Opinion

We conducted our audits in accordance with the Regulations Governing the Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards of the Republic of China. Our responsibilities under those standards are further described in the responsibilities of auditors for the audit of the parent company only financial statements. We are independent of Gigastorage Corporation in accordance with the Code of Professional Ethics for Certified Public Accountants, and we have fulfilled our other ethical responsibilities in accordance with the Code. Based on our audits and the reports of other independent auditors, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the 2024 parent company only financial statements of Gigastorage Corporation. These matters were addressed in the content of our audit of the parent company only financial statements as a whole, and in forming our opinion thereon, and we do not provide separate opinions on those matters.

Key audit matters of the 2024 parent company only financial statements of Gigastorage Corporation were as follows:

Authenticity of Revenues

31

As stated in Note 10 to the parent company only financial statements, investments accounted for using the equity method of Gigastorage Corporation amounted to NT$3,363,432 thousand, or 57.08% of total assets as of December 31, 2024, and the shares of losses of subsidiaries, affiliates and joint ventures using the equity method was NT$202,141 thousand, including the losses of subsidiary of NT$184,782 thousand, or 61.32% of net losses before tax from January 1, 2024 to December 31, 2024. The financial status and performance of its subsidiaries would significantly affect Gigastorage Corporation.

The sales revenues of Gigastorage Corporation and its subsidiaries are mainly from the sales of solar conductive plasma and solar silicon accessories. The sales revenues from specific clients and products changed significantly in 2024 and, therefore, we have included the authenticity of the aforementioned revenues as a key audit matter.

  • We have performed the following key audit procedures:

  • We assessed the effectiveness of the design and implementation of internal control practices related to sales transactions by understanding the related internal control systems and operating procedures related to the sales transaction cycle.

  • To confirm the authenticity of revenue, we selected samples from the sales details, reviewed the original customer orders, shipping documents or export declarations and sales invoices, and examined whether there were any abnormalities in the receivable collections and the customers to whom the sales were made.

Other Matters

The financial statements of certain equity-method investees have not been audited by us, but by other independent auditors. Therefore, of our opinions on the parent company only financial statements referred to above, the amounts included in the financial statements were based on the audit reports of other independent auditors. As of December 31, 2024 and 2023, the abovementioned investments under the equity method amounted to NT$860,240 thousand and NT$754,362 thousand, or 14.60% and 13.20% of total assets, respectively; the share of the above (losses recognized under the equity method amounted to NT$(81,536) thousand and NT$18,378 thousand, or 27.06% and (5.33)% of net loss before tax, respectively for the years ended December 31, 2024 and 2023.

The financial statements of certain equity-method investees prepared in accordance with different financial reporting framework have not been audited by us, but have been audited by other independent auditors in accordance with different auditing standards. The above-mentioned financial statements have been converted into adjusted financial statements that conform to the regulations governing the preparation of financial statements by securities issuers and we have performed the requisite audit procedures. Therefore, of our opinions on the parent company only financial statements referred to above, the amounts included in the financial statements were based on the audit reports of other independent auditors and the result of additional audit procedures

32

performed in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and relevant provisions of auditing standards of the Republic of China. As of December 31, 2023, the above-mentioned investments under the equity method amounted to NT$3,149 thousand, or 0.06% of total assets; the share of the above losses recognized under the equity method amounted to NT$(961) thousand and NT$1,486 thousand, or 0.32% and (0.43)% of net loss before tax, respectively for the years ended December 31, 2024 and 2023.

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

The 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 Statements by Securities Issuers, and for such internal control as the management determines is necessary to enable the preparation of the parent company only financial statements to be free from material misstatement whether due to fraud or error.

In preparing the parent company only financial statements, the management is also responsible for assessing the ability of Gigastorage Corporation as a going concern, disclosing as applicable, matters related to a going concern and using the going concern basis of accounting. Unless the management either intends to liquidate Gigastorage Corporation or to cease operations, or has no other realistic alternative but to do so.

Those in charge of corporate governance (including the Audit Committee) are responsible for overseeing the reporting process of the financial statements of Gigastorage Corporation.

Auditor’s 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 auditor’s report. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the accounting principles will always detect a material misstatement when it exists. Misstatements can arise from fraud or error. Misstatements are considered material, individually or in 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 performed the following tasks:

  1. Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error; design, and perform countermeasures for assessed risks; and obtain evidence that is sufficient and appropriate to provide a basis of audit opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one

33

resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  1. 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 effective in Gigastorage Corporation.

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

  3. Conclude the appropriateness of the use of the going concern basis of accounting by the management, and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on Gigastorage Corporation to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the parent company only financial statements or, if such disclosure is inappropriate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause Gigastorage Corporation to cease as a going concern.

  4. Evaluate the overall presentation, structure, and content of the parent company only financial statements (including related notes), whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

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

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 in charge of governance with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought to affect our independence, and other matters (including related protective measures).

From the matters communicated with those in charge of corporate governance, we determine those matters that were of most significance in the audit of the 2024 parent company only financial statements of Gigastorage Corporation and are therefore the key audit matters. We describe these matters in our auditor’s 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

34

in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audits resulting in this independent auditor’s report are Wen, ChihYuan and Chang, Ya-Yun.

Deloitte & Touche Taipei, Taiwan Republic of China March 31, 2025

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.

35

Parent Company Only Balance Sheet

Gigastorage Corporation

December 31, 2024 and 2023

Unit: NTD thousands

Code

1100
1140
1150
1170
1180
1200
1210
1220
130X
1410
1476
1479
11XX

1517
1550
1600
1755
1760
1780
1980
1990
15XX
1XXX
Assets
Current assets
Cash (Notes 4 and 6)
Contract assets – current (Notes 4, 20 and 28)
Notes receivable, net (Notes 4 and 8 and 20)
Accounts receivable, net (Notes 4, 8 and 20)
Accounts receivable – related party, net (Notes
4, 8, 20 and 28)
Other receivables (Notes 4 and 8)
Other receivables – related parties (Notes 4, 8
and 28)
Current income tax assets (Notes 4 and 22)
Inventories (Notes 4 and 9)
Prepayments (Note 15)
Other financial assets – current (Notes 4 and
29)
Other current assets (Notes 15 and 30)
Total current assets
Non-current assets
Financial assets at fair value through other
comprehensive income – non-current (Notes
4 and 7)
Investments using the equity method (Notes 4,
5,10, 28 and 29)
Property, plant and equipment (Notes 4, 11, 28
and 29)
Right-of-use assets (Notes 4 and 12)
Investment property (Notes 4, 13 and 29)
Intangible assets (Notes 4 and 14)
Other financial assets non–current (Notes 4
and 29)
Other non-current assets (Notes 4, 15, 18 and
29)
Total non-current assets
Total assets
December 31, 2024 December 31, 2024
%
4
-
-
1
-
-
-
-
1
5
-
-
11
-
57
19
2
2
-
-
9
89
100
December 31, 2023 December 31, 2023
%
3
2
-
1
-
1
-
-
1
5
-
-
13
1
63
18
-
3
-
-
2
87
100
Code

2100
2110
2170
2200
2220
2280
2322
2399
21XX

2540
2580
2645
2670
25XX
2XXX

3110
3200
3310
3320
3350
3400
3XXX
Liabilities and equity
Current liabilities
Short-term borrowings (Notes 16 and 29)
Short-term notes and bills payable (Notes 16
and 29)
Accounts payable
Other payables (Note 17)
Other payables – related party (Note 28)
Lease liabilities – current (Notes 4, 12 and 28)
Long-term borrowings due within one year
(Notes 16 and 29)
Other current liabilities (Notes 17, 20 and 28)
Total current liabilities
Non-current liabilities
Long-term borrowings (Notes 16 and 29)
Lease liabilities – non-current (Notes 4, 12 and
28)
Deposits received
Other non-current liabilities(Note 17)
Total non-current liabilities
Total liabilities
Equity (Notes 4, 19 and 24)
Capital stock
Ordinary shares
Capital surplus
Accumulated losses
Legal reserve
Special reserve
Losses to be offset
Other equity
Total equity
Total liabilities and equity
December 31, 2024 December 31, 2024
%
3
4
1
1
-
-
2
1
12
21
1
1
-
23
35
59
29
-
3

23 )

3)
65
100
December 31, 2023 December 31, 2023
Amount
$ 218,230
42,162
26,069
4,333
1,651
183
30,962
309,903
23,647
6,605

663,745

7,248
3,363,432
1,136,674
90,362
125,639
461
6,724
497,964

5,228,504

$ 5,892,249
Amount
$ 160,703
95,675
1,529
67,268
8,311
16,641
5,177
77
51,698
295,453
16,537
5,016

724,085

34,496
3,590,432
1,051,427
26,103
152,237
259
2,570
133,894

4,991,418

$ 5,715,503
Amount
$ 204,175
219,695
48,095
38,036
817
9,433
117,683
68,709

706,643

1,200,149
76,260
44,575
10,491

1,331,475

2,038,118

3,509,057
1,699,864
14,689
155,982

1,359,158 )


166,303)

3,854,131

$ 5,892,249
Amount
$ 212,001
159,713
62,615
71,303
8,142
4,886
96,190
80,248

695,098

1,031,442
21,920
43,650
-

1,097,012

1,792,110

3,509,057
1,500,005
14,689
155,982

1,029,500 )


226,840)

3,923,393

$ 5,715,503
%
























(
(






(
(







(
(






(
(

4
3
1
1
-
-
2
1
12
18
-
1
-
19
31
62
26
-
3

18 )

4)
69
100

The accompanying notes are an integral part of the Parent company only financial statements. (Please refer to the audit report dated March 31, 2025 issued by Deloitte and Touche)

Chairperson: Chen, Chi-Ming

Managerial officer: Chung, Kao-Yuan

Accounting officer: Tsai, Jyh- Pyng

36

Gigastorage Corporation

Parent Company Only Comprehensive Income Statement

January 1 to December 31, 2024 and 2023

(In thousand NT$, but net losses per share is in NT$)

Code
4000
Net operating revenues (Notes 4,
20 and 28)
5000
Cost of sales (Notes 9, 14, and 21)
5900
Gross profits
5910
Unrealized profits on sales

5920
Realized sales profits

5950
Realized gross profits

Operating expenses (Notes 14, 21
and 28)
6100
Marketing expenses
6200
Administration expenses
6300
R&D expenses

6000
Total operating expenses

6900
Net operating loss

Non-operating income and
expenses
7100
Interest income (Note 21 )
7010
Other income (Notes 21 and
28)
7020
Other gains and losses (Notes
4, 10 and 21)
7050
Financial costs (Notes 21 and
28)
7070
Share of profits or losses of
subsidiaries, associates and
joint ventures using the
equity method (Notes 4
and 10)
7000
Total non-operating
income and expenses
2024 %
100

84

16

21 )
18

13

3
28
5

36

23)

-
12

4 )

8 )
46)

46)
2023
Amount
$ 435,091

366,436

68,655

93,264 )

78,911

54,302

12,248
119,757
22,821

154,826

100,524)

1,214
52,567

16,405 )


36,073 )

202,141)

200,838)
Amount
$ 893,803

784,963

108,840

78,911 )

68,639

98,568

13,373
123,525
20,034

156,932

58,364)

913
51,337

24,298 )


25,062 )

289,503)

286,613)
%


(




(
(
(
(
(


(




(
(
(
(
(


(




(
(
(
(
(


(




(
(
(
(
(
100
88
12

9 )
8
11
2
14
2
18
7)
-
6

3 )

3 )
32)
32)

(Continued on next page)

37

(Continued from previous page)

(Continued from previous page)
Code
7900
Net loss before tax

7950
Income tax expense (Notes 4 and
22)
8200
Net loss for the year

Other comprehensive income
8310
Items not to be reclassified as
profit or loss:
8311
Remeasurement of
defined benefit plan
8316
Unrealized gains or
losses on investments
in equity instruments
measured at fair value
through other
comprehensive
income
8331
Remeasurement of
defined benefit plans
of subsidiaries under
the equity method
8336
Unrealized gains or
losses on investments
in equity instruments
by subsidiaries under
the equity method
measured at fair value
through other
comprehensive
income
8360
Items that may be reclassified
subsequently to profit or
loss:
8361
Exchange differences on
translation of
financial statements
of foreign operations
8381
Exchange differences on
translation of
financial statements
of foreign operations
of subsidiaries
recognized under the
equity method
8300
Other comprehensive
income for the year
(net after tax)
8500
Total comprehensive income for
the year
2024 %

69 )
-

69)

-

1
-


5 )
7

4

7

62)
2023
Amount
$ 301,362 )

-

301,362)


1,745 )
4,986
941

20,617 )

27,834
18,245

29,644

$ 271,718)
Amount
$ 344,977 )

2,743)

347,720)


190 )

781 )

2,144 )

48,785 )


8 )
10,557)

62,465)

$ 410,185)
%
(

(
(
(


(
(

(
(


(
(
(
(
(
(
(
(
(
(
(
(
(

(
(
(
(
(

39 )
-
39)
-
-
-

6 )
-
1)
7)
46)

(Continued on next page)

38

(Continued from previous page)

Code
Net losses per share (Note 23)
9750
Basic

9850
Diluted
2024 %

2023
Amount
$ 0.86)
$ 0.86)
Amount
$ 0.99)
$ 0.99)
%
(
(
(
(

The accompanying notes are an integral part of the Parent company only financial statements. (Please refer to the audit report dated March 31, 2025 issued by Deloitte and Touche)

Chairperson: Chen, Chi-Ming Managerial officer: Chung, Kao-Yuan Accounting officer: Tsai, Jyh- Pyng

39

Gigastorage Corporation

Parent Company Only Statement of Changes in Shareholders’ Equity

January 1 to December 31, 2024 and 2023

Unit: NTD thousands

Code
A1
Balance as of January 1, 2022
D1
Net losses for 2023
D3
Other comprehensive income after tax for 2023

D5
Total comprehensive income for 2023

M5
Differences between equity price and carrying amount
arising from acquisition or disposal of subsidiaries
(Note 24)
M7
Changes in ownership interest in subsidiaries (Notes
19 and 24)
C7
Changes in associates and joint ventures recognized
under the equity method
N1
Share-based payment transactions
N1
Subsidiary share based payment transactions
Q1
Disposal of equity instruments at fair value through
other comprehensive income by a subsidiary
Z1
Balance as of December 31, 2023
D1
Net losses for 2024
D3
Other comprehensive income after tax for 2024

D5
Total comprehensive income for 2024

M5
Differences between equity price and carrying amount
arising from acquisition or disposal of subsidiaries
(Note 26)
M7
Changes in ownership interest in subsidiaries (Notes
19 and 26)
C5
Due to recognition of equity component of convertible
bonds issued by a subsidiary
C7
Changes in associates and joint ventures recognized
under the equity method
N1
Subsidiary share based payment transactions
Q1
Disposal of equity instruments at fair value through
other comprehensive income by a subsidiary
Z1
Balance as of December 31, 2024
Capital stock
Number of shares (in
thousands)
Amount
305,906
$ 3,509,057

-
-

-

-


-

-

-
-
-
-
-
-
-
-
-
-

-

-

350,906
3,509,057
-
-

-

-


-

-

-
-
-
-
-
-
-
-
-
-

-

-


350,906
$ 3,509,057
Capital stock
Number of shares (in
thousands)
Amount
305,906
$ 3,509,057

-
-

-

-


-

-

-
-
-
-
-
-
-
-
-
-

-

-

350,906
3,509,057
-
-

-

-


-

-

-
-
-
-
-
-
-
-
-
-

-

-


350,906
$ 3,509,057
Capital surplus
$ 1,490,493

-
-

-

1,772
2,702
1,103
-
3,935
-

1,500,005
-
-

-

39,721
1,307
106,567
51,124
1,140
-

$ 1,699,864
Retained earnings Retained earnings Losses to be offset
( $ 680,196 )

(
347,720 )
(
2,334 )

(
350,054)

-
-
-
-
-

750

(
1,029,500 )

(
301,362 )
(
804)

(
302,166)

-
-
-
-
-
(
27,492)

($ 1,359,158)
Otherequity
Exchange differences
on translation of
financial statements of
foreign operations
Unrealized gains
(losses) on financial
assets at fair value
through other
comprehensive income
( $ 112,146 )
( $ 53,765 )

-
-

(
10,565)
(
49,566)

(
10,565)
(
49,566)

133
(
243 )
62
-
-
-
-
-
-
-

-
(
750)

(
122,516 )
(
104,324 )
-
-


46,079
(
15,631)


46,079
(
15,631)

1,524
1,042
31
-
-
-
-
-
-
-

-

27,492

($ 74,882)
($ 91,421)
Otherequity
Exchange differences
on translation of
financial statements of
foreign operations
Unrealized gains
(losses) on financial
assets at fair value
through other
comprehensive income
( $ 112,146 )
( $ 53,765 )

-
-

(
10,565)
(
49,566)

(
10,565)
(
49,566)

133
(
243 )
62
-
-
-
-
-
-
-

-
(
750)

(
122,516 )
(
104,324 )
-
-


46,079
(
15,631)


46,079
(
15,631)

1,524
1,042
31
-
-
-
-
-
-
-

-

27,492

($ 74,882)
($ 91,421)
Total equity
Exchange differences
on translation of
financial statements of
foreign operations
( $ 112,146 )

-
(
10,565)

(
10,565)

133

62
-
-
-

-

(
122,516 )

-

46,079


46,079

1,524
31
-
-
-

-

($ 74,882)
Number of shares (in
thousands)
305,906

-

-


-

-
-
-
-
-

-

350,906
-

-


-

-
-
-
-
-

-


350,906
Legal reserve
$ 14,689

-
-

-

-
-
-
-
-
-

14,689
-
-

-

-
-
-
-
-
-

$ 14,689
Special reserve
$ 155,982

-

-

-

-
-
-
-
-
-

155,982

-

-

-

-
-
-
-
-
-

$ 155,982












































(
(
(
(
(
(

(



(
(
(
(
(
(
(
(
(

(

(
(
(

(

(

$ 4,324,114

347,720 )

62,465)

410,185)
1,662
2,764
1,103
-
3,935
-
3,923,393

301,362 )
29,644

271,718)
42,287
1,338
106,567
51,124
1,140
-
$ 3,854,131

(

(
(
(
(
(
(

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

(Please refer to the audit report dated March 31, 2025 issued by Deloitte and Touche)

Chairperson: Chen, Chi-Ming

Managerial officer: Chung, Kao-Yuan

Accounting officer: Tsai, Jyh- Pyng

40

Gigastorage Corporation

Parent Company Only Cash Flow Sstatement January 1 to December 31, 2024 and 2023

Unit: NTD thousands

Code
Cash flow from operating activities:
A10000
Net losses before tax for the year

A20010
Income or expenses having no
effect on cash flows
A20100
Depreciation expense
A20200
Amortization expenses
A20900
Financial costs
A21200
Interest income

A21300
Dividend income
A22400
Share of profits or losses of
subsidiaries, associates and
joint ventures accounted
for using the equity
method
A22500
Loss(gain) on disposal of
property, plant and
equipment
A23200
Gain on disposal of
investment accounted for
using the equity method
A23700
Impairment loss on non-
financial asset
A23800
Gain on inventory value
recovery
A23900
Unrealized profits on sales
A24000
Realized sales profits

A24100
Net foreign currency
exchange loss (gain)
A29900
Gain on disposal of subsidary
A29900
Lease modification benefit

A29900
Gain on reversal of non-
financial asset impairment
2024
( $ 301,362 )

79,025
364
36,073
(
1,214 )

-

202,141
(
15 )
(
23,415 )
15,288
2,375

93,264
(
78,911 )

(
3,446 )

27,953
(
46 )
-
2023
( $ 344,977 )
44,850
279
25,062
(
913 )
(
1,078 )
289,503
479

-
22,220
(
2,989 )
78,911
(
68,639 )
59
-
-
(
264 )

(Continued on next page)

-41-

(Continued from previous page)

Code
A30000
Net changes in assets and
liabilities related to operating
activities.
A31125
Contract assets

A31130
Notes receivables
A31150
Accounts receivables
A31160
Accounts receivable – related
party
A31180
Other receivables
A31190
Other receivables – related
party
A31200
Inventories
A31230
Prepayments

A31240
Other current assets

A32130
Notes payable
A32150
Accounts payable

A32180
Other payables

A32190
Other payables – related
party
A32230
Other current liabilities

A32240
Net defined benefit liabilities
A32990
Other non-current liabilities

A33000
Cash arising from operations
A33100
Interests received
A33500
Income tax paid

AAAA
Net cash inflow(outflow) from
operating activities
Cash flow from investment activities:
B00100
Acquisition of Financial assets at fair
value through other comprehensive
income or loss
B00200
Disposal of Financial assets at fair
value through other comprehensive
income or loss
B01800
Acquisition of investment accounted for
using the equity method
B01900
Disposal of investment accounted for
using the equity method
B02300
Disposal of subsidiary(note 10)
2024
$ 95,675

1,529
26,010
(
17,688 )

12,309

3,527
18,361
(
14,450 )
(
1,589 )

-

(
14,523 )

(
2,684 )

(
7,325 )
(
11,539 )
(
1,381 )
10,491

144,797
1,213
(
106)


145,904

-

32,234
(
28,500 )

157,755
2,069
2023












$ 149,843
476,909
43,570
(
2,095 )
(
14,221 )
1,544
30,771
18,413
(
2,349 )
(
488 )
(
7,871 )
(
3,051 )
6,912
45,741
199

-
786,330
913
(
3,827)

783,416
(
3,306 )
3,718
(
80,333 )
-
-

(Continued on next page)

-42-

(Continued from previous page)

(Continued from previous page)
Code
B02700
Acquisition of property, plant and
equipment
B02800
Disposal of property, plant and
equipment
B03700
Decrease (increase) in refundable
deposits
B04500
Acquisition of intangible assets

B06500
Increase in other financial assets

B06700
Decrease(increase) in other non-current
assets
B07600
Dividends received

BBBB
Net cash outflow from investment
activities
Cash flow from financing activities:
C00200
Decrease in short-term borrowings

C00600
Increase (decrease) in short term notes
and bills payable
C01600
Borrowing of long-term loans
C01700
Repayment of long-term loans

C03000
Increase in deposits received
C04020
Repayment of lease liability principal

C05500
Disposal of equity in subsidiaries (Note
26)
C05600
Interests paid

C09900
Return of share proceeds from capital
reduction of subsidiaries
CCCC
Net cash inflow(outflow) from
financing activities
DDDD Effect of exchange rate changes on cash

EEEE
Net increase (decrease) in cash and cash
equivalents
E00100 Cash balance at the beginning of the year

E00200 Cash balance at the end of the year
2024
( $ 540,731 )

15
360

(
566 )
(
11,264 )

1,012


12,915

(
374,701)

(
7,826 )

55,106

286,390
(
96,190 )

925
(
14,354 )

90,588
(
30,816 )


-


283,823


2,501

57,527

160,703

$ 218,230
2023
( $ 669,952 )
741
(
4,848 )
-
(
2,401 )
(
589 )

21,075
(
735,895)
(
381,923 )
(
21,938 )
456,320
(
93,710 )
1,695
(
4,442 )
24,271
(
22,777 )

7,968
(
34,536)
(
192)
12,793

147,910
$ 160,703

The accompanying notes are an integral part of the Parent company only financial statements. (Please refer to the audit report dated March 31, 2025 issued by Deloitte and Touche)

Chairperson: Managerial officer: Accounting officer: Chen, Chi-Ming Chung, Kao-Yuan Tsai, Jyh- Pyng

-43-

Attachment VII

GIGASTORAGE CORPORATION The 2024 Deficit Compensation Table

Unit: NT$

Unit: NT$
Item Amount
Deficit to be compensated at the beginning of the year (1,029,499,814)
Add(Minus)
Remeasurement of defined benefit plan (804,949)
Net loss in 2024 (301,361,469)
Disposal of financial instruments measured at fair value
through other comprehensive income
(27,491,551)
Losses to be made up (1,359,157,783)
Add: Capital reserve to make up for losses 1,359,157,783
End ofyear accumulated losses 0

==> picture [383 x 10] intentionally omitted <==

Chairman: Chen, Chi-Ming Manager: Chung, Kao-Yuan Accounting Supervisor: Tsai, Jyh- Pyng

-44-

Attachment VIII

GIGASTORAGE CORPORATION Comparison Table for Rules of Articles of Incorporation Before and After Revision

June 27, 2025

Articles Before revision After revision Descriptions
Article
28-1
The Company shall distribute 4%
to 8% of profit of the current year
as employees’ compensation and
not higher than 3% of profit of the
current year as the directors’
compensation. However, if the
Company still has accumulated
losses, it shall first deduct the
amount of accumulated losses
before
calculating
the
appropriation on the balance.
Employee
remuneration
and
special incentives can be paid in
stock or cash, and recipients of
such
payments
may
include
employees of affiliated companies
who meet certain conditions.
Matters regarding remuneration of
directors and employees shall be
handled in accordance with the
relevant laws and regulations and
shall be determined by the board of
directors.
The Company shall distribute 4%
to 8% of profit of the current year
as employees’ compensation and
not higher than 3% of profit of the
current year as the directors’
compensation.However, 20% to
80%
of
the
total
employee
remuneration will be used to adjust
the
salaries
or
distribute
remuneration
to
grassroots
employees.
However,
if
the
Company still has accumulated
losses, it shall first deduct the
amount of accumulated losses
before
calculating
the
appropriation on the balance.
Employee
remuneration
and
special incentives can be paid in
stock or cash, and recipients of
such
payments
may
include
employees of affiliated companies
who meet certain conditions.
Matters regarding remuneration of
directors and employees shall be
handled in accordance with the
relevant laws and regulations and
shall be determined by the board of
directors.
Cooperate with
legislative
amendments
Article 34 With the consent of the promoters
in the promoters’ meeting, the
Articles of Incorporations were
duly stipulated on March 17,
1997. The Articles were duly
amended on April 14, 1997 as the
1st amendment. (Omitted)
The 13th amendment was made on
June 25, 2010.
With the consent of the promoters
in the promoters’ meeting, the
Articles of Incorporations were
duly stipulated on March 17,
1997. The Articles were duly
amended on April 14, 1997 as the
1st amendment. (Omitted)
The 13th amendment was made on
June 25, 2010.
Add the revision
number and date

-45-

The 14th amendment was made on The 14th amendment was made on June 28, 2011. June 28, 2011. The 15th amendment was made on The 15th amendment was made on June 18, 2013. June 18, 2013. The 16th amendment was made on The 16th amendment was made on June 22, 2015. June 22, 2015. The 17th amendment was made on The 17th amendment was made on June 23, 2016. June 23, 2016. The 18th amendment was made on The 18th amendment was made on June 21, 2017. June 21, 2017. The 19th amendment was made on The 19th amendment was made on June 9, 2020. June 9, 2020. The 20th amendment was made on The 20th amendment was made on July 26, 2021. July 26, 2021. The 21st amendment was made on The 21st amendment was made on June 24, 2022. June 24, 2022. The 22st amendment was made on June 27, 2025.

-46-

Appendix I

GIGASTORAGE CORPORATION Articles of Incorporation

(Before Revision)

Chapter 1 General Provisions

  • Article 1: The company is organized in accordance with the Company Act of R.O.C. and named 國碩科技工業股份有限公司 in the Chinese language. The company Name in English shall be GIGASTORAGE CORPORATION (hereinafter referred to as the "Company").

  • Article 2: The lines of business of the company shall include the following:

  • I. CC01110 Computer and Peripheral Equipment Manufacturing

  • II. F401010 International Trade

  • III. CC01120 Data Storage Media Manufacturing and Duplicating

  • IV. I501010 Product Designing

  • V. F108031 Wholesale of Medical Devices

  • VI. F208031 Retail Sale of Medical Apparatus

  • VII. CC01080 Electronics Components Manufacturing

  • VIII.F119010 Wholesale of Electronic Materials

  • IX. F219010 Retail Sale of Electronic Materials

  • X. IG03010 Energy Technical Services

  • XI. D101040 Non-Public Electric Power Generation

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

  • Article 3: The Company shall have its registered head office in Hsinchu County, Taiwan, where necessary and with a resolution to do so by the Board of Directors (hereinafter referred to as the “Board”), set up branch offices either within or outside the territory of the Republic of China.

  • Article 4: The public announcement is based on Article 28 of the Company Act.

Chapter 2 Shares

  • Article 5: The total capital amount of the Company is authorized at five billion New Taiwan dollars (NT$5,000,000,000), which consists of five hundred million (500,000,000) common shares with a par value of ten New Taiwan dollars (NT$10) per share. The shares can be issued in installments. The board of directors may resolve to issue the shares which have never been issued when needed.

  • The total capital amount mentioned in the preceding paragraph shall reserve two hundred million New Taiwan dollars (NT$200,000,000) separated into twenty million (20,000,000) shares with a par value of ten New Taiwan dollars (NT$10) per share. The reserved shares shall be used for issuing share subscription warrant in installments upon the resolution of the board of directors.

  • Article 5.1: Employees of parents or subsidiaries of the Company meeting certain specific requirements are entitled to receive shares bought back by the Company. Employees of parents or subsidiaries of the Company meeting certain specific requirements are entitled to receive share subscription warrant issued by the Company.

-47-

  • Employees of parents or subsidiaries of the Company meeting certain specific requirements are entitled to receive new shares issued by the Company. Employees of parents or subsidiaries of the Company meeting certain specific requirements are entitled to receive restricted stock awards issued by the Company. The Board of Directors is authorized to set the conditions.

  • Article 6: The Company may reinvest in other enterprises as deemed necessary for its business operations, and its total re-investment in other enterprises shall not be subject to the restriction of not more than forty percent (40%) of the Company’s paid‐in capital prescribed in Article 13 of the Company Act.

  • Article 7: The share certificates of the Company shall without exception be in registered form ad issued in accordance with the relevant laws and regulations. For the shares to be issued by a company, the issuing company may be exempted from printing any share certificate for the shares issued. A company not printing its share certificate in accordance with the provision of the preceding paragraph shall register the issued shares with a centralized securities depositary enterprise and follow the regulations of that enterprise.

  • Article 8: Share affairs shall be handled pursuant to the Regulations Governing the Administration of Shareholder Services of Public Companies.

  • Article 9: Deleted.

  • Article 10: The shareholders’ names and the share transfer shall be registered within 30 days prior to the convening date of a regular shareholders' meeting, or within 15 days prior to the convening date of a special shareholders' meeting, or within 5 days prior to the target date fixed by the issuing company for distribution of dividends, bonus or other benefits.

Chapter 3 Shareholders' Meetings

  • Article 11: Shareholders’ meetings of the company are of two kinds; Unless otherwise specified by the Company Act, the general meeting of the shareholders should be convened by the Board.

  • I. The regular meeting of shareholders shall be convened within six months after close of each fiscal year, unless otherwise approved by the competent authority for good cause shown.

  • II. Extraordinary shareholders’ meetings may be called whenever necessary.

  • Article 11-1: The shareholders’ meetings may be held by teleconferencing or other means announced by the central authority.

  • Article 12: The chairman of the board of directors shall preside the shareholders’ meetings. In case the or an executive director is on leave or unable to exercise his/her functional duties for any reason, a shareholder shall be designated to act in his/her behalf; and if no representative is so designated, the representative shall be elected by the shareholders from among themselves.

  • Article 13: A notice for convening a regular shareholders’ meeting shall be given thirty (30) days before the meeting. A notice for convening a special shareholders’ meeting shall be given fifteen (15) days prior to the meeting. The notice shall specify the date, the place and the subject(s) of the meeting. The notice of the shareholders’ meeting to be given by an issuer to shareholders who own less than 1,000 shares of nominal stocks may be given in the form of a public announcement.

  • A company whose shareholders may exercise their voting power in writing or by way of electronic transmission in a shareholders' meeting shall describe in the shareholders’ meeting notice the method of exercising their voting power, in accordance with relevant laws and regulations.

-48-

  • Article 14: A shareholder may appoint a proxy to attend a shareholders’ meeting in his/her/its behalf by executing a power of attorney starting with the signatures or personal seals therein for the scope of power authorized to the proxy. Shareholders attended by proxy shall be subject to Article 177 of the Company Act and also to “the Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies” issued by the competent authority.

  • Article 15: Except for when the shares are restricted shares or are deemed non-voting shares under Article 179 of the Company Act., shareholders of the company shall be entitled to one vote for each share held at the shareholders’ meetings.

  • Article 16: Unless otherwise provided by the Company Act, a resolution of the shareholders’ meeting shall be adopted by a majority votes of the shareholders present, who represent a majority of the total issued shares.

Chapter 4 Directors

  • Article 17: The Company shall have 9 to 11 directors and to be elected by the shareholders’ meeting from among candidates with disposing capacity. For the company, if the percentage of shareholdings of all the directors selected is subject to the provisions separately prescribed by the competent authority in charge of securities affairs. Since the 8th BOD, in case a candidates nomination system is adopted by a company for election of the directors of the company; and the shareholders shall elect the directors from among the nominees listed in the roster of director candidates, in accordance with Article 192-1 of the Company Act.

  • The company shall appoint independent directors, not less than three in number and not less than one-fifth of the total number of directors. Regulations governing the professional qualifications, restrictions on shareholdings and concurrent positions held, methods of nomination and other matters for compliance with respect to Independent Directors shall be followed in accordance with the Rules for election of Directors and relevant laws.

  • Article 17.1: The Company shall establish an Audit Committee according to Article 14‐4 of the Securities and Exchange Act.

  • Article 18: The board of directors is organized by the directors and shall have the following authorities:

  • I. To submit an operating plan.

  • II. To propose surplus earnings distribution or loss make‐up plans

  • III. To propose increase or decrease of the capital amount.

  • IV. To enact major articles of incorporation and rules for the organization of the Company.

  • V. To appoint and dismiss the managerial officers of the Company.

  • VI. To establish and terminate the branch offices.

  • VII. To determine the budget and review the final accounts.

  • VIII.Other authorities granted by the resolution of the shareholders’ meetings or in accordance with the Company Act.

  • Article 19: The chairman of the board of directors shall be elected by a majority of directors in attendance at the meeting attended by at least two‐third of the directors. The chairman of the board of directors shall represent the Company externally.

Article 20: Unless otherwise provided by the Company Act, meetings of the board of directors

-49-

shall be called and chaired by its Chairman. Unless otherwise provided by the Company Act., the resolutions of the board of directors shall be adopted by a majority vote of the directors at a meeting of the board of directors attended by at least a majority of the entire directors of the Company.

The reasons for calling a board of directors meeting shall be notified to each director at least seven days in advance. In emergency circumstances, however, a meeting may be called on shorter notice. The Board of Directors of the company could be convened in line with the Company Act, in writing or via email or fax and a meeting notice shall be sent to directors.

  • Article 21: When the chairperson of the board is on leave or for any reason unable to exercise the powers of chairperson, the chairperson shall appoint one of the managing directors to act or if there are no managing directors, one of the directors shall be appointed to act as chair. Directors shall attend board meetings in person. A director unable to attend in person may appoint another director to attend the meeting in his or her place. The proxy referred to the preceding paragraph may be the appointed proxy of only one person.

  • Article 22: Article deleted

  • Article 23: The board of the directors is authorized to determine the remuneration or salaries for the directors, in performing functional duties, taking into account the extent of his/her participation and contribution to the Company and with reference to the normal standard of the industry regardless of profit or loss of the Company. If the company has profits, it will also distribute remuneration in accordance with the provisions of Article 28-1. The company may purchase the liability insurance for the directors.

Chapter 5 Managerial Officers

  • Article 24: The company may appoint managers. The appointment, discharge, and the remuneration of managers shall be in accordance with Article 29 of the Company Act.

  • Article 25: Deleted.

Chapter 6 Accounting

  • Article 26: The fiscal year for the company shall be from January 1 of each year to December 31 of the same year. A business must close its books at the end of the fiscal year.

  • Article 27: At the end of each fiscal year, the board of directors of the Company shall prepare the following documents, which shall be submitted to the Audit Committee for auditing thirty (30) days prior to the regular shareholders’ meeting pursuant to Article 228 of the Company Act. The Audit Committee shall submit the auditing report to the shareholders' meeting for approval. However, the Securities and Exchange Act or other laws shall be followed if they have been regulated in some other ways.

  • I. Business Report;

  • II. Financial Statements;

  • III. Proposal Concerning Appropriation of Earnings or Covering of Losses.

  • Article 28: The distribution of dividends and bonuses shall be based on the proportion of shares held by each shareholder. When the company has no surplus, no dividends and bonuses shall be distributed.

  • Article 28-1: The Company shall distribute 4% to 8% of profit of the current year as employees’ compensation and not higher than 3% of profit of the current year as the directors’ compensation. However, if the Company still has accumulated

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losses, it shall first deduct the amount of accumulated losses before calculating the appropriation on the balance.

Employee remuneration and special incentives can be paid in stock or cash, and recipients of such payments may include employees of affiliated companies who meet certain conditions.

Matters regarding remuneration of directors and employees shall be handled in accordance with the relevant laws and regulations and shall be determined by the board of directors.

  • Article 29: If there are earnings in the Company’s annual final accounts, they shall be distributed in the following order:

  • I. After paying profit‐seeking enterprise income tax

  • II. as well as making up losses of the previous years,

  • III. The profits from annual final accounts shall have 10% allocated for legal reserve, but if the legal reserve has reached the paid-in capital, no further allocations will be conducted.

  • IV. Thereafter, the Company shall set aside or reverse a special reserve in accordance with the applicable laws and regulations.

  • V. Any balance of the earnings together with the previous earnings which has not been distributed shall be distributed in accordance with the board of director’s proposal.

When providing the special surplus pursuant to laws, the Company shall, before distributing the earnings, set aside the special reserve in the same amount from the undistributed earnings in the previous period to cover the deficit in the “net increase in fair value of investment property accumulated in the previous period” and “net deductions from other equity accumulated in the previous period,” if any. Where the same still cannot cover the deficit, additional legal reserves shall be set aside from the current net profit after tax plus the items other than the current net profit after tax and current undistributed earnings to cover the deficit in full.

As for the company’s current industrial environment is changeable, the Company's dividends policy is to pay dividends from surplus considering factors such as the Company's current and future investment environment, cash requirements, domestic and overseas competitive conditions and capital budget requirements, and taking into account the shareholders' interest, maintenance of a balanced dividend and the Company's long term financial plan If the retained earnings available for distribution of the current year reach 5% of the paid in capital of the Company, no less than 20% of the retained earnings available for distribution of the current year shall be distributed as dividend. If the retained earnings available for distribution of the current year do not reach 5% of the paid in capital of the Company, the Company may distribute no dividends. The cash portion of the dividends shall not be less than 20% of the total dividends in the form of cash and stock.

  • The dividends distribution ratio in the preceding paragraph could be adjusted taking into consideration finance, business and operations, etc.

  • Article 30: Profit appropriation is distributed to those who are entitled as shareholders in the shareholders' roster five (5) days prior to the record (base) date scheduled to distribute dividends and bonuses.

Chapter 7 Supplementary Provisions

Article 31: The Company may act as a guarantor externally as required for business in accordance

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with the government’s regulation.

  • Article 32: The Company’s organizational regulations and operational rules shall be separately enacted.

  • Article 33: Any matters insufficiently provided for in the Articles of Incorporation shall be handled in accordance with the Company Act.

  • Article 34: With the consent of the promoters in the promoters’ meeting, the Articles of Incorporations were duly stipulated on March 17, 1997. The Articles were duly amended on April 14, 1997 as the 1st amendment. (Omitted) The 13th amendment was made on June 25, 2010. The 14th amendment was made on June 28, 2011. The 15th amendment was made on June 18, 2013. The 16th amendment was made on June 22, 2015. The 17th amendment was made on June 23, 2016. The 18th amendment was made on June 21, 2017. The 19th amendment was made on June 9, 2020. The 20th amendment was made on July 26, 2021. The 21st amendment was made on June 24, 2022.

GIGASTORAGE CORPORATION

Chairman: Chen, Chi-Ming

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Appendix II

GIGASTORAGE CORPORATION Rules of Procedure for Shareholders’ Meetings (Before Revision)

Approved by the Shareholders’ Meeting on June 28, 2023.

  • I. The rules of procedures for this Corporation's shareholders’ meetings, except as otherwise provided by law, regulation or the Articles of Incorporation, shall be as provided in these Rules.

  • II. The meeting notice shall specify details such as the check-in time, venue, and other important notes for shareholders, proxy solicitors and proxies (referred to as shareholders) where relevant.

  • Admission of meeting participants shall begin at least 30 minutes before the meeting commences. The reception area must be clearly marked and stationed with competent personnel. Check-in to the teleconferencing platform of the shareholders’ meeting should be completed at least 30 minutes before the meeting starts, those who complete the checkin are considered to have attended the meeting in person.

  • Shareholders shall attend shareholders’ meetings by presenting valid conference pass, attendance card or other document of similar nature. The Company may not request shareholders to present additional documentary proof unless specified in advance. Proxy form acquirers are required to bring identity proof for verification.

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

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

When the government or a juristic person is a shareholder, it may be represented by more than one representative at a shareholders’ meeting. When a juristic person is appointed to attend as proxy, it may designate only one person to represent him/her in the meeting. Shareholders who would like to attend the teleconferencing of shareholders’ meeting should register with the Company at least two days before the shareholders’ meeting. For shareholders’ meetings that are held by teleconferencing, the Company shall upload the meeting handbook, annual report and other relevant information to the teleconferencing platform of the shareholders’ meeting, and keep them disclosed until the end of the meeting.

III. The shareholders’ meeting notice should specify the following matters if the meeting is also made available through teleconferencing.

  1. Methods of participation in the meeting through teleconferencing and for exercising their rights.

  2. The handling of issues with the video conference platform or participation in the teleconference due to natural disasters, incidents or other force majeure events, including at least the following:

  3. (1)The time or date when the abovementioned issues cannot be resolved and the meeting needs to be postponed or resumed.

  4. ( 2)Shareholders who have not registered to participate in the shareholders’ meeting by teleconferencing shall not participate in the postponed or resumption of the meeting.

  5. (3)If the shareholder teleconference meeting cannot resume, and the total number of shares represented in attendance still meet the statutory quorum for the resolutions conducted after subtracting the number of shares that attended the meeting by

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teleconferencing, the meeting may still continue without needing a postponement or resumption. For shareholders who originally choose to attend the shareholders’ meeting by teleconferencing, the number of shares is counted in the total of shares of shareholders attending the meeting, but is considered abstention in all the motions presented in the meeting.

  • (4)The handling methods for when the results for all the motions have been announced, and there are no extraordinary motions.

  • Alternative measures taken for shareholders who may have difficulties joining the meeting by teleconferencing. Except for the circumstances under Article 44-9, paragraph 6 of the Regulations Governing the Administration of Shareholder Services of Public Companies, the Company shall provide shareholders with at least connection equipment and necessary assistance and state the period during which shareholders may apply to the Company for such equipment or assistance and other relevant matters to be noted.

  • IV. Unless otherwise provided by law or regulation, this Corporation's shareholders’ meetings shall be convened by the board of directors. Any changes to the convening of a shareholders’ meeting shall be resolved in a board meeting, which should be completed at the latest before the notice of the shareholders’ meeting is sent.

  • For the Company to hold a shareholders’ meeting by video conference, unless otherwise specified in the Regulations Governing the Administration of Shareholder Services of Public Companies, it shall be specified in the Articles of Incorporation and approved by resolution of the board of directors with the consent of more than half of the directors present at a board meeting attended by two-thirds or more of all directors. The Company shall prepare electronic versions of the shareholders’ meeting notice and proxy forms, and the origins of and explanatory materials relating to all proposals, including proposals for ratification, matters for deliberation, or the election or dismissal of directors or supervisors, and upload them to the Market Observation Post System (MOPS) at least 30 days before the date of an annual general meeting or 15 days before the date of an extraordinary shareholders’ meeting. At least 21 days before an annual general meeting or 15 days before an extraordinary shareholders’ meeting, an electronic copy of the meeting handbook and supplementary information shall be prepared and posted on the MOPS. However, in the event that the Company with paid-in capital reaching NT$10 billion or more as of the last day of the most recent fiscal year, or in which the aggregate shareholding percentage of foreign investors and investors in China reached 30% or more as recorded in the shareholder register at the time of holding of the shareholders’ meeting in the most recent fiscal year, it shall upload the electronic file 30 days prior to the day on which the shareholders’ meeting is to be held. Physical copies of the shareholders’ meeting handbook and supplementary information shall be prepared at least 15 days before the meeting, and made accessible to shareholders upon request. These documents must also be placed within the Company’s premises and at the stock transfer agent.

The abovementioned meeting procedure handbook and supplementary information shall be made available by the Company to shareholders in the following ways on the day of the shareholders’ meeting:

  1. Distributed on-site at the venue of the shareholders’ meeting where the physical meeting is held.

  2. If the shareholders’ meeting is also available through teleconferencing, distribute the materials at the physical venue, and upload the electronic files to the teleconferencing platform.

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  1. If the shareholders’ meeting is held by teleconferencing, the electronic files shall be uploaded to the teleconferencing platform.

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

Election or dismissal of directors or supervisors, amendments to the articles of incorporation, reduction of capital, application for the approval of ceasing its status as a public company, approval of competing with the company by directors, surplus profit distributed in the form of new shares, reserve distributed in the form of new shares, the dissolution, merger, or demerger of the corporation, or any matter under Article 185, paragraph 1 of the Company Act. Issuers shall be set out and the essential contents explained in the notice of the reasons for convening the shareholders meeting. None of the above matters may be raised by an extraordinary motion; the essential contents may be posted on the website designated by the competent authority in charge of securities affairs or the corporation, and such website shall be indicated in the above notice. Where re-election of all directors and supervisors as well as their inauguration date is stated in the notice of the reasons for convening the shareholders’ meeting, after the completion of the re-election in said meeting such inauguration date may not be altered by any extraordinary motion or otherwise in the same meeting.

A shareholder holding one percent or more of the total number of issued shares may submit to this Corporation a proposal for discussion at a regular shareholders’ meeting. The number of items so proposed is limited to one only, and no proposal containing more than one item will be included in the meeting agenda. A shareholder may propose a recommendation for urging the corporation to promote public interests or fulfill its social responsibilities, provided the proposal containing more than one item will be included in the meeting agenda of the Board of Directors. When the circumstances of any subparagraph of Article 172-1, paragraph 4 of the Company Act apply to a proposal put forward by a shareholder, the board of directors may exclude it from the agenda. Prior to the book closure date before a regular shareholders’ meeting is held, this Corporation shall publicly announce its acceptance of shareholder proposals in writing or electronically and the location and time period for their submission; the period for submission of shareholder proposals may not be less than 10 days.

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

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

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

  • If the shareholders’ meeting is held by teleconferencing, it is not subject to the restriction on the revenue as specified in the preceding paragraph.

  • VI. 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

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

When a managing director or a director serves as chair, as referred to in the preceding paragraph, the managing director or director shall be one who has held that position for six months or more and who understands the financial and business conditions of the company. The same shall be true for a representative of a juristic person director that serves as chair.

It is advisable that shareholders’ meetings convened by the board of directors be chaired by the chairperson of the board in person and attended by a majority of the directors, at least one supervisor in person and at least one member of each functional committee on behalf of the committee. The attendance shall be recorded in the meeting minutes. If a shareholders’ meeting is convened by a party with power to convene but other than the board of directors, the convening party shall chair the meeting. When there are two or more such convening parties, they shall mutually select a chair from among themselves. This Corporation may appoint its attorneys, certified public accountants or related persons it has retained to attend a shareholders’ meeting in a non-voting capacity.

  • VII. A shareholder may appoint a proxy to attend a shareholders’ meeting in his/her/its behalf by executing a power of attorney stating therein the scope of power authorized to the proxy.

  • A shareholder may only execute one power of attorney and appoint one proxy only, and shall serve such written proxy to the company no later than 5 days prior to the meeting date of the shareholders’ meeting. In case two or more written proxies are received from one shareholder, the first one received by the company shall prevail; unless an explicit statement to revoke the previous written proxy is made in the proxy which comes later. After the service of the power of attorney of a proxy to the company, in case the shareholder issuing the said proxy intends to attend the shareholders’ meeting in person or to exercise his/her/its voting power in writing or by way of electronic transmission , a proxy rescission notice shall be filed with the company two days prior to the date of the shareholders’ meeting as scheduled in the shareholders’ meeting notice so as to rescind the proxy at issue, otherwise, the voting power exercised by the authorized proxy at the meeting shall prevail.

  • Should the shareholder decide to attend a shareholders’ meeting by teleconferencing after a proxy form has been received by the Company, a written notice must be sent to the Company by no later than 2 days before the meeting commences to withdraw the proxy arrangement. If the shareholder fails to withdraw proxy arrangement before the due date, the vote of the proxy attendant shall prevail.

  • VIII. This Corporation, beginning from the time it accepts shareholder attendance registrations, shall make an uninterrupted audio and video recording of the registration procedure, the proceedings of the shareholders meeting, and the voting and vote counting procedures. The recorded materials of the preceding paragraph shall be retained for at least one year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the recording shall be retained until the conclusion of the litigation.

  • For the shareholders’ meetings held by teleconferencing, the Company shall retain records of the shareholders’ registration, login, check-in, questioning, voting and vote counting results, etc., and make continuous and uninterrupted audio and video recording of the entire meeting.

The above-mentioned materials and audio and video recordings shall be properly retained

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by the Company during the period of existence, and they shall be provided to those who are entrusted with handling teleconferencing tasks.

  • If the shareholders’ meeting is to be held by teleconferencing, the Company should audioand video-record the backend operation interface of the teleconferencing platform.

  • IX. Attendance at shareholders ‘meetings shall be calculated based on number of shares. The number of shares in attendance is counted based on the meeting sign-in log or submitted attendance cards and the shareholding reported on the teleconferencing platform, together with the shares with the written or electronic voting rights.

  • The chair is to call the meeting to order at the designated meeting time, and at the same time announce the number of non-voting rights and number of shares present and other relevant information.

  • However, when the attending shareholders do not represent a majority of the total number of issued shares, the chairperson may announce a postponement, provided that no more than two such postponements, for a combined total of no more than 1 hour, may be made. The chair is to announce the meeting adjourned if still less than 1/3 of the total issued shares are presented at the meeting after the postponement twice. For the shareholders’ meeting held by teleconferencing, the Company shall announce the adjournment of the meeting on the teleconferencing platform.

  • If the quorum is not met after two postponements as referred to in the preceding paragraph, but the attending shareholders represent one third or more of the total number of issued shares, a tentative resolution may be adopted pursuant to Article 175, paragraph 1 of the Company Act; all shareholders shall be notified of the tentative resolution and another shareholders meeting shall be convened within one month. Shareholders who wish to attend the shareholders’ meeting which is to be held by teleconferencing shall register with the Company in accordance with Article 2.

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

  • X. If a shareholders’ meeting is convened by the board of directors, the meeting agenda shall be set by the board of directors. Votes shall be cast on each separate proposal in the agenda (including extraordinary motions and amendments to the original proposals set out in the agenda). The meeting shall proceed in the order set by the agenda, which may not be changed without a resolution of the shareholders meeting.

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

  • The chair shall allow ample opportunity during the meeting for explanation and discussion of proposals and of amendments or extraordinary motions put forward by the shareholders; when the chair is of the opinion that a proposal has been discussed sufficiently to put it to a vote, the chair may announce the discussion closed, call for a vote and schedule sufficient time for voting.

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

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

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

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

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

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

For the shareholders’ meetings held by teleconferencing, the shareholders who attend the meeting by teleconferencing may raise their questions in text form on the teleconferencing platform after the chair announces the start of the meeting and before the chair announces the ending of the meeting. A shareholder may not raise their questions more than twice for a single motion, and each question is limited to 200 words. These do not apply to the requirements of Paragraph 1 to 5.

The abovementioned questions which do not violate the rules or do not exceed the scope of the motion should be disclosed on the teleconferencing platform as public knowledge.

  • XII. Voting at a shareholders meeting shall be calculated based the number of shares. The shares held by shareholders having no voting right shall not be counted in the total number of issued shares while adopting a resolution at a meeting of shareholders. A shareholder who has a personal interest in the matter under discussion at a meeting, which may impair the interest of the company, shall not vote nor exercise the voting right on behalf of another 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.

Except for trust enterprises or stock agencies approved by the competent authority, when a person who acts as the proxy for two or more shareholders, the number of voting power represented by him/her shall not exceed 3% of the total number of voting shares of the company, otherwise, the portion of excessive voting power shall not be counted.

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

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

A shareholder intending to exercise voting rights by correspondence or electronic means under the preceding paragraph shall deliver a written declaration of intent to this

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Corporation before two days before the date of the shareholders meeting. When duplicate declarations of intent are delivered, the one received earliest shall prevail, except when a declaration is made to cancel the earlier declaration of intent.

After a shareholder has exercised voting rights by correspondence or electronic means, in the event the shareholder intends to attend the shareholders’ meeting in person or by teleconferencing, a written declaration of intent to retract the voting rights already exercised under the preceding paragraph shall be made known to the Company, by the same means by which the voting rights were exercised 2 business days before the date of the shareholders’ meeting. If the notice of retraction is submitted after that time, the voting rights already exercised by correspondence or electronic means shall prevail. If a shareholder has exercised voting rights both by correspondence or electronic means and by appointing a proxy to attend a shareholders’ meeting, the voting rights exercised by the proxy in the meeting shall prevail.

Except as otherwise provided in the Company Act and in this Corporation's articles of incorporation, the passage of a proposal shall require an affirmative vote of a majority of the voting rights represented by the attending shareholders. At the time of a vote, for each proposal, the chair or a person designated by the chair shall first announce the total number

of voting rights represented by the attending shareholders, followed by a poll of the shareholders. After the conclusion of the meeting, on the same day it is held, the results for each proposal, based on the numbers of votes for and against and the number of abstentions, shall be entered into the MOPS.

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

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

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

After the chairperson announces the start of the meeting, the shareholders who participate in the meeting through teleconferencing shall conduct voting on various motions and election through the teleconferencing platform, and must complete the voting before the chairperson announces the close of voting. Those who do not complete the voting before the announced ending time are considered abstention.

For the shareholders’ meetings held by teleconferencing, the votes shall be counted once after the chair announces the close of voting, and the results of the voting and election will be announced.

For the shareholders’ meetings also held by teleconferencing, shareholders who have already registered to attend the meetings by teleconferencing in accordance with the provisions of Article 2 but wish to attend the physical meetings shall take the procedures same as the registration to cancel their registration at least two days before the meeting. Those who fail to cancel the registration on time can only attend the meetings by teleconferencing.

Those who exercise their voting rights by correspondence or by electronic means without retracting their voting rights already exercised and participate in shareholders’ meetings by teleconferencing shall not exercise their voting rights on the original motion, propose

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amendment to the original motion or exercise their voting rights on the revision of the original motion, except for extraordinary motions.

  • XIV. The election of directors at a shareholders meeting shall be held in accordance with the applicable election and appointment rules adopted by this Corporation and the voting results shall be announced on-site immediately, including the names of those elected or not elected as directors and the numbers of votes with which they were elected. The ballots for the election referred to in the preceding paragraph shall be sealed with the signatures of the monitoring personnel and kept in proper custody for at least one year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the ballots shall be retained until the conclusion of the litigation.

  • XV. Matters related to the resolutions of a shareholders meeting shall be recorded in the meeting minutes. The meeting minutes shall be signed or sealed by the chair of the meeting and a copy distributed to each shareholder within 20 days after the conclusion of the meeting. The meeting minutes may be produced and distributed in electronic form. This Corporation may distribute the meeting minutes of the preceding paragraph by means of a public announcement made through the MOPS.

  • The meeting minutes shall accurately record the year, month, day, and place of the meeting, the chair's full name, the methods by which resolutions were adopted, and a summary of the deliberations and their voting results (including the number of voting rights), and disclose the number of voting rights won by each candidate in the event of an election of directors or supervisors. The minutes shall be retained for the duration of the existence of this Corporation.

  • The minutes of the shareholders’ meeting held by teleconferencing should record the items mentioned in the preceding paragraph, the starting and ending time of the meeting, the convening method of the meeting, the name of the chairperson and the meeting minute taker, the measures taken when the teleconferencing platform or the teleconference experiences natural disasters, incidents or force majeure.

  • The meeting minutes should also specify the alternative measures taken for shareholders who may have difficulties joining the meeting by teleconferencing.

  • XVI. The number of shares owned by the solicitors, the entrusted proxies and shareholders attending the shareholders’ meeting in writing or electronically is compiled into a chart with a prescribed format on the meeting day and is disclosed clearly at the meeting venue. For shareholders’ meetings that are held by teleconferencing, the Company shall upload the above information to the teleconferencing platform at least 30 minutes before the start of the meeting, and keep them disclosed until the end of the meeting.

  • When the shareholders’ meeting by teleconferencing is announced to start, the number of voting rights of the attending shareholders is disclosed on the teleconferencing platform. The same applies to when the total number of shares of the shareholders in attendance and the number of voting rights in attendance are compiled again during the meeting. If matters put to a resolution at a shareholders’ meeting constitute material information under applicable laws or regulations or under the Taiwan Stock Exchange Corporation (or GreTai Securities Market) regulations, this Corporation shall upload the content of such resolution to the MOPS within the prescribed time period.

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

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

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

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

  • The chair may direct the proctors or security personnel to help maintain order at the meeting place. When proctors or security personnel help maintain order at the meeting place, they shall wear an identification card or armband bearing the word "Proctor.” At the place of a shareholders’ meeting, if a shareholder attempts to speak through any device other than the public address equipment set up by this Corporation, the chair may prevent the shareholder from so doing.

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

  • XIX. For shareholders’ meetings that are held by teleconferencing, the Company immediately discloses the voting results of motions and election results to the teleconferencing platform of the shareholders’ meeting in accordance with the regulations, and keeps them disclosed for at least another 15 minutes after the chair announces the ending of the meeting.

  • XX. Both the chairperson and the meeting minute keeper shall be at the same domestic location when holding teleconferencing shareholders’ meetings, and the chair should announce the address of the place at the beginning of the meeting.

  • XXI. For shareholders’ meetings that are held by teleconferencing, the Company shall provide shareholders with a simple connection test before the meeting, and provide relevant services before and during the meeting to resolve technical communication problems. For shareholders’ meetings that are held by teleconferencing, the chairperson should announce at the start of the meeting that except when there is no need to postpone or continue the meeting in accordance with Paragraph 4, Article 44-20 of the Regulations Governing the Administration of Shareholder Services of Public Companies, the provisions of Article 182 of the Company Act is not applicable to the date of meeting postponement or resumption within 5 days for the interruption to the teleconferencing platform or the meeting lasting more than 30 minutes due to natural disasters, incidents or force majeure, before the chair announces the end of the meeting.

  • In the event of a meeting postponement or resumption in the preceding paragraph, shareholders who have not registered to participate in the shareholders’ meeting by teleconferencing shall not participate in the postponed or resumption of the meeting. In accordance with the provisions of Paragraph 2 for meeting postponement and resumption, shareholders who have registered and completed the check-in to the original meeting by teleconferencing, but do not participate in the postponed or resumed meeting, the shares shown presented at the original shareholders’ meeting, and the voting rights and election rights already exercised shall be included in the total number of shares, and number of voting rights and election rights of the postponed or resumed meeting. For the shareholders’ meeting that is postponed or resumed in accordance with the provisions of Paragraph 2, it is not necessary to re-discuss or resolve the motions for which voting and counting of votes have been completed and the voting results and the election of directors and supervisors have been announced.

  • If the teleconference shareholders’ meeting cannot resume as described in Paragraph 2, and the total number of shares represented in attendance still meet the statutory quorum for the convening of the meeting after subtracting the number of shares that attended the meeting by teleconferencing, the meeting should still continue without needing a postponement or resumption in accordance with Paragraph 2.

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In the event of a meeting to be resumed as described in the preceding paragraph, for shareholders who originally choose to attend the shareholders’ meeting by teleconferencing, the number of shares is counted in the total of shares of shareholders attending the meeting, but is considered abstention in all the motions presented in the meeting.

If the Company postpones or resumes the meeting according to the provisions of Paragraph 2, the relevant preparation should be conducted based on the date of the original shareholders’ meeting in accordance with Paragraph 7 of Article 44-20 of the Regulations Governing the Administration of Shareholder Services of Public Companies. In accordance with period specified by the 2nd half of Article 12 and Paragraph 3, Article 3 of the Regulations Governing the Use of Proxies for Attendance at Shareholders’ Meetings of Public Companies and Paragraph 2, Article 44-5, Article 44-5 and Paragraph 1, Article 44-17 of the Regulations Governing the Administration of Shareholder Services of Public Companies, the Company shall postpone or resume the date of shareholders’ meeting in accordance with the provisions of Paragraph 2.

  • XXII. Alternative measures should be taken for shareholders who may have difficulties joining the meeting by teleconferencing. Except for the circumstances under Article 44-9, paragraph 6 of the Regulations Governing the Administration of Shareholder Services of Public Companies, the Company shall provide shareholders with at least connection equipment and necessary assistance and state the period during which shareholders may apply to the Company for such equipment or assistance and other relevant matters to be noted.

  • XXIII. These Rules shall take effect after having been submitted to and approved by a shareholders’ meeting. Subsequent amendments thereto shall be effected in the same manner.

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Appendix III

GIGASTORAGE CORPORATION Shareholdings of All Directors

  • I. The paid-up capital of the Company stands at NT$ 3,509,056,890 with 350,905,689 shares. II. In accordance with Article 26 of the Securities and Exchange Act and the Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies, all directors should hold a minimum of 14,036,227 shares in the Company.

  • III. As of the book closure date (2025/4/29) for the 2025AGM, shareholding information of all directors and was as follows:

directors and was as follows:
Title Name Date
Elected
Term As of the book closure date, shareholding
information of directors
Number of shares held Shareholdings
%
Chairman Chen, Chi-Ming 2024.6.26 3 years 13,060,000 3.72%
Director Chen, Su-Hui 2024.6.26 3 years 9,005,841 2.57%
Director Chen, Min- Min 2024.6.26 3 years 3,277,556 0.93%
Director Wang,
Ming-Lang
2024.6.26 3 years 23,613 0.01%
Director Chien, Jui-Yao 2024.6.26 3 years 0 0.00%
Independent
Director
Tsai, Ching-Me 2024.6.26 3 years 0 0.00%
Independent
Director
Wei, Jen-Yu 2024.6.26 3 years 0 0.00%
Independent
Director
Lin, Chin-Mao 2024.6.26 3 years 0 0.00%
Independent
Director
Chiu, Sheng-
Min
2024.6.26 3 years 0 0.00%
Total 25,367,010 7.23%

Note 1: In compliance with legal requirements, the Company has set up an Audit Committee. Therefore, it is not applicable to state the number of shares required to be held by the supervisors

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