HannsTouch — AGM Information 2021

Jul 29, 2021

HannsTouch Solution Inc.

2021 Annual General Shareholders’ Meeting Meeting Handbook

Annual General Shareholders’ Meeting 2021 Stock ID: 3049 Time: 9.00 a.m., June 17, 2021 Venue: No. 7, Beiyuan 1st Road (Southern Taiwan Science Park), Shanhua District, Tainan City 74149

------Disclaimer----

This is a translation of the 2021 Annual General Shareholders’ Meeting Handbook of HannsTouch solution Inc.. The translation is for Reference only. If there is any discrepancy between the english version and chinese version, The chinese version shall prevail.

1

Table of Contents

Meeting Procedure and Agenda ........................................................................ 1 Report Items ...................................................................................................... 2 Ratification, Discussion and Election Items ..................................................... 4 Extraordinary Motions ...................................................................................... 9

Appendices

1.	Business Report for 2020 .................................................................................. 10
	Consolidated Financial Statements and Independent Auditor's Report .......... 15
	Standalone Financial Statements and Independent Auditor's Report .............. 27
2.	Audit Committee’s Review Report ................................................................... 38
3.	Private Placement of Unsecured Ordinary Corporate Bonds ............................ 39
4.	Fund Utilization Plan, Progress and Expected Benefits for Cash Capital
	Increase (tentatively) ......................................................................................... 40
5.	Comparison Table for Amendments to “Regulations Governing the
	Election of Directors and Independent Directors” ............................................ 41
6.	“Regulations Governing the Election of Directors and Independent
	Directors” (before amendments) ....................................................................... 44
7.	Comparison Table for Amendments to “Rules and Procedures of
	Shareholder Meetings” ...................................................................................... 45
8.	“Rules and Procedures of Shareholder Meetings” (before amendments) ......... 48
9.	List of Candidates for Directors and Independent Directors ............................ 53
10.	Actions of Directors for himself or on behalf of another person that is
	within the scope of the Company's business ..................................................... 55
11.	Articles of Incorporation of HannsTouch Solution Inc. .................................... 56
12.	Shareholdings of Directors and Independent Directors .................................... 61

2

HannsTouch Solution Inc. Meeting Procedure and Agenda of 2021 Annual General Shareholders’ Meeting

Time: 9.00 a.m., June 17, 2021 (Thursday)

Venue: No. 7, Beiyuan 1st Road (Southern Taiwan Science Park), Shanhua District, Tainan City 74149

Meeting Procedure:

• (1) Call Meeting to Order

• (2) Chairperson’s Address

• (3) Report Items:

• Business Report for 2020

• Audit Committee’s Review Report of Audited Financial Statements for 2020.

• Status Report on the Distributions of Employee Compensation and Director Remuneration for 2020.

• Status Report on Earnings Distribution for 2020

• Status Report on the Private Placement of Unsecured Ordinary Corporate Bonds.

• Other Report Items.

• (4) Ratification, Discussion and Election Items:

• Ratification for Business Report and Financial Statements for 2020.

• Ratification for earnings distribution for 2020.

• Discuss the proposal to carry out a cash capital increase by issuing common shares through private placement, public offering, or a combination of both.

• Discuss the Regulations Governing the Election of Directors and Independent Directors

• Discuss the Rules and Procedures of Shareholder Meetings

• Proposal for the elections of the Ninth Board of Directors of the Company.

• Discuss lifting the non-competition restrictions on new Directors. (Independent Director)

• (5) Extraordinary Motions

• (6) Adjournment

1

[Report Items]

1. Business Report for 2020

For Business Report for 2020, please see Attachment 1, page 10-14.

1. Audit Committee’s Review Report of Audited Financial Statements for 2020. For Audit Committee’s review report, please see Attachment 2, page 38.

2. Status report on the distributions of employee compensation and Director remuneration for 2020.

3. 1). In accordance with Articles of Incorporation, Article 29, if the Company is profitable for the year, it shall appropriate 0.001% to 15% of the profit as employee compensation and not more than 2% as Director remuneration. The distribution for 2020 is as follows:

Item for appropriation	Amount for appropriation	Percentage over profit for the fiscalyear%
Employee compensation - cash	25,020,244	5.12%
Director Remuneration - Cash	6,000,000	1.23%

• 2). This proposal was resolved by the Board of Directors meeting on March 19, 2021.

4. Status Report on Earnings Distribution for 2020

• 1). As per the amended Articles of Incorporation resolved in 2019, Article 30, “The Company may distribute all or part of its dividends, profits, capital reserves or legal reserves in cash, provided that such decision is resolved in a board meeting with at least two-thirds of directors present, supported by more than half of attending directors, and reported during a shareholders’ meeting afterwards. These decisions do not require the shareholders’ meeting resolution mentioned in the preceding Paragraph.” “The Company may distribute earnings or reimburse losses at the end of each half-year, subject to compliance with The Company Act.” The board of directors is authorized to resolve on the earnings distribution by cash at the end of each half-year. The half-year cash dividends for 2020 resolved by the board of directors are as follows:

are as follows:
2020	Date of resolution by the board (Year/month/day)	Cash dividend per share (NTD)	Total cash dividend (NTD)
Second half of the year for 2020	(not distributed)	-	-
Second half of the year for 2020	March 19, 2020	0.39	314,709,926

• 2). For the cash dividend disbursement, the Chairperson shall be authorized to determine the ex-dividend and distribution dates. If the Company buys back the shares, or due to other factors affecting the number of outstanding shares, thus causing a change in the cash distributed per share, the Chairperson shall be authorized to make adjustments according to the number of outstanding shares as at the ex-dividend date.

2

1. Status report on the private placement of unsecured ordinary corporate bonds.

2. To cater to operation and future capital needs, on October 27, 2017, the Board of Directors resolved to raise capital via the first private placement of unsecured ordinary corporate bonds in 2017 following the Directions for Public Companies Conducting Private Placements of Securities, Article 5. For the status of the private placement of unsecured ordinary corporate bonds, please see Attachment 3, page 39.

3. Other report items:

4. 1). On June 16, 2020, the annual general shareholders’ meeting passed a resolution, whereby for not exceeding 70 million shares, the Company shall “carry out a cash capital increase by issuing common shares through private placement, public offering, or a combination of both” to cater to the development of strategic alliances and the expansion of working capital. Considering the timing of issuance, the Company has yet to submit an application to the competent authority for the issuance. This is to inform that to provide flexibility to the Company in adjusting itself to the changes in the industry and economic climate. Another proposal shall be made for discussion. As such, the original fundraising plan cannot be carried out within the remaining time period.

5. 2). At the Company’s notice, the annual general shareholders’ meeting for 2021 accepts the shareholders' proposals and the nomination period. In accordance with the Company Act, Article 172-1 and 192-1, no shareholder has submitted a written proposal and nomination.

3

[Ratification, Discussion and Election Items]

Proposal 1: Proposed by the Board of Directors

Item: Ratification for Business Report and Financial Statements for 2020. Description:

1. The Financial Statements for 2020 of the Company have been audited by Ching-Chang Chen and Kevin Lin from PwC Taiwan. The aforementioned Financial Statements and Business Reports have been ratified by the Board of Directors on March 19, 2021 and submitted to the Audit Committee for review.

2. For Business Report and Financial Statements for 2020, please see Attachment 1, page 10-37.

Resolution:

Proposal 2: Proposed by the Board of Directors

Item: Ratification for earnings distribution for 2020. Description:

1. The Company proposes the earnings distribution for 2020 as follows: HannsTouch Solution Inc. Earnings Distribution Table

HannsTouch Solution Inc. Earnings Distribution Table
	Year 2020,unit: NT$
Item	Amount
Undistributed earnings at the beginning of the period (January 1, 2020) Net profit after tax for 2020 - first half of the year Net profit after tax for 2020 - second half of the year Appropriated as legal reserve (10%) Reversal of special reserve	$591,676,000 65,791,335 284,213,155 (35,000,449) 7,643,179
Undistributed earnings at the end of the period	$914,323,220
Distribution item First half of 2020 - Cash dividend (not distributed) Second half of 2020 - Cash dividend(NT$0.39per share)	0 (314,709,926)
Undistributed earnings at the end of the period (December 31,2020)	$599,613,294

(Note) The cash dividends will be calculated to the nearest NT dollar (rounded down). The total of fractional cash dividends less than NT$1 shall be transferred to the Company's other earnings.

• Chairman: WeiHsin Ma, President: ChinHsiang Wen, Head of Accounting: Che-Chia Chang

• After the cash dividend distribution is resolved by the annual general shareholders’ meeting, the Chairperson shall be authorized to determine the ex-dividend and distribution dates. If the Company buys back the shares, or due to other factors affecting the number of outstanding shares, thus causing a change in the cash distributed per share, the Chairperson shall be authorized to make adjustments according to the number of outstanding shares as at the ex-dividend date.

• The proposal was resolved by the Board on March 19, 2021 and submitted to the Audit Committee for review, which has since been completed.

Resolution:

4

Proposal 3: Proposed by the Board of Directors

Item: Discussion on the proposal to carry out a cash capital increase by issuing common shares through private placement, public offering, or a combination of both. Description:

1. To cater to the development of strategic alliances, the expansion of working capital and other capital needs, the Company proposes, not exceeding 80 million shares and with a face value of NT$10, to carry out a cash capital increase by issuing common shares through private placement, public offering, or a combination of both, or sponsoring issuance of overseas depositary receipt. The fund utilization plan and the expected benefits of capital increase has been made tentatively. Please see Attachment 4, page 40.

2. The Company proposes to request the annual general shareholders’ meeting for 2021 to authorize the Board of Directors to select an option or a combination of options from the following methods and principles to raise funds:

3. (1) If the Company opts to carry out a cash capital increase by issuing common shares through private placement to raise capital: In accordance with the Securities and Exchange Act, Article 43-6, a private placement of common shares shall be carried out within one year from the date of the resolution of the annual general shareholders’ meeting.

   1. Reasons for private placement:

      • (1) Reasons for not selecting public offerings: The expediency and convenience of private placement in fulfilling the objectives of introducing strategic investors, as well as the restriction imposed on the transfer of securities of private placement within three years and the long-term cooperative relationship with strategic investors, are taken into consideration. Further, authorizing the Board of Directors to coordinate the private placement according to actual business needs would effectively increase the mobility and flexibility of the Company's fundraising activities.

      • (2) Amount of private placement: not exceeding 80 million common shares.

      • (3) Fund utilization and expected benefit of private placement:

        • A. Purpose of the funds: For the use of developing strategic alliances.

        • B. Expected benefits: To cater to the fast-changing industry environment, introducing strategic investors at a suitable timing may strengthen the technologies, sales and marketing and supplies of key components that the Company needs in its business, thus enhancing its competitive advantages.

   2. The basis and reasonableness of the price set: Considering the restriction imposed on the transfer of ownership, the principle of setting the issue price for the common shares is not to be lower than 80% of the higher of the following two calculations:

      • (1) The simple average closing price for either the one, three, or five business days before the price determination date, after adjustment for any distribution of stock dividends, cash dividends or capital reduction.

      • (2) The simple average closing price for the 30 business days before the price determination date, after adjustment for any distribution of stock dividends, cash dividends, or capital reduction.

        • However, without violating the aforementioned principle, for the actual pricefixing date and issue price, it is proposed to the annual general shareholders’ meeting to authorize the Board of Directors to set the price according to the market condition at the time, as well as the provision above. Based on the closing prices of the Company’s share recently, the issue price may be lower than the par value of the common shares. Considering that the circulation of common shares issued through private placement is lower, the issue price is deemed reasonable as it is determined in accordance with “Directions for Public Companies Conducting Private Placements of Securities.”

   3. Method for selecting the specific persons: Selection is made in accordance with the

5

Securities and Exchange Act, Article 43-6.

The Company shall source placement from strategic investors that are able to strengthen the technologies, sales and marketing and supplies of key components that the Company needs in its business. The Board of Directors is authorized to review the qualification of potential appointees.

The objectives, necessity and expected benefits of selecting qualified strategic investors using the aforementioned method are to cater to the long-term development needs of the Company. The Company shall tap into the knowledge, technology, branding or distribution channels of the strategic investors to assist the Company in improving its technology, product quality, cost reduction, the stability of key component supplies, efficiency, and market expansion.

1. The rights and responsibilities for the common shares issued through the private placement are in principle, the same as the common shares that the Company has issued previously. However, in accordance with the Securities and Exchange Act, for the common shares issued through the private placement, except for the parties as stipulated by the Securities and Exchange Act, Article 43-8, a three-year restriction is imposed on the transfer of the shares after issuance. Three years after issuance, in accordance with the Securities and Exchange Act, the Company shall apply for permission from the competent authority to publicly trade the common shares issued through the private placement.

(2) If the Company opts for carrying out a cash capital increase by issuing common shares through a public offering to raise capital:

The Company proposes to request the annual general shareholders’ meeting for 2021 to authorize the Board of Directors to select an option or a combination of options from the following methods and principles to raise funds. Depending on the Company needs, the Board may undertake the issuance in single or multiple closings:

1. If the Company opts for carrying out a domestic cash capital increase by issuing common shares to raise capital:

2. The Company proposes to the annual general shareholders’ meeting to authorize the Board of Directors to conduct the issuance by means of either book building or subscription.

3. (1) By means of book building: In accordance with the Company Act, Article 267, 10% to 15% of the new shares issued shall be reserved for subscription by employees of the Company. In accordance with the Securities and Exchange Act, Article 28-1, the remaining 85% to 90% of the new shares shall be offered publicly by means of book building. If there is an insufficient subscription by employees, the Chairperson is authorized to open the purchase of new shares to specific persons according to the issue price. In accordance with Taiwan Securities Association Regulations Governing the Self-Regulatory of Underwriters Advising Public Offering and Securities Issuance (hereafter, “Securities Association Self-Regulatory Regulations”), the issue price shall not be lower than 90% of the simple average closing price for either the one, three, or five business days before the price determination base date, after adjustment for any distribution of stock dividends, cash dividends (or capital reduction). For the actual issue price, subsequently to the book building period, the Chairperson is authorized to consult with the underwriter in taking into consideration the status of the book building and the condition of the issuance market and make a final decision afterward.

4. (2) By means of subscription: In accordance with the Company Act, Article 267, 10% to 15% of the new shares issued shall be reserved for subscription by employees of the Company. In accordance with the Securities and Exchange Act, Article 28-1, 10% of the new shares shall be publicly offered, while the remaining 75% to 80% of the new shares shall be offered for subscription to the

6

existing shareholders (based on the shareholders’ register as at the base date of subscription) according to their shareholding percentage. If the subscription is less than one share or there is an insufficient subscription, the Chairperson is authorized to open the purchase of new shares to specific persons according to the issue price. In accordance with the Securities Association Self-Regulatory Regulations, the issue price shall not be lower than 70% of the simple average closing price for either the one, three, or five business days before the price determination base date, after adjustment for any distribution of stock dividends, cash dividends (or capital reduction). For the actual issue price and terms of issuance, the Chairperson is authorized to consult with the underwriter to consider the condition of the market and make a final decision afterward.

1. If the Company opts for sponsoring issuance of overseas depositary receipts (hereafter, “GDR”) for cash capital increase:

The Company proposes to the annual general shareholders’ meeting that depending on the market conditions and the capital needs of the Company, to carry out a cash capital increase by sponsoring issuance of GDR in accordance with the Articles of Incorporation and the relevant law and regulations. In accordance with the Company Act, Article 267, 10% to 15% of the new shares issued shall be reserved for subscription by employees of the Company. In accordance with the Securities and Exchange Act, Article 28-1, the existing shareholders forfeit the subscription rights. All of the remaining new shares shall be publicly offered as the securities of the GDR issuance. For the subscription rights to new shares forfeited by employees, the Company proposes to authorize the Chairperson to open the purchase of new shares to specific persons, or depending on the market need, sponsor the issuance of GDR.

In accordance with the Securities Association Self-Regulatory Regulations, the issue price shall not be lower than 90% of the simple average closing price for either the one, three, or five business days before the price determination date, after adjustment for any distribution of stock dividends, cash dividends (or capital reduction). However, for the actual issue price, the Chairperson is authorized to consult with the underwriter in taking into consideration the condition of the market and make a final decision afterward.

To coordinate the issuance of GDR, the Company proposes to authorize the Chairperson or designate a representative to sign on agreements or documentation pertaining to the sponsoring of GDR issuance and other relevant matters.

1. Pertaining to the proposal of cash capital increase by issuing common shares or issuance plan of GDR, terms and conditions of issuance, quantity, issue price, total amount of funds to be raised, the purpose of the funds, project particulars, implementation schedule, expected benefits, the record date of the capital increase and other related matters, including amendments made in accordance with instructions from the competent authority or a change in market condition and environment, the Company shall propose to the annual general shareholders’ meeting to authorize the Board of Meeting for the undertaking.

2. In response to market changes, giving rise to a necessity whereby the issue price fall lower than the par value, it is reasonable for the Company to opt not to raise funds via the issuance of bonds due to considerations for maintaining steady management and a secure financial structure. If the issue price is set to be lower than par value, the Company shall comply with the regulations stipulated by the competent authority in determining the issue price. After the benefit of a capital increase is evident, the Company's financial structure shall improve substantially, which shall be beneficial to the Company's long-term growth. As such, it shall also be beneficial to the interest of the shareholders.

3. If the ceiling of the number of new shares issued is set at 80 million shares, using the outstanding ordinary shares as of March 19, 2021, the maximum share dilution effect shall

7

amount to 9.914%. Considering the funds raised are intended for the development of strategic alliances or the expansion of working capital, it is thus beneficial to the shareholders’ interest. As such, the issue of new shares shall not give rise to a significant share dilution effect.

1. For the issue price of the issuance (except for fixed price), terms and conditions of issuance, issuance method and other matters, such as the change in law and regulations, the opinion of the competent authority or the change in market conditions, the Company proposes to authorize the Board of Directors to take full charge in managing these matters as applicable.

2. This proposal was resolved by the Board of Directors on March 19, 2021.

Resolution:

Proposal 4: Proposed by the Board of Directors

• Item: Discussion on the amendments to the Regulations Governing the Election of Directors and Independent Directors.

Description:

• 1、 In response to the Sample Template for XXX Co., Ltd. Procedures for Election of Directors stipulated by the competent authority, the Company proposes to amend the procedures for the election of directors, which shall be renamed as the “Regulations Governing the Election of Directors and Independent Directors.”

• 2、 Comparison Table for Amendments to Regulations Governing the Election of Directors and Independent Directors. Please see attachment 5, page 41-43.

• 3、 This proposal was resolved by the Board of Directors on March 19, 2021.

Resolution:

Proposal 5: Proposed by the Board of Directors

Item: Discussion on the amendments to the Rules and Procedures of Shareholders’ Meeting. Description:

• 1、 In response to the Sample Template for XXX Co., Ltd. Rules of Procedure for Shareholders Meetings, the Company proposes to amend the Rules and Procedures of Shareholders’ Meeting.

• 2、 Comparison Table for Amendments to Rules and Procedures of Shareholders’ Meeting, please see attachment 7, page 45-47.

• 3、 This proposal was resolved by the Board of Directors on March 19, 2021.

Resolution:

Proposal 6: Proposed by the Board of Directors

Item: Proposal for the elections of the Ninth Board of Directors of the Company.

Description:

1. The term of office of the Eighth Board of Directors ends on June 13, 2021. Pursuant to the Company Act, Article 195, in case no election of new directors is effected after expiration of the term of office of existing directors, the term of office of out-going directors shall be extended until the time new directors have been elected and assumed their office.

2. In accordance with the Article 19 and 20 of Articles of Incorporation, the Company shall propose to the coming annual general shareholders’ meeting the re-election of all seven Directors (including three Independent Directors). Their term of office lasts for three years,

8

commencing on June 17, 2021 and expiring on June 16, 2024. Directors who are re-elected may resume their positions and shall assume office immediately.

1. For relevant information, please see Attachment 9, page 53-54.

Resolution:

Proposal 7: Proposed by the Board of Directors

Item: Discuss lifting the non-competition restrictions on new Directors (Independent Director). Description:

1. Pursuant to the Company Act, Article 209, Paragraph 1, “A director who does anything for himself or on behalf of another person that is within the scope of the company's business, shall explain to the meeting of shareholders the essential contents of such an act and secure its approval. “

2. For newly elected Directors who also assume concurrent director or manager positions in entities that engage in similar business activities as the Company, please see Attachment 10, page 55.

3. The Company proposes to the annual general shareholders’ meeting to lift non-competition restrictions on the Directors, and not to seek disgorgement payments from the Directors (Independent Director) for the period since they start holding concurrent positions in other entities.

Resolution:

[Extraordinary Motions]

[Adjournment]

9

[Attachment 1]

HannsTouch Solution Inc. Business Report for 2020

1. Business Report for 2020

(1) Outcome of the business plan:

HannsTouch is a manufacturer of high-end AMOLED touch sensors dedicated to the development of new production technology, strengthening of cost control capability, enhancement of production efficiency and management of delivery, product quality and yield, thus providing customers with the best technology and services. In the first half of 2020, for the overall mobile phone market, due to the COVID-19 pandemic, which caused a shortage in material supplies and production labor in factories, the launching of new models was postponed and the utilization of production capacity dropped. The mobile phone market has been in decline, causing the demand for AMOLED touch sensors to fall as well. Since the third quarter of 2020, the shipments of HannsTouch have been climbing up. The shipments in the fourth quarter have returned to normal. For 2020, due to the pandemic, the year-on-year comparison for shipments and revenue dropped by 30%.

International brands have consistently introduced the technology of AMOLED panels into their products. The trend of high-end mobile phones remains unchanged. The overall market share of AMOLED panel continues to grow. As the market demand continues to increase, the Company shall consistently refine its production yield, improve the utilization rate, and develop more advanced technologies to satisfy the future needs of customers.

The Company shall further enhance the operating performance and the change of seasonal demands, maintain a high utilization rate of equipment so as to fully make use of the functions of new equipment, continue to develop new manufacturing and product technologies and build new product platforms to increase operational benefits to realize the long-term profitability goals. In the first quarter of 2021, HannsTouch has successfully integrated its backplane for electronic shelf label (ESL) display with the design-in of many new customer products and has since embarked on the experimental stage. In the second quarter, it is expected to increase the operational contribution. Hopefully, in 2021, it can continue to increase the operating performance when the pandemic is under control. Further, under a stable and ethical business foundation, the Company can create good results with our customers and share the fruit of the business performance with shareholders.

(2) Revenues, expenses, and profitability analysis:

	Assessment \ Year	2019	2020
Financial position (%)	Debt to assets ratio	43.43	44.29
	Long-term capital to property, plants and equipment	104.02	142.67
Solvency (%)	Current ratio	95.26	294.16
	Quick ratio	81.64	283.52
Profitability (%)	Return on assets	6.79	2.48
	Return on shareholders’ equity	11.74	3.62
	Net profit margin	23.12	11.34
	Earnings per share (NTD)	1.35	0.43

In 2020, the Company mainly engaged in the development, research, manufacturing and sales of touch sensors. The net operating revenue for 2020 amounted to NT$3,086,399 thousand. The operating costs amounted to NT$2,375,024 thousand. The gross profit amounted to NT$711,375 thousand. The gross profit margin amounted to 23%. The operating profit amounted to NT$418,842 thousand. The operating profit margin amounted to 14%. The total comprehensive income amounted to NT$353,289 thousand.

(3) Research and development:

HannsTouch Solution possesses the generation 5.5 OCTA touch sensor (1300x1500mm) manufacturing plant that can fabricate products that come in different sizes, such as smartwatches,

10

smartphones, notepads. In the meantime, via flexible designing and production, it can satisfy the demands of different production lines of multiple generation AMOLED plants, creating optimal benefit. The main sizes of touch-control products manufactured correspond to the high-end smartphones and wearable products with AMOLED. It contains characteristics such as narrow linewidth, narrow bezel, high transmittance. The Company shall continue to develop advanced Hole in Active Area (HIAA), full-screen display smartphone and Touch and Display Driver Integration (TDDI) and other technical applications on smartphones, collaborating with main customers in satisfying their requirements and developing touchcontrol products with low-impedance

Apart from the main touch-control glass sensing products, the Company primarily targets the niche product market for application technology and develops the relevant technologies and products for the backplane for ESL display with thin-film transistors (TFT). For technology-wise, the Company has successfully developed the high electron mobility technology, which can effectively improve TFTs' functions and is beneficial to the design of high-resolution products and give rise to a low energy consumption advantage. For products wise, the Company makes good use of its packing technology and manages to launch backplane for ESL display, demonstrating the cutting rate advantage (1300x1500mm) of generation 5.5.

For industrial touch sensors not under the OCTA product line, the Company has developed several types of industrial computer application touch-control products. The mass production of this series of products has been quite stable. Moreover, the Company is making plans to venture into high-end aerial touch-control application products, which will continue to be tested by the end customers, so as to increase the value-add of the products.

Further, under the foundation of highly automated and precise equipment, the Company has developed a new fabrication technology for flexible TFTs and backplane for ESL display, building a new generation of flexible products and technology platforms, thus increasing the diversified development of products. 2. Summary of business plan for 2021

Looking ahead, in 2021, with the ubiquity of vaccination, the COVID-19 pandemic will be under control. Compounded by the new 5G smartphone launches of many international brands that are foreseen to drive up purchases of new phones, the sales of OCTA products are expected to have much room for growth. Also, for the ESL market, due to the pandemic driving the will and upping the speed of end customers changing their equipment, the demand for a backplane for ESL displays will continue to grow. The Company shall focus on actively making preparations to embrace the coming recovery.

In 2020, international brands were turning to set 5G smartphones as their signature products, thus fortifying the 5G smartphone era. In 2021, the trend of the increasing market share of smartphones using AMOLED remains unchanged. Apart from solidifying its position in the medium to high-end smartphone market, Rigid AMOLED is also heading toward application in tablet and notebook, increasing AMOLED's penetration rate in the IT products and further enhancing the scope of product application of AMOLED.

HannsTouch Solution has been deepening its effort in ESL display products for many years and thus, is able to secure customer orders. Via reducing production capacity that is subject to the cyclical effect in seasonal demand fluctuation, which in turn will affect the utilization rate, it is expected that the sales percentage of subsequent newly added product platform can enable the optimization of production capacity and full utilization of equipment capacity, hence improving the Company’s sales, operating performance and profitability.

Further, for the application market of industrial and automobile professional display and touchcontrol solutions, the Company has been working closely with customers in its endeavor in technology development. In 2020, its long-term revenue growth was evident, and the development diversity is promising. HannsTouch Solution shall consistently deepen its roots in technology and diversity developments.

• (1) Operational guidelines:

• The main product line of HannsTouch Solution comprises high-end AMOLED touch sensors. The Company shall continue to upgrade its products and technical specifications. Via the expansion of production capacity, the Company shall actively secure new market share. Further, via its advantage in high precision equipment, the Company shall develop new production and product technologies, build new product lines, increase and improve product application combinations, thus increasing the overall operating performance and the return on equity.

11

1. The Company has consistently developed the technologies and market of touch sensors and display products in professional sectors to enhance the technological value-add and business diversity of the Company.

2. With fulfilling customer satisfaction as its management philosophy, the Company provides a complete series of services and technologies for touch-control products, from development and design to fabrication, so as to cater to customer needs in production flexibility, steady supply, diversity in product series and cost competitiveness, thus enhancing the Company’s competitive advantage in production.

3. Using TFT backplane technology as the new technology platform, the Company develops related new products, such as the backplane for ESL display and optical fingerprint on display, providing customers with more comprehensive solutions.

4. Building a business with sustainable and steady development for shareholders.

5. (2) Key production/sales policies:

Apart from supplying OCTA products to the existing AMOLED customers, the generation 5.5 production line also coordinates with the Company’s long-term development strategy in partially manufacturing TFT backplane products, satisfying the needs of new customers. In 2021, the Company will head toward diversifying customer base and developing product application so as to mitigate risks, adjust for seasonal demand change, stabilize revenue stream and continue to expand market share in major customers, as well as consistently developing the scope of new product applications.

Meanwhile, to cater to the demand for new product lines, the Company will evaluate the additional purchase of bottleneck equipment, expand production capacity, provide technologies, products and services for new application fields, develop the market needs in professional sectors and satisfy customer needs.

3. Future strategies, impacts of the competitive environment, regulatory environment, and the overall business

environment

• (1) Competitive advantages of HannsTouch Solution:

• High quality automated professional production lines

  • The Company is one of the few businesses globally that has fully automated production plants for manufacturing touch sensors. The building design of the production plants took into consideration accommodating the equipment capacity for fabricating high-end TFT and automated production lines so as to satisfy customer needs for high yield and quality in AMOLED touch sensors and TFT backplane, thus guaranteeing a reliable and steady supply to customers.

To cater to the rapid demand change in technology and markets, the Company shall introduce AI in the production scheduling and quality enhancement systems, thus increasing the management capacity of production lines. Using a production model that can fabricate diversified products in small quantities, the Company is able to increase the customers' capability in responding to market change.

1. Competitive advantage in cost reduction

2. Manufacturing high-quality products and constantly improving yield are fundamental commitments of HannsTouch Solution to its customers. Apart from consistently optimizing the parameters of production allocation and materials, the Company also expand its production capacity to further the production efficiency and increase the overall competitive advantage.

3. In addition to the touch-control technology, the Company also seeks to develop the fabrication technology of TFT components superior to other foundries, allowing new product platforms to gain more competitive advantages and secure new business opportunities in the application market. The Company shall develop relationships with suppliers of new materials to ensure diversification in high quality and steady supplies, reduce production cost and create better profitability. With more experience and capabilities in maintaining its own production facilities, the Company is able to achieve proper cost control.

4. High value-adding technology platform Apart from generation 5.5 glass backplane with a thickness of 0.25mm, the Company has also managed to make use of narrow linewidth, narrow bezel, high transmittance technology for mass-producing OCTA, realizing the application of OCTA for high-end products. Currently, the Company is also providing customers with various verification platforms for new product technologies, assisting the technology development of verification to satisfy the need for product diversification, product specifications of different customers, and the glass of different generations to provide further production technology services.

12

Meanwhile, under the foundation of highly automated and precise equipment, in 2021, with the fabrication technology and product platform of TFT components, the Company shall continue to develop the related flexible product technology platform, widening the product application.

1. High-efficiency operation management

The Company has gained years of experience working with many international mega brands and possesses the most professional fabrication technology and manufacturing management capabilities. The Company has been consistently engaging in quality improvement. Apart from complying with ISO9001 regulations, the factory has implemented fully automated functional testing in a scrupulous manner and shall continue to add in more testing equipment with functions strengthened so as to ensure the utmost quality for the fabrication of products. The Company will continue to strengthen smart management, preventive management, energy conservation, and carbon reduction in the future. Via a consistent effort to optimize production efficiency and cost reduction and introduce AI smart production and management system software and hardware in 2020, the overall operation efficiency is further improved.

• (2) Future business development strategy:

• Operating model

With a steady customer group and demand, HannsTouch Solution is able to put in place equipment capacity that can cater to product lines of generation 4.5, 5.5 and 6, striving to become a manufacturer of OCTA touch sensors that caters to professional sectors and the sole business that provides AMOLED production lines of multiple generations to customers, thus securing a key role in the supply chain of OCTA market.

To lower the cyclical effect in seasonal demand fluctuation of the consumer smartphone market, increase operating performance and build a steady long-term profitability profile, under the foundation of highly automated and precise equipment, the Company shall develop new TFT components and their fabrication technology and build various new product platforms to add new value to customers. Further, via internal and external resources and collaboration, the Company widens product applications, expands the industrial and automobile application markets, develops new application scopes for professional displays, provides more diversified technologies, products and services, heads toward providing comprehensive solutions, and becomes a supplier of professional sensors and display solutions, thus improving the internal value-add and adding value to customers. The Company shall also invest in GloryStone Inc. to venture into the hotel industry, so as to develop a business model that has a close contact with consumers, complementing other sectors that the group engages in and thus building a more valuable business ecosystem.

• 2.Technology development

Apart from leading in the mass production of 0.25mm slimmed glass substrate and production capability of refined line width and narrow bezel products, HannsTouch Solution shall continue to develop advanced HIAA technology and full-screen display smartphones. TDDI and other smartphone technology applications have passed the customers’ verification and gone into mass production. The end product applications are adopted by the world’s main smartphone brands, becoming the leading supplier in touch-control products. For the backplane market for electronic ink label, the Company is on par with its industry counterparts in using a lower photomask fabrication method, and the products have passed the customers’ verification. Thus, the market share is expected to increase gradually. Further, under the foundation of highly automated and precise equipment, the Company has developed new fabrication technology and product platform for TFT components. In 2021, the Company shall use the product platform and further develop the backplane for flexible TFT components and optical fingerprint on display sensors, adding value to products. In the future, the Company shall coordinate the aforementioned technologies to further develop new optical and medical sensor technology. The Company shall also deepen its research in the technological fields and diversified development to servicing a more diversified clientele.

1. Service model

To cater to product development diversification, the Company shall adjust its customer service system to strengthen customer relationships. In addition to shortening the delivery period and enhancing yield, the Company shall also focus on sales and marketing strategy, crystallize the direction of product development, and searching for new niche markets to satisfy new operation strategy development.

13

Further, the Company shall also expand the scope of technological service, determine the direction of technology development, add new value to the product platform for customers, foster a more steadfast and trusting relationship with customers so as to increase the long-term operating performance of the Company.

The Company will continue to optimize the product development process to cater to the needs for the diversification of product platforms, shorten the time for product development and delivery, satisfy the needs of customers in shortening the time for a fast-paced cyclical product launch and the design verification of end product brands, provide a comprehensive production profile and secure key parameters of production and products for quick retrospective tracing and feedback.

To cater to product diversification, the Company shall continue to strengthen the training of professional personnel in product management and customer service to improve the product design development, mass production and after-sales service, expedite the response to customers and execution of solutions to problems, establish timely reporting mechanism, build a trusting and interactive rapport, understand the production problem facing customers and provide timely and necessary services. While providing products and services to customers, via the collaborative processes, the Company can consistently improve its own capabilities and play key roles in the supply chain, thus becoming a trusting business partner that can gain customers’ approval.

Chairman: WeiHsin Ma, President: ChinHsiang Wen, Head of Accounting: Che-Chia Chang

14

HannsTouch Solution Incorporated

Declaration of Consolidated Financial Statements of Affiliated Enterprises

For the year ended December 31, 2020, pursuant to “Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises,” the Company that is required to be included in the consolidated financial statements of affiliates, is the same as the Company required to be included in the consolidated financial statements of parent and subsidiary companies under International Financial Reporting Standard No. 10. And if relevant information that should be disclosed in the consolidated financial statements of affiliates has all been disclosed in the consolidated financial statements of parent and subsidiary companies, it shall not be required to prepare separate consolidated financial statements of affiliates.

Hereby declare,

HannsTouch Solution Incorporated

Representative:

March 19, 2021

15

INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE

To the Board of Directors and Shareholders of HannsTouch Solution Incorporated

Opinion

We have audited the accompanying consolidated balance sheets of HannsTouch Solution Incorporated and subsidiaries (the “Group”) as at December 31, 2020 and 2019, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at December 31, 2020 and 2019, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the Financial Supervisory Commission.

Basis for opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and generally accepted auditing standards in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ responsibilities for the audit of the consolidated financial statements section of our report. We are independent of the Group in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. 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 Group’s 2020 consolidated financial statements. These matters were addressed in the context of our audit of the consolidated financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.

Key audit matters for the Group’s 2020 consolidated financial statements are stated as follows:

Key Audit Matter – Recognition of overseas warehouse operating revenue

Description

Refer to Note 4(32) for accounting policy on revenue recognition in the financial statements.

The Group stored inventories in the warehouse which was under the custody of foreign third parties and checked and accepted by custodian in order to meet the requirements of overseas sales customers. The

16

custodians regularly send inventory reports to the Group to verify the quantity, and the Group recognizes operating revenue based on actual used inventories at customer side which are shown in the inventory report provided by custodians.

The process of revenue recognition of the Group’s foreign warehouse involves numerous manual procedures, we identified the recognition of overseas warehouse operating revenue as a key audit matter.

How our audit addressed the matter:

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

1. Obtained an understanding of and evaluated the Group’s procedures on overseas warehouse operating revenue, and selected samples to check the adequacy of operating revenue recognition.

2. Performed cutoff procedures on sales revenue from distribution warehouse recognised during a specific period before and after the period-end, including verifying delivery schedule of distribution warehouse and ensuring the movements of inventories contained in the statements and cost of goods sold had been recognised in the appropriate period; and

3. Performed confirmation for significant warehouse.

Key audit matter- Impairment assessment on property, plant and equipment

Description

Refer to Note 4(19), 5(2) and 6(8), for accounting policy applied on impairment of property, plant and equipment, accounting estimates and assumptions applied on the impairment assessment of tangible assets and related impairment explanation.

The Group has appointed appraisers to appraise the property, plant and equipment in Taipei and to value the recoverable amount as the basis of assessing the impairment of property, plant and equipment.

17

The recoverable amounts are calculated through income approach and comparison method mentioned above. However, they are restricted to subjective judgement and uncertainty, which could result in significant influence on recoverable amount and furthermore affect the estimation of impairment amount of property, plant and equipment. Thus, we consider the assets impairment assessment of property, plant and equipment a key audit matter.

How our audit addressed the matter:

We understood the basis and process of management’s assessment and performed the following audit procedures in respect of the above key audit matter:

1. Assessed the expected future income which used in the experts’ appraisal report and compared with local market price and forecast documents of industry.

2. Assessed the discount rate used in the experts’ appraisal report and inspected the assumptions of cost of capital with return on similar assets in the market.

3. Examined the parameters of valuation model in the experts’ appraisal report and setting of formulas.

Other matter – Parent company only financial reports

We have audited and expressed an unqualified opinion on the parent company only financial statements of HannsTouch Solution Incorporated as at and for the years ended December 31, 2020 and 2019.

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

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

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

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

Auditors’ responsibilities for the audit of the consolidated financial statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the generally accepted auditing standards in the Republic of

18

China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

As part of an audit in accordance with the generally accepted auditing standards in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

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

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

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

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

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

19

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

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

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

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

[Signature] [Signature] [Print partner’s name] [Print partner’s name]

For and on behalf of PricewaterhouseCoopers, Taiwan March 19, 2021

---

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

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

20

HANNSTOUCH SOLUTION INCORPORATED AND SUBSIDIARIES AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS

DECEMBER 31, 2020 AND 2019

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

Assets	Notes 6(1) 6(2) 6(4) 6(5) 7 6(6) 6(11) 6(7) and 8 6(2) 6(3) 6(8) and 8 6(9) 6(28) 6(26) 6(16)	December31,2020 AMOUNT $ 1,789,028 55,505 664,832 252,068 16,894 32,560 198,729 2,575,574 59,390 39,350 5,683,930 - 193,411 10,862,154 335,723 17,377 333,480 3,398 11,745,543 $ 17,429,473	December31,2019
			AMOUNT
Current assets 1100 Cash and cash equivalents 1110 Financial assets at fair value through profit or loss - current 1136 Current financial assets at amortised cost, net 1170 Accounts receivable, net 1180 Accounts receivable - related parties 1200 Other receivables 130X Inventory 1460 Non-current assets or disposal groups classified as held for sale, net 1476 Other current financial assets 1479 Other current assets, others 11XX Current Assets Non-current assets 1510 Non-current financial assets at fair value through profit or loss 1517 Non-current financial assets at fair value through other comprehensive income 1600 Property, plant and equipment 1755 Right-of-use assets 1780 Intangible assets 1840 Deferred income tax assets 1900 Other non-current assets 15XX Non-current assets 1XXX Total assets			$ 402,233 48,156 156,063 386,141 451 3,051 176,155 - 81,751 52,419
			1,306,420
			6,560 - 14,132,137 1,007,378 71,105 436,419 81,916
			15,735,515
			$ 17,041,935

(Continued)

21

HANNSTOUCH SOLUTION INCORPORATED AND SUBSIDIARIES AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS

DECEMBER 31, 2020 AND 2019

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

Liabilities andEquity	December31,2020 Notes AMOUNT 6(12) $ - 6(2) 1 217 136,660 7 2,486 6(13) 372,424 7 1,964 25,895 6(9) 30,794 6(15) 233,333 7 1,128,467 1,932,241 6(14) and 7 900,000 6(15) 4,526,667 6(26) 779 6(9) 311,971 47,127 5,786,544 7,718,785 6(18) 8,069,485 6(19) 312,925 6(20) 109,361 14,100 941,680 ( 6,457) 9,441,094 269,594 9,710,688 9 11 $ 17,429,473	December31,2019
		AMOUNT
Current liabilities 2100 Short-term borrowings 2120 Financial liabilities at fair value through profit or loss - current 2150 Notes payable 2170 Accounts payable 2180 Accounts payable - related parties 2200 Other payables 2220 Other payables - related parties 2230 Current income tax liabilities 2280 Current lease liabilities 2320 Long-term liabilities, current portion 2399 Other current liabilities, others 21XX Current Liabilities Non-current liabilities 2530 Corporate bonds payable 2540 Long-term borrowings 2570 Deferred income tax liabilities 2580 Non-current lease liabilities 2670 Other non-current liabilities, others 25XX Non-current liabilities 2XXX Total Liabilities Equity Equity attributable to owners of parent Share capital 3110 Share capital - common stock Capital surplus 3200 Capital surplus Retained earnings 3310 Legal reserve 3320 Special reserve 3350 Total unappropriated retained earnings (accumulated deficit) Other equity interest 3400 Other equity interest 31XX Equity attributable to owners of the parent 36XX Non-controlling interest 3XXX Total equity Significant contingent liabilities and unrecognised contract commitments Significant events after the balance sheet date 3X2X Total liabilities and equity		$ 30,000 - 1,903 163,274 18 473,792 4,015 3,528 83,033 600,000 11,926
		1,371,489
		900,000 4,160,000 17,908 936,123 16,584
		6,030,615
		7,402,104
		8,069,485 312,925 12,398 14,100 971,071 -
		9,379,979 259,852
		9,639,831
		$ 17,041,935

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

22

HANNSTOUCH SOLUTION INCORPORATED AND SUBSIDIARIES AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2020 AND 2019

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

Items

Year ended December 31 2020 2019 Notes AMOUNT AMOUNT 6(21) and 7 $ 3,086,399 $ 4,403,816 6(6)(25) and 7 ( 2,375,024)( 2,741,916) 711,375 1,661,900 6(25) and 7 ( 27,311) ( 53,680) ( 224,588) ( 303,634) ( 40,679) ( 43,498) 12(2) 45 ( 148) ( 292,533)( 400,960) 418,842 1,260,940 6(22) 3,463 2,884 6(23) 153,745 36,931 6(24) and 7 ( 16,183) 24,825 7 ( 97,247) ( 148,536) 43,778 ( 83,896) 462,620 1,177,044 6(26) ( 102,874) ( 192,526) $ 359,746 $ 984,518 6(16) $ - $ 1,803 6(3) ( 8,071) - 6(26) 1,614 ( 361) $ 353,289 $ 985,960 $ 350,004 $ 1,018,057 $ 9,742 ($ 33,539) $ 343,547 $ 1,019,499 $ 9,742 ($ 33,539) 6(27) $ 0.43 $ 1.35 $ 0.43 $ 1.35

4000 Sales revenue 5000 Operating costs 5950 Net operating margin Operating expenses 6100 Selling expenses 6200 General & administrative expenses 6300 Research and development expenses 6450 Impairment loss (impairment gain and reversal of impairment loss) determined in accordance with IFRS 9 6000 Total operating expenses 6900 Operating profit Non-operating income and expenses 7100 Interest income 7010 Other income 7020 Other gains and losses 7050 Finance costs 7000 Total non-operating revenue and expenses 7900 Profit before income tax 7950 Income tax (expense) benefit 8200 Profit for the year 8311 Other comprehensive income, before tax, actuarial gains (losses) on defined benefit plans 8316 Unrealised gains (losses) from investments in equity instruments measured at fair value through other comprehensive income 8349 Income tax related to components of other comprehensive income that will not be reclassified to profit or loss 8500 Total comprehensive income for the year Profit (loss), attributable to: 8610 Owners of the parent 8620 Non-controlling interest Comprehensive income attributable to: 8710 Owners of the parent 8720 Non-controlling interest Basic earnings per share 9750 Basic earnings per share 9850 Diluted earnings per share

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

23

HANNSTOUCH SOLUTION INCORPORATED AND SUBSIDIARIES AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

YEARS ENDED DECEMBER 31, 2020 AND 2019

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

Year 2019 Balance at January 1, 2019 Profit for the year Other comprehensive income Total comprehensive income Proceeds from New Issues Balance at December 31, 2019 Year 2020 Balance at January 1, 2020 Profit for the year Other comprehensive loss Total comprehensive income Appropriations of 2019 earnings: Legal reserve Cash dividends Balance at December 31, 2020	Notes							Equity attributable to owners ofthe parent	Equity attributable to owners ofthe parent	Equity attributable to owners ofthe parent	Equity attributable to owners ofthe parent	Equity attributable to owners ofthe parent	Equity attributable to owners ofthe parent	Equity attributable to owners ofthe parent				Non-controlling interest		Totalequity
			Share capital - commonstock			Capital Reserves					RetainedEarnings				Unrealised gains (losses) from financial assets measured at fair value through other comprehensive income		Total
				Total capital surplus, additional paid- incapital		Capital surplus, difference between consideration and carrying amount of subsidiaries acquired or disposed		Capital surplus, others			Legal reserve	Special reserve		Total unappropriated retained earnings (accumulated deficit)
	6(18) 6(20)		$ 7,369,485 - - - 700,000 $ 8,069,485 $ 8,069,485 - - - - - $ 8,069,485		$ 61,616 - - - 247,419 $ 309,035 $ 309,035 - - - - - $ 309,035		$ 919 - - - - $ 919 $ 919 - - - - - $ 919		$ - - - - 2,971 $ 2,971 $ 2,971 - - - - - $ 2,971		$ 12,398 - - - - $ 12,398 $ 12,398 - - - 96,963 - $ 109,361		$ 14,100 - - - - $ 14,100 $ 14,100 - - - - - $ 14,100	($ 48,428 ) 1,018,057 1,442 1,019,499 - $ 971,071 $ 971,071 350,004 - 350,004 ( 96,963 ) ( 282,432 ) $ 941,680	$ - - - - - $ - $ - - ( 6,457 ) ( 6,457 ) - - ($ 6,457 )	$ 7,410,090 1,018,057 1,442 1,019,499 950,390 $ 9,379,979 $ 9,379,979 350,004 ( 6,457 ) 343,547 - ( 282,432 ) $ 9,441,094		$ 293,391 ( 33,539 ) - ( 33,539 ) - $ 259,852 $ 259,852 9,742 - 9,742 - - $ 269,594	$ 7,703,481 984,518 1,442 985,960 950,390 $ 9,639,831 $ 9,639,831 359,746 ( 6,457 ) 353,289 - ( 282,432 ) $ 9,710,688

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

24

HANNSTOUCH SOLUTION INCORPORATED AND SUBSIDIARIES AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2020 AND 2019

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

CASH FLOWS FROM OPERATING ACTIVITIES Profit before tax Adjustments Adjustments to reconcile profit (loss) Depreciation Expected credit (gain) loss on doubtful accounts Amortasation Interest expense Interest income Dividend income (Gain)Loss on disposals of property, plant and equipment Gain on financial assets at fair value through profit or loss Share-Based Payment Gain on lease modification Reversal of impairment loss recognised in profit or loss, non-financial assets Gain on disposal subsidiaries Other income-gain on pension settlement Other income-gain on litigation settlement Changes in operating assets and liabilities Changes in operating assets Financial assets at fair value through profit or loss Accounts receivable Accounts receivable - related parties Other receivable Other receivables - related parties Inventory Prepaid pension Other current assets Changes in operating liabilities Notes payable Accounts payable Accounts payable - related parties Other payable Other payable-related parties Other current liabilities Other non-current liabilities Cash inflow generated from operations Interest received Cash dividends received Interest paid Income taxes paid Net cash flows from operating activities

Year ended December 31 Notes 2020 2019 $ 462,620 $ 1,177,044 6(25) 985,385 1,015,060 12(2) ( 45 ) 148 6(25) 8,029 6,692 97,247 148,599 6(22) ( 3,463 ) ( 2,884 ) 6(23) - ( 4,430 ) 6(24) 10,634 ( 13,362 ) 6(2) ( 2,195 ) ( 38,585 ) 6(17) - 5,390 6(9) ( 10 ) - 6(24) ( 28,698 ) - 6(24) ( 3,741 ) - 6(23) ( 2,339 ) - 6(23) ( 39,600 ) - 4,673 86,627 131,925 ( 151,879 ) ( 16,443 ) ( 451 ) ( 30,611 ) 37,144 55,507 - ( 22,574 ) ( 53,478 ) - ( 813 ) 9,484 ( 359 ) ( 1,159 ) 841 ( 25,632 ) 73,629 2,468 ( 55 ) 7,314 76,575 678 ( 2,202 ) 9,935 3,951 30,749 16,308 1,640,138 2,379,510 3,407 3,355 - 4,430 ( 87,577 ) ( 132,400 ) - ( 2,765 ) 1,555,968 2,252,130

(Continued)

25

CASH FLOWS FROM INVESTING ACTIVITIES
(Increase)Decrease in current financial assets at amortised
cost		( $	508,769 ) $	258,937
Acquisition of property, plant and equipment	6(29)	(	365,810 ) (	514,141 )
Proceeds from disposal of property, plant and equipment			524	13,362
Acquisition of intangible assets		(	1,200 )	-
Decrease (Increase) of other non-current assets			61,892 (	11 )
Acquisition of subsidiaries(deduct cash)	6(28)		-	18,701
Proceeds from disposal subsidiaries(deduct cash)	6(29)		86,414	-
Financial assets at fair value through other comprehensive
income		(	201,482 )	-
Advance receipts for the sale of property, plant and	7
equipment			1,108,000	-
Decrease (increase) in other current financial assets			22,361 (	30,927 )
Net cash flows from (used in) investing activities			201,930 (	254,079 )
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment of short-term debt		(	30,000 ) (	490,000 )
Repayment of long-term debt			- (	1,988,388 )
Proceeds from long-term debt			600,000	-
Repayment of corporate bond payable		(	600,000 ) (	300,000 )
Repayment of lease liabilities		(	58,671 ) (	81,106 )
Seasoned equity offering			-	902,583
Employee exercise of stock options			-	42,417
Cash devidends paid	6(20)	(	282,432 )	-
Net cash flows used in financing activities		(	371,103 ) (	1,914,494 )
Net increase in cash and cash equivalents			1,386,795	83,557
Cash and cash equivalents at beginning of year	6(1)		402,233	318,676
Cash and cash equivalents at end of year	6(1)	$	1,789,028 $	402,233

26

HannsTouch Solution Incorporated PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2020 AND 2019

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

INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE

To the Board of Directors and Shareholders of HannsTouch Solution Incorporated

Opinion

We have audited the accompanying parent company only balance sheets of HannsTouch Solution Incorporated as at December 31, 2020 and 2019, and the related parent company only statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the parent company only financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the financial position of HannsTouch Solution Incorporated as at December 31, 2020 and 2019, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and generally accepted auditing standards in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ responsibilities for the audit of the parent company only financial statements section of our report. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of HannsTouch Solution Incorporated’s 2020 parent company only financial statements. These matters were addressed in the context of our audit of the parent company only financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.

Key audit matters for HannsTouch Solution Incorporated’s 2020 parent company only financial statements are stated as follows:

27

HannsTouch Solution Incorporated PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2020 AND 2019

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

Key Audit Matter – Recognition of overseas warehouse operating revenue

Description

Refer to Note 4(33) for a description of accounting policy on revenue recognition in the financial statements.

The Company stored inventories in the warehouse which was under the custody of foreign third parties and checked and accepted by custodian in order to meet the requirements of overseas sales customers. The custodians regularly send inventory reports to the Company to verify the quantity, and the Company recognizes operating revenue based on actual used inventories at customer side which are shown in the inventory report provided by custodians.

The process of revenue recognition of the Company’s foreign warehouse involves numerous manual procedures, we identified the recognition of overseas warehouse operating revenue as a key audit matter.

How our audit addressed the matter:

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

1. Obtained an understanding and evaluated the Company’s procedures on overseas warehouse operating revenue, and selected samples to check the adequacy of operating revenue recognition.

2. Performed cutoff procedures on sales revenue from distribution warehouse recognised during a specific period before and after the period-end, including verifying delivery schedule of distribution warehouse and ensuring the movements of inventories contained in the statements and cost of goods sold had been recognised in the appropriate period; and

3. Performed confirmation for significant warehouse.

Key audit matter- Impairment assessment on investment property

Description

Refer to Note 4(20), 5(2) and 6(11), for accounting policy applied on impairment of property, plant and equipment, accounting estimates and assumptions applied on the impairment assessment of tangible assets and related impairment explanation.

The Company has appointed appraisers to appraise the investment property in Taipei and to value the recoverable amount as the basis of assessing the impairment of investment property.

The recoverable amounts are calculated through income approach and comparison method mentioned above. However, they are restricted to subjective judgement and uncertainty, which could result in significant influence on recoverable amount and furthermore affect the estimation of impairment amount of property, plant and equipment. Thus, we consider the assets impairment assessment of property, plant and equipment a key audit matter.

How our audit addressed the matter:

28

HannsTouch Solution Incorporated PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2020 AND 2019

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

We understood the basis and process of management’s assessment and performed the following audit procedures in respect of the above key audit matter:

1. Assessed the expected future income which used in the experts’ appraisal report and compared with local market price and forecast documents of industry.

2. Assessed the discount rate used in the experts’ appraisal report and inspected the assumptions of cost of capital with return on similar assets in the market.

3. Examined the parameters of valuation model in the experts’ appraisal report and setting of formulas.

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

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

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

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

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

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

As part of an audit in accordance with the generally accepted auditing standards in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

1. Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain

29

HannsTouch Solution Incorporated PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2020 AND 2019

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

audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

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 HannsTouch Solution Incorporated’s internal control.

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

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

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

5. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within HannsTouch Solution Incorporated to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.

30

HannsTouch Solution Incorporated PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2020 AND 2019

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

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the parent company only financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

[Signature] [Signature] Chen, Ching Chang Lin, Chun-Yao

For and on behalf of PricewaterhouseCoopers, Taiwan March 19, 2021

---

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

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

31

HannsTouch Solution Incorporated PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2020 AND 2019

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

Assets	Notes 6(1) 6(2) 6(4) 6(5) 7 7 6(6) 6(12) 6(7) and 8 6(3) 6(8) 6(9), 7 and 8 6(10) 6(11) and 8 6(26) 6(16)	December31,2020 AMOUNT $ 1,618,587 46,481 600,000 245,518 73,620 21,652 485 198,100 2,575,574 59,390 38,557 5,477,964 193,411 349,134 4,615,811 335,723 5,810,132 17,128 324,327 598 11,646,264 $ 17,124,228	December31,2019
			AMOUNT
Current assets 1100 Cash and cash equivalents 1110 Financial assets at fair value through profit or loss - current 1136 Current financial assets at amortised cost 1170 Accounts receivable, net 1180 Accounts receivable due from related parties, net 1200 Other receivables 1210 Other receivables - related parties 130X Inventory 1460 Non-current assets or disposal groups classified as held for sale, net 1476 Other current financial assets 1479 Other current assets, others 11XX Current Assets Non-current assets 1517 Non-current financial assets at fair value through other comprehensive income 1550 Investments accounted for under equity method 1600 Property, plant and equipment 1755 Right-of-use assets 1760 Investment property - net 1780 Intangible assets 1840 Deferred income tax assets 1900 Other non-current assets 15XX Non-current assets 1XXX Total assets			$ 320,390 48,156 789 381,677 29,697 1,628 100 176,155 - 81,751 35,452
			1,075,795
			- 347,193 7,986,314 354,506 5,729,096 22,985 421,977 62,327
			14,924,398
			$ 16,000,193

(Continued)

32

HannsTouch Solution Incorporated PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2020 AND 2019

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

Liabilities andEquity	December31,2020 Notes AMOUNT 6(2) $ 1 217 134,500 7 2,486 6(13) 342,864 7 2,615 25,895 6(10) 30,794 6(15) 233,333 7 1,123,886 1,896,591 6(14) and 7 900,000 6(15) and 8 4,526,667 6(26) 779 6(10) 311,971 47,126 5,786,543 7,683,134 6(18) 8,069,485 6(19) 312,925 6(20) 109,361 14,100 941,680 ( 6,457) 9,441,094 9 11 $ 17,124,228	December31,2019
		AMOUNT
Current liabilities 2120 Financial liabilities at fair value through profit or loss - current 2150 Notes payable 2170 Accounts payable 2180 Accounts payable - related parties 2200 Other payables 2220 Other payables - related parties 2230 Current income tax liabilities 2280 Current lease liabilities 2320 Long-term liabilities, current portion 2399 Other current liabilities, others 21XX Current Liabilities Non-current liabilities 2530 Corporate bonds payable 2540 Long-term borrowings 2570 Deferred income tax liabilities 2580 Non-current lease liabilities 2670 Other non-current liabilities, others 25XX Non-current liabilities 2XXX Total Liabilities Equity Share capital 3110 Share capital - common stock Capital surplus 3200 Capital surplus Retained earnings 3310 Legal reserve 3320 Special reserve 3350 Total unappropriated retained earnings 3400 Other equity interest 3XXX Total equity Significant contingent liabilities and unrecognised contract commitments Significant events after the balance sheet date 3X2X Total liabilities and equity		$ - 1,341 161,727 18 389,981 3,700 - 29,028 600,000 10,939
		1,196,734
		900,000 4,160,000 17,908 329,244 16,328
		5,423,480
		6,620,214
		8,069,485 312,925 12,398 14,100 971,071 -
		9,379,979
		$ 16,000,193

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

33

HannsTouch Solution Incorporated PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2020 AND 2019

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

Items

YearendedDecember31 2020 2019 Notes AMOUNT AMOUNT 6(21) and 7 $ 2,929,250 $ 4,248,959 6(6)(25) and 7 ( 2,294,305) ( 2,681,508) 634,945 1,567,451 6(25) and 7 ( 27,264) ( 52,691) ( 144,547) ( 160,164) ( 40,678) ( 43,498) 12(2) 48 ( 136) ( 212,441) ( 256,489) 422,504 1,310,962 6(22) 2,630 492 6(23) 139,272 37,795 6(24) and 7 ( 18,002) 25,121 7 ( 93,575) ( 139,071) 6(8) 5,205 ( 17,926) 35,530 ( 93,589) 458,034 1,217,373 6(26) ( 108,030) ( 199,316) $ 350,004 $ 1,018,057 6(16) $ - $ 1,803 6(3) ( 8,071) - 6(26) 1,614 ( 361) ($ 6,457) $ 1,442 $ 343,547 $ 1,019,499 6(27) $ 0.43 $ 1.35 $ 0.43 $ 1.35

4000 Sales revenue 5000 Operating costs 5950 Net operating margin Operating expenses 6100 Selling expenses 6200 General & administrative expenses 6300 Research and development expenses 6450 Reversal of impairment loss (impairment loss) determined in accordance with IFRS 9 6000 Total operating expenses 6900 Operating profit Non-operating income and expenses 7100 Interest income 7010 Other income 7020 Other gains and losses 7050 Finance costs 7070 Share of profit (loss) of associates and joint ventures accounted for using equity method, net 7000 Total non-operating revenue and expenses 7900 Profit before income tax 7950 Income tax expense 8200 Profit for the year Other comprehensive income Components of other comprehensive income that will not be reclassified to profit or loss 8311 Other comprehensive income, before tax, actuarial gains on defined benefit plans 8316 Unrealised losses from investments in equity instruments measured at fair value through other comprehensive income 8349 Income tax related to components of other comprehensive income that will not be reclassified to profit or loss 8300 Other comprehensive income for the year 8500 Total comprehensive income for the year Basic earnings per share 9750 Basic earnings per share 9850 Diluted earnings per share

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

34

HannsTouch Solution Incorporated PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2020 AND 2019

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

Year 2019 Balance at January 1, 2019 Profit for the year Other comprehensive income Total comprehensive income Proceeds from New Issues Balance at December 31, 2019 Year 2020 Balance at January 1, 2020 Profit for the year Other comprehensive loss Total comprehensive income Appropriations of 2019 earnings: Legal reserve Cash dividends Balance at December 31, 2020	Notes		Share capital - commonstock			Capital Reserves	Capital Reserves				RetainedEarnings	RetainedEarnings	RetainedEarnings	RetainedEarnings			Unrealised gains (losses) from financial assets measured at fair value through other comprehensive income		Totalequity
				Total capital surplus, additional paid- incapital		Difference between the price for acquisition or disposal of subsidiaries and carryingamount		Capital surplus, others			Legal reserve		Special reserve		Total unappropriated retained earnings (accumulated deficit)
	6(18) 6(20)		$ 7,369,485 - - - 700,000 $ 8,069,485 $ 8,069,485 - - - - - $ 8,069,485		$ 61,616 - - - 247,419 $ 309,035 $ 309,035 - - - - - $ 309,035		$ 919 - - - - $ 919 $ 919 - - - - - $ 919		$ - - - - 2,971 $ 2,971 $ 2,971 - - - - - $ 2,971		$ 12,398 - - - - $ 12,398 $ 12,398 - - - 96,963 - $ 109,361		$ 14,100 - - - - $ 14,100 $ 14,100 - - - - - $ 14,100		($ 48,428 ) 1,018,057 1,442 1,019,499 - $ 971,071 $ 971,071 350,004 - 350,004 ( 96,963 ) ( 282,432 ) $ 941,680		$ - - - - - $ - $ - - ( 6,457 ) ( 6,457 ) - - ($ 6,457 )	$ 7,410,090 1,018,057 1,442 1,019,499 950,390 $ 9,379,979 $ 9,379,979 350,004 ( 6,457 ) 343,547 - ( 282,432 ) $ 9,441,094

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

35

HannsTouch Solution Incorporated PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2020 AND 2019

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

CASH FLOWS FROM OPERATING ACTIVITIES Profit before tax Adjustments Adjustments to reconcile profit (loss) Depreciation Expected credit (gain) loss on doubtful accounts Amortization Interest expense Interest income Dividend income Share-Based Payment Gain on financial assets at fair value through profit or loss Share of profit of f associates and joint ventures accounted for under equity method (Gain)Loss on disposals of property, plant and equipment Reversal of impairment loss recognised in profit or loss, non-financial assets Other income-gain on pension settlement Other income-gain on litigation settlement Changes in operating assets and liabilities Changes in operating assets Financial assets at fair value through profit or loss Accounts receivable Accounts receivable - related parties Other receivable Other receivables - related parties Inventory Prepaid pension Other current assets Changes in operating liabilities Notes payable Accounts payable Accounts payable - related parties Other payable Other payable-related parties Other current liabilities Other non-current liabilities Cash inflow generated from operations Interest received Cash dividends received Interest paid Income taxes paid Net cash flows from operating activities

Year ended December 31 Notes 2020 2019 $ 458,034 $ 1,217,373 6(25) 931,517 957,066 12(2) ( 48 ) 136 6(25) 6,735 6,692 93,575 139,072 6(22) ( 2,630 ) ( 492 ) 6(23) - ( 4,430 ) 6(17) - 5,390 6(2)(24) ( 2,996 ) ( 38,585 ) 6(8) ( 5,205 ) 17,926 6(24) 10,614 ( 13,362 ) 6(24) ( 28,698 ) - 6(23) ( 2,339 ) - 6(23) ( 39,600 ) - 4,672 86,627 136,207 ( 149,525 ) ( 43,923 ) ( 29,697 ) ( 19,756 ) 37,996 ( 385 ) - ( 21,945 ) ( 53,478 ) - ( 813 ) ( 3,105 ) 3,737 ( 1,124 ) 279 ( 27,227 ) 78,671 2,468 ( 55 ) 8,606 56,561 125 ( 1,984 ) 4,944 4,529 30,798 16,328 1,489,314 2,335,962 2,362 496 - 4,430 ( 87,025 ) ( 132,352 ) - ( 809 ) 1,404,651 2,207,727

(Continued)

36

HannsTouch Solution Incorporated PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2020 AND 2019

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

CASH FLOWS FROM INVESTING ACTIVITIES Increase in current financial assets at amortised cost Acquisition of investments accounted for under equity method Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Acquisition of investment property Decrease (Increase) of other non-current assets Decrease (increase) in other current financial assets Financial assets at fair value through other comprehensive income Dividends reveived Advance receipts for the sale of property, plant and equipment Net cash flows from (used in) investing activities CASH FLOWS FROM FINANCING ACTIVITIES Repayment of short-term debt Repayment of corporate bond payable Proceeds from long-term debt Repayment of long-term debt Repayment of lease liabilities Seasoned equity offering Employee exercise of stock options Cash devidends paid Net cash flows used in financing activities Net increase in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year

Year ended December 31 Notes 2020 2019 ( $ 599,211 ) ( $ 789 ) 6(8) - ( 149,900 ) 6(28) ( 73,470 ) ( 124,216 ) 524 13,362 6(28) ( 110,107 ) ( 152,313 ) 64,067 ( 41 ) 22,361 ( 30,927 ) ( 201,482 ) - 6(8) 3,264 - 7 1,108,000 - 213,946 ( 444,824 ) - ( 520,000 ) ( 600,000 ) ( 300,000 ) 600,000 - - ( 1,788,458 ) ( 37,968 ) ( 36,319 ) - 902,583 - 42,417 6(20) ( 282,432 ) - ( 320,400 ) ( 1,699,777 ) 1,298,197 63,126 6(1) 320,390 257,264 6(1) $ 1,618,587 $ 320,390

37

[Attachment 2]

Audit Committee’s Review Report

We have reviewed the Company's 2020 Business Report, Financial Statements, and Earnings Appropriation Proposal prepared by the Board of Directors. The Financial Statements have been audited by Ching-Chang Chen and Kevin Lin of PriceWaterhouseCoopers Taiwan, to which the auditors have issued an independent auditor's report. The Audit Committee found no misstatement in the above Business Report, Financial Statements or Earnings Appropriation Proposal and hereby issues its report as presented above in accordance with the Securities and Exchange Act and the Company Act.

For

2021 Annual General Shareholders’ Meeting of HannsTouch Solution Inc.

Audit Committee convener:

March 19, 2021

38

[Attachment 3]

HannsTouch Solution Inc.

ttachment 3] HannsTouch Solution Inc.	ttachment 3] HannsTouch Solution Inc.	ttachment 3] HannsTouch Solution Inc.	ttachment 3] HannsTouch Solution Inc.	ttachment 3] HannsTouch Solution Inc.	ttachment 3] HannsTouch Solution Inc.
Private Placement of Unsecured Ordinary Corporate Bonds
Item	2017 first domestic private placement of unsecured ordinary corporate bonds Issue date: November 28,2017
Type of privately placed securities	Unsecured ordinary corporate bonds
Date of Board meeting and amount approved	Date approved by the Board: October 27, 2017 NT$1,800,000,000; distinguished between Tranche A, Tranche B, and Tranche C by coupon interest. Tranche A: Issued for a total of Three Hundred Million New Taiwan Dollars Tranche B: Issued for a total of Six Hundred Million New Taiwan Dollars Tranche C:Issuedfor a totalof NineHundredMillion NewTaiwan Dollars
Pricing basis andrationality	Not applicable
Selectionofspecific subscribers	Proceeded as stipulatedin Article43-6 ofthe Securities andExchangeAct
Reasonsforprivate placement	To ensure the timeliness andfeasibility ofthe Company'sfund-raising plan
Paymentcompletiondate	November 28,2017
Subscriber	Placee of private placement	Eligibility	Subscription amount (NTD thousand)	Relationship to the Company	Participating company Status of operation
	HannStar® Display Corporation	Securities and Exchange Act, Article 43-6, Sub- paragraph 1, Item3	1,800,000	Related party	Major shareholder with 10% or higher ownership interest
Actual subscription (or conversion) price	Not applicable
Difference between the actual subscription (or conversion) priceandthereference price	Not applicable
Impact of private placement on shareholders' equity	Not applicable
Implementation status of fund utilization plan	The plan has been fully executed to date
Benefits of the private equity placement	Improving financial structure and expanding working capital in the medium term.
Outstanding principal	NT$900,000,000 (Tranches A and B were recalled and retired prior to maturityinOctober 2019 andAugust2020,respectively)

39

[Attachment 4]

HannsTouch Solution Inc. Fund Utilization Plan, Progress and Expected Benefits for Cash Capital Increase (tentatively)

1. Fund utilization plan and capital needed

• To develop strategic alliances and the expansion of working capital, the Company requires approximately NT$800 million.

2. Source of capital

Within the issuance limit of 80 million shares, the Company proposes to carry out a cash capital increase by issuing common shares through private placement, public offering, or a combination of both. The Company expects to raise approximately NT$800 million in funds.

1. Fund utilization progress

Unit: NTD thousands

nd utilization progress		Unit: NTDthousands	Unit: NTDthousands
Expected time of completion	Total capital needed	Expected fund utilization progress
		2021	2022
		Fourth season	First season
First season of 2021	800,000	400,000	400,000

4. Expected benefits

Using the average long-term loan interest rate of 1.41%, the Company is expected to save an interest expense of approximately NT$11,280 thousand.

40

[Attachment 5]

HannsTouch Solution Inc.

Comparison Table for Amendments to ~~Regulations Governing~~ the Election of Directors and Independent Directors

Before Amendments	After Amendments	Description
Article 1: For a fair, just and transparent election of Directors, the Regulations are enacted in accordance with “Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies.”	(New addition)	Newly added source of law and objectives
Article 2: The election of Directors of the Company shall be conducted in accordance with these Regulations. Any matter not provided in these Regulations shall be conducted in accordance with the relevant laws and regulations.	Article 1: The election of Directors of the Company shall be conducted in accordance with these Regulations. Any matter not provided in these Regulations shall be conducted in accordance with the Company Act, Securities and Exchange Act and Articles of Incorporation of the Company. Article 2:(Deleted)	Minor adjustments in wording
Article 3: The overall composition of the Board of Directors shall be taken into consideration in selecting the Company’s Directors. The composition of the Board of Directors, as well as the Company's business operations, operating dynamics, and development needs shall be determined by taking diversity into consideration. The policies should include, without being limited to, the following two general standards: 1. Basic requirements and values: Gender, age, nationality, and culture. 2. Professional know-how: Professional background (e.g. law, accounting, industry, finance, marketing, or technology), professional skills, and industry experience. The Board members shall possess the necessary knowledge, skills, and experience to perform their duties; their collective capabilities are as follows: 1. Ability to make operational judgments. 2. Accounting and financial analysis. 3. Business administration. 4. Crisis management. 5. Industry knowledge. 6. Global market perspective. 7. Leadership. 8. Decision-making ability. More than half of the Directors shall be persons who have neither a spousal relationship nor a relationship within the second degree of kinship with any other Director. The Board of Directors of the Company shall consider adjusting its composition based on the results of performance evaluation.	(New addition)	Newly added pursuant to Corporate Governance Best Practice Principles, Article 20 and “Sample Template for Procedures for Election of Directors.”
Article 4: The qualifications for the Independent Directors of the Company shall conform to the “Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies of Taiwan,” Article 2, 3, and 4. The election of Independent Directors of the Companyshall complywith “Regulations	Article 3: The election of Directors shall adopt the candidate nomination system. Each share will have voting rights in number equal to the Directors to be elected and cast for a single candidate or split among multiple candidates. Those receiving ballots representing the highest numbers of voting rights will be elected as Directors. Attendance card numbersprinted	Amended in accordance with the “Regulations Governing Appointment of Independent Directors and

41

Before Amendments	After Amendments	After Amendments	After Amendments	After Amendments	Description
Governing Appointment of Independent Directors and Compliance Matters for Public Companies of Taiwan,” Article 5, 6, 7, 8 and 9. It shall be conducted in accordance with “Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies,” Article 24.	on the ballots may be used for voting the candidates. The enactment of the Independent Director position is in accordance with the Articles of Incorporation. The election of both Directors and Independent Directors shall be conducted in the same election. The respective votes shall be calculated separately to determine the elected Independent Directors and non-Independent Directors. The election of Independent Directors is conducted in accordance with the “Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies of Taiwan” and the relevant law and regulations. Article 4:(Deleted)				Compliance Matters for Public Companies of Taiwan” and by referring to the “Sample Template for Procedures for Election of Directors”
Article 5: The election of Directors shall be conducted in accordance with the procedures of the candidate nomination system stipulated in the Company Act, Article 192-1. When the number of Directors falls below five persons due to the dismissal for any reason, the Company shall hold a by-election to fill the vacancy in its next annual general shareholders’ meeting. When the number of Directors falls short by one-third of the total number Directors prescribed in the Company’s Articles of Incorporation, the Company shall call an extraordinary shareholders’ meeting within 60 days from the date of occurrence to hold a by-election to fill the vacancies. When the number of Independent Directors falls below that required under the proviso of the Securities and Exchange Act, Article 14- 2, Paragraph 1, a by-election shall be held at the next annual general shareholders’ meeting to fill the vacancy. When the Independent Directors are dismissed en masse, an extraordinary shareholders’ meeting shall be called within 60 days from the date of occurrence to hold a by-election to fill the vacancies.	Article 8:If a candidate is a shareholder, a voter must enter the candidate's account name and shareholder account number in the"candidate" column of the ballot; for a non-shareholder, the voter shall enter the candidate's full name and identity card number or tax ID number. However, when the candidate is a governmental organization or corporate shareholder, the name of the governmental organization or corporate shareholder shall be entered in the column for the candidate's account name in the ballot paper, or both the name of the governmental organization or corporate shareholder and the name of its representative may be entered. When there are multiple representatives, the names of each respective representative shall be entered.		If a candidate is a shareholder, a voter must		Pursuant to directives from the Financial Supervisory Commission (FSC), the Company shall adopt the candidate nomination system. The shareholders shall only vote for the Directors from the candidate list. As such, this article is deleted. Further, a new article is made in accordance with the Company Act, Article 201 and Securities and Exchange Act, Article 14- 2 and “Sample Template for Procedures for Election of Directors”
		shareholder account number in the"candidate"
		column of the ballot; for a non-shareholder, the
		voter shall enter the candidate's full name and
		identity card number or tax ID number.
		However, when the candidate is a governmental
		organization or corporate shareholder, the name
		of the governmental organization or corporate
		shareholder shall be entered in the column for
		the candidate's account name in the ballot paper,
		or both the name of the governmental
		organization or corporate shareholder and the
		name of its representative may be entered.
		When there are multiple representatives, the
		names of each respective representative shall be
		entered.
Article 6: The cumulative voting method shall be used for the election of the Directors at the Company. Each share will have voting rights in number equal to the Directors to be elected and may be cast for a single candidate or split among multiple candidates. The Board of Directors shall prepare separate ballots for Directors in numbers corresponding to the Directors to be elected. The number of voting rights associated with each ballot shall be specified on the ballots, which shall then be distributed to the attending shareholders at the shareholders’ meeting. Attendance card numbers printed on the ballots may be used instead of recording the names of votingshareholders.	Article 5:The ballots shall be prepared by the Board of Directors and serial numbered according to the attendance card numbers, with the numbers of voting rights stamped on the ballots.		The ballots shall be prepared by the Board of		Amended in accordance with election method stipulated by the Company Act, Article 198 and the Corporate Governance Best Practice Principles, Article 21
		attendance card numbers, with the numbers of
		voting rights stamped on the ballots.
Article 7: The number of Directors will be as stipulated	Article 7:			Where, upon further verification, it is	Amended

42

Before Amendments	Before Amendments	Before Amendments	Before Amendments		After Amendments	After Amendments	After Amendments	After Amendments	After Amendments	Description
in the Company’s Articles of Incorporation, with voting rights separately calculated for Independent and Non-independent Director positions. Those receiving ballots representing the highest numbers of voting rights will be elected sequentially according to their respective numbers of votes. When two or more persons receive the same number of votes, thus exceeding thestipulatednumber of positions, they shall draw lots to determine the winner. The chairperson draws lots on behalf of any person not in attendance.					confirmed that the personal information of an					pursuant to the candidate nomination system.
					elected Director is not correct or that the elected
					Director is not qualified pursuant to the
					applicable law, the candidate receiving the
					second most votes shall be elected to fill the
					vacancy. When two or more persons receive the samenumber of votes, thus exceeding the stipulatednumber of positions, theyshalldraw lots to determine thewinner.The chairperson draws lots on behalf of any person not in attendance.
Article 8: Before the electionbegins,the chairperson shall appoint a number of persons with shareholder status to perform the respective duties of vote monitoring and counting personnel.The ballot boxes shall be prepared by the Board of Directors and publicly checked by the vote monitoring personnel before voting commences.				Article 6:Duringthe voting, the chairperson shall appoint persons with shareholder status as the vote monitoring personnel.The rest of the calculatingand counting personnel is also appointed by the Chairperson to perform the respective duties.						Amended by referring to the “Sample Template for Procedures for Election of Directors”
			Board of
	Directors and publicly checked by the vote
	monitoring personnel before voting
	commences.
Article 9: A ballot is invalid under any of the following circumstances: 1. A ballot notprepared by the convener. 2. A blank ballot that is cast into theballot box. 3. The writing of the ballot is unclear and indecipherable or has been altered. 4. Theparticulars of candidatesentered in the ballot do not correspond to the Director candidate list. 5. Other words or markings are entered in the ballot in addition to the number of voting rights allotted.				Article 9: A ballot is invalid under any of the following circumstances.The voting rights on the ballot shall not be calculated as the votes of the candidate: (1) Ballot that is notpreparedin accordance with Article 5 of these Regulations. (2)Ballot that is not cast into the ballot box and blank ballot cast into the ballot box. (3)Ballot that is not filled in in accordance with Article 8 of these Regulations. (4)~~The number of candidates entered~~ ~~exceeds the stipulated number of~~ ~~electees~~. (5) Other words or markings are entered in addition tothe candidate's name and shareholder account number, identity card number or tax ID number. (6) The writing of the ballot is unclear and indecipherable. (7) The ballot has been altered. (8) Thename of the candidate and shareholder account number, identity card number or registered name of the tax ID numberdoes not correspond to the shareholder register.						Pursuant to the Company Act, Article 173, under specific circumstances (such as the Board of Directors fails to convene the meeting), after obtaining approval from the competent authority, the shareholders can take the lead in convening an extraordinary shareholders' meeting and make amendments in accordance with the candidate nomination system and the “Sample Template for Procedures for Election of Directors.”
						(1) (2) (3) (4) (5) (6)
								and blank ballot cast into the ballot box.
								Ballot that is not filled in in accordance
								with Article 8 of these Regulations. ~~Th b f didt td~~
								~~e numer o canaes enere~~ ~~d th tiltd b f~~
								~~excees e spuae numer o~~ ~~electees~~. Other words or markings are entered in addition tothe candidate's name and shareholder account number, identity
									account number, identity
								card number or tax ID number. The writing of the ballot is unclear and
						(7)		indecipherable. The ballot has been altered. Thename of the candidate and shareholder account number, identity
						(8)
								card number or registered name of the
								tax ID numberdoes not correspond to the shareholder register.
Article 10:The voting rights shall be calculated on the spot immediately after the poll has ended, and the results of the calculation,including the list of persons elected as Directors and the numbers of votes with which they were elected,shall be announced by the chairperson on the spot. The ballots for the election referred to in the preceding paragraph shall be sealed with the signatures of the vote monitoring personnel and kept in proper custody for at least one year. If, however, a shareholder files a lawsuit pursuant to the Company Act, Article 189, the ballots shall be retained until the litigation concludes.		The voting rights shall be calculated on the		Article 10:Before calculating the votes, the vote monitoring personnel shall perform a check on the ballot boxes publicly. After the poll has ended, the counting of the votes shall be performed on the spot under the supervision of the vote monitoring personnel,and the results shall be announced by the chairperson.			Before calculating the votes, the vote			Amended in accordance with the Company Act, Article 183 and the “Sample Template for Procedures for Election of Directors”
					the ballot boxes publicly. After the poll has
					ended, the counting of the votes shall be
	of votes with which they were elected,shall be announced by the chairperson on the spot. The ballots for the election referred to in the preceding paragraph shall be sealed with the signatures of the vote monitoring personnel and kept in proper custody for at least one year. If, however, a shareholder files a lawsuit pursuant to the Company Act, Article 189, the ballots shall be retained until the litigation concludes.				performed on the spot under the supervision of
					the vote monitoring personnel,and the results shall be announced by the chairperson.
		preceding paragraph shall be sealed with the
		signatures of the vote monitoring personnel
		and kept in proper custody for at least one
		year. If, however, a shareholder files a
		lawsuit pursuant to the Company Act, Article
		189, the ballots shall be retained until the
		litigation concludes.

43

[Attachment 6]

HannsTouch Solution Inc.

Regulations Governing the Election of Directors and Independent Directors (before amendments)

• Article 1: The election of Directors of the Company shall be conducted in accordance with these Regulations. Any matter not provided in these Regulations shall be conducted in accordance with the Company Act, Securities and Exchange Act and Articles of Incorporation of the Company.

• Article 2: (Deleted)

• Article 3: The election of Directors shall adopt the candidate nomination system. Each share will have voting rights in number equal to the Directors to be elected and cast for a single candidate or split among multiple candidates. Those receiving ballots representing the highest numbers of voting rights will be elected as Directors. Attendance card numbers printed on the ballots may be used for voting the candidates.

• The enactment of the Independent Director position is in accordance with the Articles of Incorporation. The election of both Directors and Independent Directors shall be conducted in the same election. The respective votes shall be calculated separately to determine the elected Independent Directors and nonIndependent Directors. The election of Independent Directors is conducted in accordance with the “Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies of Taiwan” and the relevant law and regulations.

• Article 4: (Deleted)

• Article 5: The ballots shall be prepared by the Board of Directors and serial numbered according to the attendance card numbers, with the numbers of voting rights stamped on the ballots.

• Article 6: During the voting, the chairperson shall appoint persons with shareholder status as the vote monitoring personnel. The rest of the calculating and counting personnel is also appointed by the chairperson to perform the respective duties.

• Article 7: Where, upon further verification, it is confirmed that the personal information of an elected Director is not correct or that the elected Director is not qualified pursuant to the applicable law, the candidate receiving second most votes shall be elected to fill the vacancy. When two or more persons receive the same number of votes, thus exceeding the stipulated number of positions, they shall draw lots to determine the winner. The chairperson draws lots on behalf of any person not in attendance.

• Article 8: If a candidate is a shareholder, a voter must enter the candidate's account name and shareholder account number in the "candidate" column of the ballot; for a non-shareholder, the voter shall enter the candidate's full name and identity card number or tax ID number. However, when the candidate is a governmental organization or corporate shareholder, the name of the governmental organization or corporate shareholder shall be entered in the column for the candidate's account name in the ballot paper, or both the name of the governmental organization or corporate shareholder and the name of its representative may be entered. When there are multiple representatives, the names of each respective representative shall be entered.

• Article 9: A ballot is invalid under any of the following circumstances. The voting rights on the ballot shall not be calculated as the votes of the candidate:

  • (1) The ballot is not prepared in accordance with Article 5 of these Regulations.

  • (2) Ballot that is not cast into the ballot box and blank ballot cast into the ballot box.

  • (3) Ballot that is not filled out in accordance with Article 8 of these Regulations.

  • (4) The number of candidates entered exceeds the stipulated number of electees.

  • (5) Other words or markings are entered in addition to the candidate's account name and shareholder account number, identity card number, or tax ID number.

  • (6) The writing of the ballot is unclear and indecipherable.

  • (7) The ballot has been altered.

  • (8) The name of the candidate and shareholder account number, identity card number or registered name of the tax ID number does not correspond to the shareholder register.

• Article 10: Before calculating the votes, the vote monitoring personnel shall perform a check on the ballot boxes publicly. After the poll has ended, the counting of the votes shall be performed on the spot under the supervision of the vote monitoring personnel, and the results shall be announced by the chairperson.

• Article 11: The Board of Directors of the Company shall issue the notification of appointment to the persons elected as Directors.

• Article 12: These Regulations, and any amendments hereto, shall be implemented after approval by a shareholders’ meeting.

44

[Attachment 7]

HannsTouch Solution Inc.

Comparison Table for Amendments to “Rules and Procedures of Shareholder Meetings”

Before Amendments After Amendments Article 3 (Convening shareholders’ meetings and Article 3 (Convening shareholders’ meetings and shareholders’ meeting notice) shareholders’ meeting notice) Unless otherwise provided by the law and Unless otherwise provided by the law and regulations, the Company’s shareholders’ regulations, the Company’s shareholders’ meetings shall be convened by the Board of meetings shall be convened by the Board of Directors. Directors.

Description Amendments and means of the public announcement are made pursuant to the regulations.

The Company shall prepare electronic versions of The Company shall prepare electronic versions of the annual shareholders’ meeting notice and proxy the annual shareholders’ meeting notice and forms, and the origins of and explanatory proxy forms, and the origins of and explanatory materials relating to all proposals, including materials relating to all proposals, including proposals for ratification, matters for deliberation, proposals for ratification, matters for or the election or dismissal of Directors, and deliberation, or the election or dismissal of upload them to the Market Observation Post Directors, and upload them to the Market System (MOPS) 30 days before the date of an Observation Post System (MOPS) 30 days before annual shareholders’ meeting or 15 days before the date of an annual shareholders’ meeting or 15 the date of an extraordinary shareholders’ days before the date of an extraordinary meeting. The Company shall prepare electronic shareholders’ meeting. The Company shall versions of the shareholders’ meeting agenda prepare electronic versions of the shareholders’ handbook and supplemental meeting materials meeting agenda handbook and supplemental and upload them to the MOPS 21 days before the meeting materials and upload them to the MOPS annual shareholders’ meeting or 15 days before 21 days before the annual shareholders’ meeting the date of the extraordinary shareholders’ or 15 days before the date of the extraordinary meeting. The shareholders’ meeting agenda shareholders’ meeting. The shareholders’ handbook and supplemental materials shall also meeting agenda handbook and supplemental be made available for the shareholders’ perusal at materials shall also be made available for the the Company and the professional shareholder shareholders’ perusal at the Company and the services agent designated thereby, and distributed professional shareholder services agent on-site at the meeting place. designated thereby, and distributed on-site at the The reasons for convening a shareholders’ meeting place. meeting shall be specified in the meeting notice The reasons for convening a shareholders’ and public announcement. With the consent of the meeting shall be specified in the meeting notice addressee, the meeting notice may be sent in and public announcement. With the consent of electronic form. the addressee, the meeting notice may be sent in Matters provided in the Company Act, Article electronic form. 172, Paragraph 5, Securities and Exchange Act, Election or dismissal of Directors and Article 26-1, 43-6 and Regulations Governing the Supervisors, amendments to the Articles of Offering and Issuance of Securities by Securities Incorporation, capital reduction, suspension Issuers, Article 56-1 and 60-2 shall be specified application of public offerings, lifting of the nonunder the reasons for convening the shareholders’ competition restrictions on Directors, stock meeting in the meeting notice. None of the above dividends of common stocks, dissolution, merger, matters may be raised as an extraordinary motion. or demerger of the Company, or any matters listed in the Company Act, Article 185, Paragraph 1, shall be set out in the notice of the reasons for convening the shareholders’ meeting. The reasons for convening the shareholders’ None of the above matters may be raised as an meeting have specified the election of Directors extraordinary motion. The main content of the and Supervisors and their appointment date. After aforementioned shall be made available on the the election is concluded in the shareholders’ website of the competent authority for securities meeting, their appointment date shall not be and the website designated by the Company. The changed via an extraordinary motion or other addresses of the websites shall be detailed in the

45

Before Amendments

After Amendments

Description

methods.

notice.

A shareholder holding 1% or more of the total The reasons for convening the shareholders’ number of issued shares may submit to the meeting have specified the election of Directors Company a proposal for discussion at a regular and Supervisors and their appointment date. After shareholders’ meeting. Such proposals are limited the election is concluded in the shareholders’ to one item only, and no proposal containing more meeting, their appointment date shall not be than one item will be included in the meeting changed via an extraordinary motion or other agenda. If, however, the shareholder’s proposal methods. concerns recommendation advocating for the A shareholder holding 1% or more of the total Company to promote public interest or fulfill number of issued shares may submit to the social responsibilities, the Board of Directors Company a proposal for discussion at a regular shall include such proposal in the agenda. Further, shareholders’ meeting. Such proposals are limited if the shareholder’s proposal concerns to one item only, and no proposal containing circumstances provided in the Company Act, more than one item will be included in the Article 172-1, Paragraph 4, the Board of Directors meeting agenda. If, however, the shareholder’s shall not include such proposal in the agenda. proposal concerns recommendation advocating Prior to the book closure date before a regular for the Company to promote public interest or shareholders’ meeting is held, the Company shall fulfill social responsibilities, the Board of publicly announce that it will receive shareholder Directors shall include such proposal in the proposals, the method of acceptance for written or agenda. Further, if the shareholder’s proposal electronic proposals, and the location and time concerns circumstances provided in the Company period for their submission; the period for Act, Article 172-1, Paragraph 4, the Board of accepting the submission of shareholder proposals Directors shall not include such proposal in the may not be less than 10 days. agenda.

The proposals submitted by shareholders are Prior to the book closure date before a regular limited to 300 words. A proposal exceeding 300 shareholders’ meeting is held, the Company shall words will not be included in the meeting agenda. publicly announce that it will receive shareholder The shareholder making the proposal shall be proposals, the method of acceptance for written present in person or by proxy at the general or electronic proposals, and the location and time shareholders’ meeting and take part in the period for their submission; the period for discussion of the proposal. accepting the submission of shareholder Prior to the date for issuance of a notice of a proposals may not be less than 10 days. shareholders’ meeting, the Company shall inform The proposals submitted by shareholders are the shareholders who submitted proposals of the limited to 300 words. A proposal exceeding 300 proposal screening results and list in the meeting words will not be included in the meeting notice the proposals that conform to the agenda. The shareholder making the proposal provisions of this Article. At the shareholders’ shall be present in person or by proxy at the meeting, the Board of Directors shall explain the general shareholders’ meeting and take part in the reasons for excluding any shareholder proposals discussion of the proposal. in the agenda. Prior to the date for issuance of a notice of a shareholders’ meeting, the Company shall inform the shareholders who submitted proposals of the proposal screening results and 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 excluding any shareholder proposals in the agenda.

46

Before Amendments After Amendments Description Article 9 (Computation of the number of shares in Article 9 (Computation of the number of shares in To enhance attendance and convening the meeting) attendance and convening the meeting) corporate Attendance at shareholders’ meetings shall be Attendance at shareholders’ meetings shall be governance calculated based on the number of shares. The calculated based on the number of shares. The and protect number of shares in attendance shall be calculated number of shares in attendance shall be calculated shareholders’ according to the shares indicated by the according to the shares indicated by the attendance interest, the attendance book and sign-in cards handed in, plus book and sign-in cards handed in, plus the number Company the number of shares whose voting rights are of shares whose voting rights are exercised by proposes to exercised by written or electronic form. written or electronic form. make The chairperson shall call the meeting to order at The chairperson shall call the meeting to order at amendments the appointed meeting time and announce the the appointed meeting time. However, when the to the second number of shares without voting rights, shares attending shareholders do not represent a majority paragraph. present, and other relevant information. of the total number of issued shares, the However, when the attending shareholders do not chairperson may announce a postponement, represent a majority of the total number of issued provided that no more than two such shares, the chairperson may announce a postponements, for a combined total of no more postponement, provided that no more than two than 1 hour, may be made. If the quorum is not such postponements, for a combined total of no met after two postponements and the attending more than 1 hour, may be made. If the quorum shareholders still represent less than one-third of is not met after two postponements and the the total number of issued shares, the chairperson attending shareholders still represent less than shall declare the meeting adjourned. one-third of the total number of issued shares, the If the quorum is not met after two postponements chairperson shall declare the meeting adjourned. as referred to in the preceding paragraph, but the If the quorum is not met after two postponements attending shareholders represent one third or more as referred to in the preceding paragraph, but the of the total number of issued shares, a tentative attending shareholders represent one third or more resolution may be adopted pursuant to the of the total number of issued shares, a tentative Company Act, Article 175, Paragraph 1; all resolution may be adopted pursuant to the shareholders shall be notified of the tentative Company Act, Article 175, Paragraph 1; all resolution, and another shareholders’ meeting shareholders shall be notified of the tentative shall be convened within 1 month. resolution, and another shareholders’ meeting When, prior to the meeting's conclusion, the shall be convened within 1 month. attending shareholders represent a majority of the When, prior to the meeting's conclusion, the total number of issued shares, the chairperson may attending shareholders represent a majority of the resubmit the tentative resolution for a vote by the total number of issued shares, the chairperson may shareholders’ meeting pursuant to the Company resubmit the tentative resolution for a vote by the Act, Article 174. shareholders’ meeting pursuant to the Company Act, Article 174. Article 14 (Election of Directors) Article 14 (Election of Directors) To enhance The election of Directors at a shareholders’ The election of Directors at a shareholders’corporate meeting shall be held in accordance with the meeting shall be held in accordance with the governance applicable election and appointment rules adopted applicable election and appointment rules adopted and protect by the Company. The voting results shall be by the Company, and the voting results shall be shareholders’ announced on-site immediately, including the announced on the spot immediately, including the interest, the names of those elected as Directors and the names of those elected as Directors and the Company numbers of votes they received, and the names of numbers of votes they received. proposes to those not elected as Directors and the numbers of The ballots for the election referred to in the make votes they received. preceding paragraph shall be sealed with the amendments The ballots for the election referred to in the signatures of the vote monitoring personnel and to the first preceding paragraph shall be sealed with the kept in proper custody for at least one year. If, paragraph. signatures of the vote monitoring personnel and however, a shareholder files a lawsuit pursuant to kept in proper custody for at least one year. If, the Company Act, Article 189, the ballots shall be however, a shareholder files a lawsuit pursuant to retained until the litigation concludes. the Company Act, Article 189, the ballots shall be retained until the litigation concludes.

47

[Attachment 8]

HannsTouch Solution Inc.

Rules and Procedures of Shareholders’ Meeting (before amendments)

• Article 1 (Basis of enactment)

• To establish a strong governance system and sound supervisory capabilities for the Company’s shareholders’ meetings, and to strengthen management capabilities, these Rules and Procedures are adopted pursuant to Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies, Article 5.

• Article 2 The rules of procedures for the Company’s shareholders’ meetings, except as otherwise provided by the law and regulations, or the Articles of Incorporation, shall be provided in these Rules and Procedures.

• Article 3 (Convening shareholders’ meetings and shareholders’ meeting notice) Unless otherwise provided by the law and regulations, the Company’s shareholders’ meetings shall be convened by the Board of Directors.

• The Company shall prepare electronic versions of the annual 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, and upload them to the Market Observation Post System (MOPS) 30 days before the date of an annual shareholders’ meeting or 15 days before the date of an extraordinary shareholders’ meeting. The Company shall prepare electronic versions of the shareholders’ meeting agenda handbook and supplemental meeting materials and upload them to the MOPS 21 days before the annual shareholders’ meeting or 15 days before the date of the extraordinary shareholders’ meeting. The shareholders’ meeting agenda handbook and supplemental materials shall also be made available for the shareholders’ perusal at the Company and the professional shareholder services agent designated thereby, and distributed on-site at the meeting place.

• 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 sent in electronic form. Election or dismissal of Directors and Supervisors, amendments to the Articles of Incorporation, capital reduction, suspension application of public offerings, lifting of the non-competition restrictions on Directors, stock dividends of common stocks, dissolution, merger, or demerger of the Company, or any matters under the Company Act, Article 185, Paragraph 1, shall be set out in the notice of the reasons for convening the shareholders’ meeting. None of the above matters may be raised as an extraordinary motion. The main content of the aforementioned shall be made available on the website of the competent authority for securities and the website designated by the Company. The addresses of the websites shall be detailed in the notice.

The reasons for convening the shareholders’ meeting have specified the election of Directors and Supervisors and their appointment date. After the election is concluded in the shareholders’ meeting, their appointment date shall not be changed via an extraordinary motion or other methods.

• A shareholder holding 1% or more of the total number of issued shares may submit to the Company a proposal for discussion at a regular shareholders’ meeting. Such proposals are limited to one item only, and no proposal containing more than one item will be included in the meeting agenda. If, however, the shareholder’s proposal concerns recommendation advocating for the Company to promote public interest or fulfill social responsibilities, the Board of Directors shall include such proposal in the agenda. Further, if the shareholder’s proposal concerns circumstances provided in the Company Act, Article 172-1, Paragraph 4, the Board of Directors shall not include such proposal in the agenda. Prior to the book closure date before a regular shareholders’ meeting is held, the Company shall publicly announce that it will receive shareholder proposals, the method of acceptance for written or electronic proposals, and the location and time period for their submission; the period for accepting the submission of shareholder proposals may not be less than 10 days.

The proposals submitted by shareholders are limited to 300 words. A proposal exceeding 300 words will not be included in the meeting agenda. The shareholder making the proposal shall be present in person or by proxy at the general shareholders’ meeting and take part in the discussion of the proposal. Prior to the date for issuance of a notice of a shareholders’ meeting, the Company shall inform the shareholders who submitted proposals of the proposal screening results and 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 excluding any shareholder proposals in the agenda. Article 4 (Attendance by proxy and authorization)

48

For each shareholders’ meeting, a shareholder may appoint a proxy to attend the meeting by providing the proxy form issued by the Company and stating the scope of the proxy's authorization. A shareholder may issue only one proxy form and appoint only one proxy for any given shareholders’ meeting, and shall deliver the proxy form to the Company five days before the date of the shareholders’ meeting. When duplicate proxy forms are delivered, the one received earliest shall prevail, unless a declaration is made to cancel the previous proxy appointment.

After a proxy form has been delivered to the Company, if the shareholder intends to attend the meeting in person or to exercise voting rights by written or electronic form, a written notice of proxy cancellation shall be submitted to the Company two business days before the meeting date. If the cancellation notice is submitted after that time, votes cast at the meeting by the proxy shall prevail. Article 5 (Principles determining the time and place of a shareholders’ meeting )

• The venue for a Shareholders’ Meeting shall be at the premises of the Company or a place easily accessible to shareholders and suitable for a shareholders’ meeting. The meeting may begin no earlier than 9 a.m. and no later than 3 p.m. Full consideration shall be given to the opinions of the Independent Directors with respect to the place and time of the meeting.

• Article 6 (Preparation of documents such as the attendance book ) The Company shall specify in the notice of the shareholders’ meeting the time during which shareholder attendance registrations will be accepted, the place to register for attendance, and other matters for attention.

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

Shareholders and their proxies (collectively hereafter, "shareholders") shall attend shareholders’ meetings based on attendance cards, sign-in cards, or other certificates of attendance. Solicitors soliciting proxy forms shall also bring identification documents for verification.

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

• The Company shall furnish attending shareholders with the meeting agenda book, annual report, attendance card, speaker's slips, voting slips, and other meeting materials. Where there is an election of Directors (including Independent Directors), 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 a proxy, it may designate only one person to represent it in the meeting.

• Article 7 (The chairperson and non-voting participants of a shareholders’ meeting ) If the shareholders’ meeting is convened by the Board of Directors, the meeting shall be presided by the Chairperson of the Board. When the Chairperson of the Board is on leave or for any reason unable to exercise the powers of the Chairperson, the Vice Chairperson shall act in place of the Chairperson; if there is no Vice Chairperson or the Vice Chairperson also is on leave or for any reason unable to exercise the powers of the Vice Chairperson, the Chairperson shall appoint one of the Managing Directors to act as the chairperson to preside at the meeting, or, if there are no Managing Directors, one of the Directors shall be appointed to act as chairperson. Where the Chairperson does not make such a designation, the Managing Directors or the Directors shall select one person among themselves to serve as chairperson to preside at the meeting.

• When a Managing Director or a Director serves as chairperson, as referred to in the preceding paragraph, the Managing Director or Director shall be one who has held that position for 6 months or more and who understands the financial and business conditions of the Company. The same shall be true for a representative of a corporate director that serves as chairperson.

It is advisable that shareholders’ meetings convened by the Board of Directors are attended by a majority of the Directors.

If a shareholders’ meeting is convened by a party with the power to convene but other than the Board of Directors, the convening party shall preside at the meeting. When there are two or more such convening parties, they shall mutually select a chairperson among themselves.

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

Article 8 (Documentation of a shareholders’ meeting by audio or video recording) The Company, beginning from the time it accepts shareholder attendance registrations, shall make an

49

		uninterrupted audio and video recording of the registration procedure, the proceedings of the
		shareholders’ meeting, and the voting and vote counting procedures.
		The audio and visual records of the preceding paragraph shall be retained in proper custody for at
		least one year. If, however, a shareholder files a lawsuit pursuant to the Company Act, Article 189,
		the ballots shall be retained until the litigation concludes.
Article	9	(Computation of the number of shares in attendance and convening the meeting)
		Attendance at shareholders’ meetings shall be calculated based on the number of shares. The
		number of shares in attendance shall be calculated according to the shares indicated by the attendance
		book and sign-in cards handed in, plus the number of shares whose voting rights are exercised by
		written or electronic form.
		The chairperson shall call the meeting to order at the appointed meeting time. 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. If the quorum is not met after two
		postponements and the attending shareholders still represent less than one-third of the total number
		of issued shares, the chairperson shall declare the meeting adjourned.
		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 the Company Act, Article 175, Paragraph 1; all shareholders
		shall be notified of the tentative resolution, and another shareholders’ meeting shall be convened
		within 1 month.
		When, prior to the meeting's conclusion, the attending shareholders represent a majority of the total
		number of issued shares, the chairperson may resubmit the tentative resolution for a vote by the
		shareholders’ meeting pursuant to the Company Act, Article 174.
Article	10	(Discussion of proposals)
		If the shareholders’ meeting is convened by the Board of Directors, the meeting agenda shall be set
		by the Board of Directors. The proposals (including extraordinary motions and amendments to
		original proposals) shall be voted on one by one. 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 chairperson 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 chairperson declares the meeting adjourned in violation
		of the Rules and Procedures, the other members of the Board of Directors shall promptly assist the
		attending shareholders in electing a new chairperson in accordance with the statutory procedures, by
		agreement of a majority of the votes represented by the attending shareholders, and then continue the
		meeting.
		The chairperson 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
		chairperson is of the opinion that a proposal has been discussed sufficiently to put it to a vote, the
		chairperson may announce the discussion closed, call for a vote and arrange for sufficient time for the
		voting.
Article	11	(Shareholder speech)
		Before speaking, an attending shareholder must specify on a speaker's slip the subject of the speech,
		his/her shareholder account number (or attendance card number), and account name. The order in
		which shareholders speak will be set by the chairperson.
		A shareholder in attendance who has submitted a speaker's slip but does not actually speak shall be
		deemed to have not spoken. When the speech's content does not correspond to the subject given on
		the speaker's slip, the spoken content shall prevail.
		Except with the chairperson's consent, 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 chairperson may suspend the speech.
		When an attending shareholder is speaking, other shareholders may not speak or interrupt unless they
		have sought and obtained the chairperson's consent and the shareholder that has the floor; the
		chairperson shall stop any violation.
		When a corporate shareholder appoints two or more representatives to attend a shareholders’ meeting,

50

only one of the representatives appointed may speak on the same proposal. After an attending shareholder has spoken, the chairperson may respond in person or direct relevant personnel to respond.

Article 12 (Calculation of voting shares and recusal system)

Voting at shareholders’ meetings shall be calculated based on the number of shares.

With respect to resolutions of Shareholders Meetings, the number of shares held by a shareholder with no voting rights shall not be calculated as part of the total number of issued shares.

When a shareholder is an interested party in relation to an agenda item, and there is the likelihood that such a relationship would prejudice the Company's interests, that shareholder may not vote on that item and may not exercise voting rights as a proxy for any other shareholder.

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

With the exception of a trust enterprise or a shareholder services agent approved by the competent securities authority, when one person is concurrently appointed as a proxy by two or more shareholders, the voting rights represented by that proxy may not exceed 3% of the voting rights represented by the total number of issued shares. If that percentage is exceeded, the voting rights in excess of that percentage shall not be included in the calculation.

Article 13 (Voting, monitoring and supervision of voting) 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 the Company Act, Article 179, paragraph 2. Pursuant with the Company Act, Article 197-1, when a Director creates a pledge on the Company’s shares he or she holds, and the shares on pledge exceed 50% of the total shares held by the Director at the time of his or her appointment, the amount of shares exceeded shall not be counted as part of the voting rights represented by attending shareholders.

When the Company holds a shareholders’ meeting, it may allow the shareholders to exercise voting rights by written or electronic means; when voting rights are exercised by written or electronic means, the method of exercise shall be specified in the shareholders’ meeting notice. A shareholder exercising voting rights by written 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; therefore, it is advisable that the Company avoid the submission of extraordinary motions and amendments to original proposals. A shareholder intending to exercise voting rights by written or electronic means under the preceding paragraph shall deliver a written declaration of intent to the Company 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 written or electronic means, in the event the shareholder intends to attend the shareholders’ meeting in person, a written declaration of intent to retract the voting rights already exercised under the preceding paragraph shall be made known to the Company two business days before the date of the shareholders’ meeting, by the same means by which the voting rights were exercised. If the notice of retraction is submitted after that time, the voting rights already exercised by written or electronic means shall prevail. When a shareholder has exercised voting rights both by written 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 the Company’s Articles of Incorporation, the passage of a proposal shall require an affirmative vote by a majority of the voting rights represented by the attending shareholders. At the time of a vote, for each proposal, the chairperson or a person designated by the chairperson shall first announce the total number of voting rights represented by the attending shareholders, followed by a poll of the shareholders. After the meeting's conclusion, 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 chairperson shall present the amended or alternative proposal together with the original proposal and decide the order in which they will be put to a vote. When any one among them is passed, the other proposals will then be deemed rejected, and no further voting shall be required.

Vote monitoring and counting personnel for the voting on proposals shall be appointed by the chairperson, provided that all monitoring personnel shall be shareholders of the Company. Vote counting for shareholders’ meeting proposals or elections shall be conducted publicly at the

51

venue of the shareholders’ meeting. Immediately after vote counting is concluded, the voting results, including the statistical tallies of the numbers of votes, shall be announced on the spot at the meeting, and a record made of the vote. Article 14 (Election of Directors) The election of Directors at a shareholders’ meeting shall be held in accordance with the applicable election and appointment rules adopted by the Company, and the voting results shall be announced on the spot immediately, including the names of those elected as Directors and the numbers of votes they received. The ballots for the election referred to in the preceding paragraph shall be sealed with the signatures of the vote monitoring personnel and kept in proper custody for at least one year. If, however, a shareholder files a lawsuit pursuant to the Company Act, Article 189, the ballots shall be retained until the litigation concludes. Article 15 (Meeting minutes and signing matters) Matters relating to the resolutions of a shareholders’ meeting shall be recorded in the meeting minutes. The meeting minutes shall be signed or sealed by the chairperson of the meeting and a copy shall be distributed to each shareholder within 20 days after the conclusion of the meeting. The Company may distribute the meeting minutes of the preceding paragraph by means of a public announcement made through the MOPS. The meeting minutes shall accurately record the year, month, day, and venue of the meeting, the chairperson's full name, the methods by which resolutions were adopted, and a summary of the deliberations and their results. If the election of Directors is held, the minutes shall disclose the votes received by each candidate. The minutes shall be retained for the duration of the existence of the Company. Article 16 (Public disclosure ) On the day of a shareholders’ meeting, the Company shall compile in the prescribed format a statistical statement of the number of shares obtained by solicitors through solicitation and the number of shares represented by proxies. It shall make an express disclosure of the same at the place of the shareholders’ meeting. If matters put to a resolution at a shareholders’ meeting constitute material information under applicable laws or regulations or under Taiwan Stock Exchange Corporation regulations, the Company shall upload the content of such resolution to the MOPS within the prescribed time period. Article 17 (Maintaining order at the meeting place) Staff handling administrative affairs of a shareholders’ meeting shall wear identification cards or armbands. The chairperson may direct the proctors or security personnel to help maintain order at the meeting place. When proctors or security personnel help maintain order at the meeting place, they shall wear 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 equipment prepared by the Company, the chairperson may intervene and prevent the shareholder from so doing. When a shareholder violates the Rules and Procedures and defies the chairperson's instruction, obstructing the proceedings and refusing to heed calls to stop, the Chairperson may direct the proctors or security personnel to escort the shareholder from the meeting. Article 18 (Recess and resumption of shareholders’ meeting) When a meeting is in progress, the chairperson may announce a break based on time considerations. If a force majeure event occurs, the chairperson may rule the meeting temporarily suspended and announce a time when, in view of the circumstances, the meeting will be resumed. If the meeting venue is no longer available for continued use and not all of the items (including extraordinary motions) on the meeting agenda have been addressed, the shareholders’ meeting may adopt a resolution to resume the meeting at another venue.

A resolution may be adopted at a shareholders’ meeting to defer or resume the meeting within 5 days in accordance with the Company Act, Article 182.

Article 19 These Rules and Procedures, and any amendments hereto, shall be implemented after approval by a shareholders’ meeting.

52

[Attachment 9]

HannsTouch Solution Incorporated

List of Candidates for Directors and Independent Directors

Director (Four seats):

Candidate	Name/ID	Main qualifications	Current position	No. of shares held
Director	WeiHsin Ma A220***684	Doctor of Philosophy, School of Humanities, Tsinghua University Master of Business Administration, Peking University Bachelor of East Asian Language, University of California, Berkeley Chairperson of Yuanda Securities Investment Trust Co., Ltd. Chairperson of HannStar Display Corporation	Chairperson of Golden Apple Investment Corporation Chairperson of Glorystone Inc. Director of HannStar Display Corporation Director of Walsin Lihwa Corporation Director of Winbond Electronics Corporation	4,698,825
Director	Hua Li Investment Corporation 27962346		Chairperson of Yueh Ma First Investment Corporation Corporate Chairperson of Mien Lu Food and Beverages Co., Ltd. Corporate Supervisor of Info-Tek Corporation	59,439,784
	Representative: YuChi Chiao A120***036	PhD of Business Administration, City University of Hong Kong PhD candidate of Business Administration, Fudan University Director and President of Walsin Lihwa Corporation Director of HannStar Board Co., Ltd. Supervisor of Winbond Electronics Corporation	Chairperson and President of HannStar Display Corporation Chairperson of Hua Li Investment Corporation Representative of Corporate Chairperson of Mien Lu Food and Beverages Co., Ltd. Director of Bradford Ltd.、Hannspirit (BVI) Holding Ltd.、Brightpro Resources Limited and Hannspree International HoldingLtd.
Director	TsuKang Yu A100***818	Department of Business Administration, Chinese Culture University General Manager of USA International Co Ltd. President of (USA) and Rowin Inc (USA); Vice President of Union Group Corp. Vice President of Union Group Corporation	Chairperson of Union Group Corporation, Union Electric Corporation and Tzu Feng Cultural and Educational Foundation Director of Lunghwa University of Science and Technology Independent Director of TECO Image Systems Incorporation	0
Director	ChihChung, Chou A123***218	Master in Chemical Engineering, National Taiwan University of Science and Technology EMBA, National Chengchi University Chief of Material Division of Winbond Electronics Corporation Chief of Finance Division of Winbond Electronics Corporation Director of The Allied Association for Science Park Industries	Deputy Technical Director of Production and Outsourcing Management Center of Winbond Electronics Corporation Representative of Corporate Director of HannStar Board Co., Ltd. Representative of Corporate Director of Global Investment Holdings Representative of Corporate Director of Glorystone Inc.	0

53

Independent Director (Three seats):

Candidate	Name/ID	Main qualifications	Current position	Whether the candidate has been an Independent Director three times/Reason	No. of shares held
Independent Director	TienShang Chang A100***626	MBA, University of Pennsylvania Wharton School Bachelor, Harvard University Director and President of Credit Suisse First Boston Investment Bank (Taiwan) Director of CR Yuanta Fund Management Co.,Ltd Independent Director of Transtouch TechnologyIncorporation	Representative of Corporate Chairperson of Fu Burg Industrial Co., Ltd. Supervisor of Lytone Enterprise, Incorporation Representative of Corporate Supervisor of Microtips Technology Incorporation	No	0
Independent Director	TingWong, Cheng R100***701	Bachelor of Statistics and Master in Finance Studies, National Chengchi University Master and PhD in Accountancy, University of Missouri Professor and Dean of Statistics Department, Dean of College of Commerce, Dean of Academic Affairs, President and chair professor of National Chengchi University Director of Central Bank of the Republic of China (Taiwan) President of Chinese Association of Business and Intangible Assets Valuation	Chair professor of National Chengchi University Independent Director of SuperAlloy Industrial Co., Ltd. Independent Director of TECO Electric & Machinery Co., Ltd.	No	0
Independent Director	JinFu, Chang F100***832	Bachelor in Electrical Engineering, National Taiwan University PhD in Electrical Engineering and Information Science, University of California, Berkeley Chairperson of Institute for Information Industry President of National Chi Nan University President of Yuan Ze University Acting Chairperson of Industrial Technology Research Institute Minister of State for Executive Yuan Vice Chairperson of National Science Council Independent Director of Taiwan Secom Co., Ltd.	Emeritus professor of National Chi Nan University IEEE Fellow Independent Director of TECO Electric & Machinery Co., Ltd.	No	0

54

[Attachment 10]

HannsTouch Solution Incorporated

Actions of Directors for himself or on behalf of another person that is within the scope of the Company's business

Candidates nominated for Directors/Independent Directors	Candidates nominated for Directors/Independent Directors	Titles and positions of other entities held concurrently	Same or similar business projects as the Company
Director	WeiHsin Ma	Chairperson and representative of Corporate Director of Glorystone Inc. (Representing HannsTouch Solution Incorporated)	H703100 Real Estate Leasing
		Director of HannStar Display Corporation	CC01080 Electronics Components Manufacturing F119010 Wholesale of Electronic Materials F219010 Retail Sale of Electronic Materials F401010 International Trade F113020 Wholesale of Electrical Appliances
		Director of Winbond Electronics Corporation	CC01080 Electronics Components Manufacturing F401010 International Trade
	YuChi Chiao	Chairperson cum President of HannStar Display Corporation	CC01080 Electronics Components Manufacturing F119010 Wholesale of Electronic Materials F219010 Retail Sale of Electronic Materials F401010 International Trade F113020 Wholesale of Electrical Appliances
	TsuKang Yu	Independent Director of TECO Image Systems Incorporation	F113020 Wholesale of Electrical Appliances F213010 Retail Sale of Electrical Appliances F401010 International Trade
	ChihChung, Chou	Winbond Electronics Corporation Deputy Technical Director of Production and Outsourcing Management Center	CC01080 Electronics Components Manufacturing F401010 International Trade
		Representative of Corporate Director of HannStar Board Co., Ltd. (Representing Chin-Xin Investment Co., Ltd.)	CC01080 Electronics Components Manufacturing F119010 Wholesale of Electronic Materials F219010 Retail Sale of Electronic Materials CB01010 Mechanical Equipment Manufacturing F113010 Wholesale of Machinery
		Representative of Corporate Director of Glorystone Inc. (Representing Chin-Xin Investment Co., Ltd.)	H703100 Real Estate Leasing
Independent Director	TienShang Chang	Representative of Corporate Chairperson of Fu Burg Industrial Co., Ltd. (Representing An Hou Investment Co., Ltd.)	F401010 International Trade F113020 Wholesale of Electrical Appliances
		Supervisor of Lytone Enterprise, Incorporation	F401010 International Trade
		Representative of Corporate Supervisor of Microtips Technology Incorporation (Representing Cheng Yu Investment Co., Ltd.)	CC01080 Electronics Components Manufacturing F119010 Wholesale of Electronic Materials F401010 International Trade F113020 Wholesale of Electrical Appliances F113030 Wholesale of Precision Instruments
	TingWong, Cheng	Independent Director of SuperAlloy Industrial Co., Ltd.	CE01030 Optical Instruments Manufacturing
		Independent Director of TECO Electric & Machinery Co., Ltd.	CB01010 Mechanical Equipment Manufacturing CC01080 Electronics Components Manufacturing CE01030 Optical Instruments Manufacturing E602011 Refrigeration and Air Conditioning Engineering F119010 Wholesale of Electronic Materials F401010 International Trade
	JinFu, Chang	Independent Director of TECO Electric & Machinery Co., Ltd.	CB01010 Mechanical Equipment Manufacturing CC01080 Electronics Components Manufacturing CE01030 Optical Instruments Manufacturing E602011 Refrigeration and Air Conditioning Engineering F119010 Wholesale of Electronic Materials F401010 International Trade

55

[Attachment 11]

HannsTouch Solution Inc. Articles of Incorporation

Section 1 General Provisions

• Article 1 The Company shall be incorporated under the Company Act and its Chinese name is “ 和鑫光電股 份有限公司 .” (HannsTouch Solution Inc. in the English language).

• Article 2 The scope of business of the Company shall be as follows: 1. C801030 Precision Chemical Material Manufacturing 2. CB01010 Mechanical Equipment Manufacturing 3. CC01080 Electronics Components Manufacturing 4. CC01090 Manufacturer of Batteries and Accumulators

• CE01030 Optical Instruments Manufacturing (limited to offsite production operation) 6. E602011 Refrigeration and Air Conditioning Engineering (limited to offsite production operation) 7. F113010 Wholesale of Machinery (limited to offsite production operation) 8. F113020 Wholesale of Electrical Appliances (limited to offsite production operation) 9. F113030 Wholesale of Precision Instruments (limited to offsite production operation) 10. F113110 Wholesale of Batteries (limited to offsite production operation) 11. F119010 Wholesale of Electronic Materials (limited to offsite production operation) 12. F219010 Retail Sale of Electronic Materials (limited to offsite production operation) 13. F401010 International Trade 14. IG03010 Energy Technical Services

• F213010 Retail Sale of Electrical Appliances (limited to offsite production operation) 16. H703100 Real Estate Leasing (limited to offsite production operation)

• ZZ99999 All business items that are not prohibited or restricted by law, except those that are subject to special approval.(limited to offsite production operation)

Researching, developing, producing, fabricating and selling the following products:

• (1) Large-size color filters and the related raw material;

• (2) Solar cell modules;

• (3) Touch-control liquid-crystal display (LCD);

• (4) International trading business related to the aforementioned products.

• Article 3 The total investment of the Company in other companies is not restricted by the Company Act, Article 13, which stipulates that the total amount of its investments shall not exceed 40% of the amount of its own paid-up capital. The Company shall be allowed to provide a guarantee for an external party in the industry.

• Article 4 The Company shall establish its head office in Southern Taiwan Science Park. Where necessary, the Company shall establish subsidiaries, offices or factories at appropriate locations within or without the territory of the Republic of China in accordance with the resolution passed by the Board of Directors.

Section 2 Shareholdings

Article 5 The total capital stock of the Company shall be in the amount of 20,000,000,000 New Taiwan Dollars, divided into 2,000,000,000 shares, at ten New Taiwan Dollars each. The Board of Directors is authorized to issue the unissued stocks in batches according to business needs. For the above total capital stock, 1,300,000,000 New Taiwan Dollars shall be reserved for issuing employee stock options, for a total of 130,000,000, at ten New Taiwan Dollars each. The Board of Directors is authorized to issue the unissued stocks in batches according to business needs.

• Article 6 The Company shall be exempted from printing any share certificate for the shares issued. If, however, the Company decides to print share certificates for shares issued, they shall be name-bearing share

56

		certificates and the Company shall comply with relevant provisions of the Company Act and relevant
		rules and regulations for the issuance.
Article	7	(Deleted)
Article	8	For transfer of shares, the transferor and transferee shall submit an application for the transfer to the
		Company.
Article	9	Assignment or transfer of shares shall not be set up as a defense against the issuing company unless
		the name or title and residence or domicile of the assignee or transferee have been recorded in the
		shareholder register.
Article	10	Unless otherwise provided, the Company shall conduct the stock matters in accordance with the law
		and regulations as stipulated by the competent authority.
Article	11	(Deleted)
Article	12	Registration for transfer of shares shall be suspended within sixty (60) days prior to a convening date
		of a regular shareholders’ meeting, or within thirty (30) days prior to a convening date of a special
		shareholders’ meeting, or within five (5) days prior to the record date scheduled by the Company for
		distribution of dividends, bonuses, or other benefits.

Section 3 Shareholders’ Meetings

• Article 13 There are two types of shareholders’ meetings for the Company, namely: (1) regular meeting and (2) special meeting. Regular meetings shall be convened by the Board of Directors within six (6) months after the close of each fiscal year. The shareholders shall be notified 30 days before the regular meeting. Extraordinary meetings shall be convened when necessary. The shareholders shall be notified 15 days before the special meeting.

• Article 13-1 For the shareholders’ meeting, a shareholder holding 1% or more of the total number of issued shares may submit to the Company a written proposal for discussion at a regular shareholders' meeting during the time period allowed as announced by the Company, The acceptance of shareholders’ proposals shall be conducted in accordance with the Company Act and other law and regulations.

• Article 14 In event of the shareholder is unable to attend the shareholders’ meeting in person, he or she may appoint a proxy to attend on his or her behalf by conferring the power of attorney printed by the Company to the proxy, with the scope of authority well documented and in accordance with the Company Act and “Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies.”

• Article 15 The Chairperson of the Board of Directors shall preside at the meeting. When the Chairperson is unable to do so, he or she shall designate one of the Directors to preside over the meeting. If no Director is designated by the Chairperson, the Directors shall elect a person among themselves to preside at the meeting.

• Article 16 Except as otherwise stipulated by the Company Act or the related law and regulations, a shareholder shall have one vote per share.

• Article 16-1 At the shareholders’ meeting, the shareholders may cast their votes either in written or electronic form, as resolved by the Board of Directors’ meeting. The Board of Directors shall detail in the shareholders’ meeting notice whether the voting method shall be conducted in written or electronic form. Other related procedures shall be conducted in accordance with the Company Act and other regulations.

• Article 17 Except as otherwise provided in the related law and regulations, the resolutions of the shareholders’ meeting shall be adopted if the meeting is attended by shareholders in person or by proxy representing more than one half of the total issued and outstanding capital stock of the Company, and the resolutions receiving the concurrence of a majority of the votes held by shareholders present at the meeting.

• Article 18 Matters relating to the resolutions of a shareholders’ meeting shall be recorded in the meeting minutes. The meeting minutes shall be signed or sealed by the chairperson of the meeting, and a copy shall be distributed to each shareholder within 20 days after the conclusion of the meeting. The Company may distribute the meeting minutes of the preceding paragraph by electronic public announcement.

57

		Section 4 Directors
Article	19	The Company shall have five to nine Directors. The Board of Directors shall be authorized to
		determine the number of Directors. The number of independent Directors shall not be less than three
		persons or one-fifth of the total number of Directors.
		The shareholders with voting rights may provide the recommended director candidates as the reference
		for the next election of the Board of Directors. The Chairperson shall be elected among the Board of
		Directors by a majority in a meeting attended by over two-thirds of the Directors. The Chairperson
		shall have the authority to represent the Company externally. The Vice Chairperson shall be elected
		in the same manner.
Article	19-1	Since the election of the seventh Board of Directors, pursuant to the Securities and Exchange Act,
		Article 14-4, the Company has established the Audit Committee. The Audit Committee shall be
		organized by Independent Directors. The Audit Committee or its members shall undertake the
		Supervisor's duties, as stipulated in the Company Act, Securities and Exchange Act and other
		regulations.
		The Company established the Audit Committee after the annual general shareholders’ meeting in 2015.
		The position of Supervisor was terminated after the establishment of the Audit Committee. The
		regulations of these Articles pertaining to Supervisor shall be invalid.
Article	20	The term of office for Directors shall be three (3) years, and all Directors shall be eligible for re-
		election.
Article	20-1	The election of Directors shall adopt the candidate nomination system stipulated in the Company Act,
		Article 192-1. Matters regarding the acceptance of nomination, public announcements et. cetera shall
		be conducted in accordance with the Company Act, Securities and Exchange Act and other regulations.
		The election of Directors shall be conducted in accordance with the Regulations Governing the
		Election of Directors and Independent Directors. Unless stated otherwise as stipulated by the law and
		regulations, the election of both Directors and Independent Directors shall be conducted in the same
		election. The respective votes shall be separately calculated to determine the elected Independent
		Directors and non-Independent Directors.
		The number of shares held by the total Directors shall not be lower than the amount provided in the
		regulations as stipulated by the competent authority.
Article	21	When the number of Directors falls short by one-third of the total number of Directors, or all the
		Independent Directors are discharged, the Company shall call an extraordinary shareholders’ meeting
		within 60 days from the date of occurrence to hold a by-election to fill the vacancies. Unless all
		Directors are subject to re-election, the term of office of Director replaced through by-election shall
		fulfill the unexposed term of office of the predecessor.
Article	22	The guideline for management and other important matters of the Company shall be determined via
		resolutions that the Board of Directors passes. The Board meetings are convened and presided by the
		Chairperson, except for the first Board meeting of the newly elected Board of Directors, which is
		convened by the Director representing the highest numbers of voting rights. When the Chairperson is
		unable to perform his or her duties, the Vice Chairperson shall do so in the Chairperson’s place. If
		there is no Vice Chairperson or the Vice Chairperson is also unable to perform the duties, the
		Chairperson shall designate one of the Directors to do so in the Chairperson’s place. If no Director is
		designated by the Chairperson, the Directors shall elect a person among themselves to perform the
		duties in the Chairperson’s place.

• Article 22-1 To convene the Board of Directors meeting, the Company shall state the purpose of convening the meeting clearly and notify the Directors seven (7) days before the meeting. In case of emergency, the Company may convene the Board of Directors meeting at any time. Except as otherwise stipulated by the Company Act or these Articles, Directors shall attend the Board meetings in person. Any Director attending the meeting via video conference shall be deemed attending the meeting in person. The notification to the Directors for convening the Board of Directors meeting may be issued by written

58

correspondences, facsimile or e-mails and other avenues.

Article 22-2 The Company shall purchase liability insurance for the Directors during their term of office and for the scope of their duties in accordance with the law and regulations to mitigate and diversify the risks of paying substantial damages facing the Company and Directors. The Board of Directors is authorized to determine the sum insured after taking reference to the domestic and foreign industry standard. Article 23 Except as otherwise stipulated by the Company Act, Board meetings shall be attended by a majority of the Directors. In the event a Director is unable to attend the Board meeting in person, he or she may appoint a proxy to attend on his or her behalf by conferring the power of attorney that documents the scope of authority to the proxy. However, each Director may appoint only one proxy for any given Board meeting. The resolutions receiving the concurrence of a majority of the Directors present at the meeting shall be adopted. Article 24 (Deleted) Article 25 The Company shall be authorized to appoint consultants with the concurrence of a majority of the Directors. Section 5 Managers and Employees Article 26 The Company shall appoint managers according to its operational needs. Article 27 The appointment, termination and remuneration of Vice Presidents or above shall be undertaken in accordance with the provisions of the Company Act, Article 29. Section 6 Earnings Distribution Article 28 After the closing of each fiscal year, the following reports shall be prepared by the Board of Directors and submitted to the Audit Committee for review before submitting to the annual general shareholders’ meeting for ratification: 1. Business Report. 2. Financial Statements. 3. Proposals Concerning the Distribution of Earnings or Covering of Losses. Article 29 For a profitable fiscal year, the Company shall appropriate 0.001% to 15% of the profit as employee compensation and not more than 2% as Director remuneration. However, profits must first be used to offset cumulative losses, if any.

The distribution of the aforementioned employee compensation, whether in the form of stocks or cash, shall be determined by the resolution passed by the Board of Directors. The recipients of the employee compensation include eligible employees of the entities controlled by the Company or subordinate companies which have fulfilled certain criteria, as stipulated by the Board of Directors or the authorized personnel to set the said criteria. The above director remuneration can only be paid in cash.

The Board of Directors shall be authorized to determine the definition of “entities controlled by the Company or subordinate companies which have fulfilled certain criteria”; or the Board of Directors shall appoint the Chairperson to do so.

The Director(s) or shareholder(s) who is (are) designated to conduct the business operations of the Company shall authorize the Board of Directors to disburse salary or honorarium according to the industry standard, regardless of whether the Company is profitable or otherwise. Article 30 Earnings concluded in a year are first subject to taxation and reimbursement of previous losses, followed by a 10% provision for legal reserves. However, no further provision of legal reserve is required if the Company has accumulated legal reserves equal to paid-up capital. Any earnings remaining shall be added to undistributed earnings carried from previous years and distributed as shareholder dividends or retained at the Board of Directors' proposal, subject to resolution in a shareholders’ meeting. The Company may distribute all or part of its dividends, profits, capital reserves or legal reserves in cash, provided that such decision is resolved in a board meeting with at least two-thirds of directors present, supported by more than half of attending directors, and reported

59

during a shareholders’ meeting afterwards. These decisions do not require the shareholders’ meeting resolution mentioned in the preceding Paragraph.

The Company may distribute earnings or reimburse losses at the end of each half-year, subject to compliance with The Company Act. Before interim earnings distribution, the Company shall estimate and retain the amount of taxes payable, reimburse previous losses, and make provisions for legal reserve as required by law. However, this excludes circumstances where legal reserves have accumulated to an amount equal to paid-up capital. Earnings distribution in cash is subject to Board of Directors' approval; distribution through the issuance of new shares is subject to shareholders' resolution.

• Article 31 The Company may choose to distribute all distributable earnings of the current year after taking into account financial, business, and operational factors. Earnings can be distributed in the form of cash dividend, stock dividend, or a combination of both, provided that the cash portion amounts to no less than 20% of total dividends (cash plus stock) in the current year.

• The Company may capitalize all or part of its capital reserves into share capital, subject to compliance with laws and the authority's instructions, in situations where the Company has no earning to distribute in the current year, or if the amount of earnings is far less than the amount distributed in the previous year, or for whatever financial, business, and operational concerns the Company may have.

Section Seven Supplementary Provisions

• Article 32 The Company shall undertake matters not stipulated by the Articles in accordance with the Company Act and other relevant law and regulations.

• Article 33 The policies, regulations and procedures of the Company shall be established separately by the Board of Directors.

• Article 34 The Articles shall be adopted after resolved by the shareholders’ meeting and registered with the administration. The same applies for the amendment of the Articles.

• Article 35 The Articles of Incorporation were established on September 8, 1999. The 1st amendment was made on October 22, 1999. The 2nd amendment was made on March 1, 2000. The 3rd amendment was made on May 3, 2001. The 4th amendment was made on April 8, 2002. The 5th amendment was made on July 11, 2002. The 6th amendment was made on April 24, 2003. The 7th amendment was made on April 23, 2004. The 8th amendment was made on April 28, 2005. The 9th amendment was made on June 15, 2006. The 10th amendment was made on June 15, 2007. The 11th amendment was made on June 13, 2008. The 12th amendment was made on June 16, 2009. The 13th amendment was made on June 15, 2010. The 14th amendment was made on June 15, 2011. The 15th amendment was made on June 18, 2012. The 16th amendment was made on May 30, 2014. The 17th amendment was made on June 3, 2015. The 18th amendment was made on June 7, 2016. The 19th amendment was made on June 12, 2019.

HannsTouch Solution Inc. Chairman: WeiHsin Ma

60

[Attachment 12]

HannsTouch Solution Inc.

Shareholdings of Directors and Independent Directors

1. The paid-up capital of the Company amounts to NT$8,069,485,290, and the issued stocks amount to 806,948,529 shares. Pursuant to the Securities and Exchange Act, Article 26, Paragraph 2 and the Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies, the minimum shares held by the Directors collectively amount to 25,822,353 shares.

2. As at April 19, 2021, the book closure date before the annual general shareholders’ meeting, the shareholding of Directors and Independent Directors collectively amounts to 64,138,609 shares, or 7.95% over the total number of shares. The shareholding of individual Directors is as follows:

		Shares held	Shareholding
Title	Name
		(shares)	percentage %
Chairman	WeiHsin Ma	4,698,825	0.582%
Director	HUALI Investment Corp. Representative: YuChi Chiao	59,439,784	7.366%
Director	TsuKang Yu	-	-
Director	Sean Tai	-	-
Independent Director	TienShang Chang	-	-
Independent Director	Daniel Shih	-	-
Independent Director	Tommy S. Chao	-	-

• Note 1: Pursuant to the Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies, Article 2: “if a public company has elected two or more independent directors, the share ownership figures calculated at the rates set forth in the preceding paragraph for all directors and supervisors other than the independent directors and shall be decreased by 20 percent.”

• Note 2: The Company has established the Audit Committee in accordance with the law and regulations. As such, the regulation governing the shareholding of the Supervisor is not applicable.

61