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HON HAI — AGM Information 2026
Apr 28, 2026
10500_rns_2026-04-28_83ae6bd5-f81d-481c-b701-7e53a4ac8ee3.pdf
AGM Information
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Table of Contents
One. Meeting Procedure ........................................................................ 1 Two. Meeting Agenda ............................................................................ 2 I. Matters to be Reported ............................................................... 3 II. Matters for Approval ............................................................... 10 III. Discussion Items ...................................................................... 12 IV. Extraordinary Motions ............................................................. 15 Three. Attachments I. Business Report ....................................................................... 16 II. Audit and Risk Committee’s Audit Report ............................. 19 III. Independent CPA’s Report and Financial Statements ............ 20 IV. Comparison Table of the Revised Articles of the Procedures for the Acquisition and Disposal of Assets ............................. 44 Four. Appendices I. Rules and Procedures of Shareholders’ Meeting .................... 48 II. Articles of Incorporation.......................................................... 52 III. Shareholdings of Directors and Independent Directors .......... 63
Hon Hai Precision Industry Co., Ltd. 2026 Annual General Shareholders’ Meeting Procedure
Meeting Type: On-site Shareholders’ Meeting
Time of Meeting: May 29, 2026 (Friday) at 9:00 a.m.
Location of Meeting: No.2 Ziyou Street, Tucheng Dist., New Taipei City
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I. Report the total number of shares represented at this AGM
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II. Meeting Commencement Announcement
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III. Chairperson’s Address
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IV. Report Items
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V. Matters for Approval
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VI. Discussion Items
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VII. Extraordinary Motions
VIII. Adjournment
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Hon Hai Precision Industry Co., Ltd. 2026 Annual General Shareholders’ Meeting Agenda
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I. Chairman to announce the commencement of meeting
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II. Report Items
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(I) 2025 business report
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(II) Audit and Risk Committee’s review report on the final accounts statements for 2025
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(III) Report on the distribution of employee remuneration for 2025
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(IV) Report on the distribution of cash dividends from earnings of 2025
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(V) Report on the Company's new indirect investment in China
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(VI) Status report of domestic corporate bond issuance
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III. Matters for Approval
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(I) Ratification of the Company's 2025 business report and financial statements
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(II) Ratification of the Company's 2025 earnings distribution table
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IV. Discussion Items
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(I) Amendments to the Company's "Guidelines for Handling Acquisition and Disposal of Assets"
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(II) Proposed to lift the non-competition restrictions on directors
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V. Extraordinary Motions
VI. Adjournment
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Matters to be Reported
Cause of motion I:
2025 business report. Please review.
Explanation:
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I. Please refer to Annex I (pages 16~18) for the business report.
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II. Please refer to Attachment III (pages 20~43) for the Financial Statements.
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3 -
Cause of motion II:
Audit and Risk Committee’s review report on the final accounts statements for 2025. Please review.
Description:
Please refer to Attachment II (page 19) for the Audit and Risk Committee’s review report.
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Cause of motion III:
Report on the distribution of employee remuneration for 2025. Please review.
Description:
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I. According to Article 28 of the Company's Articles of Incorporation, if the Company makes profit, 5% to 7% should be allocated for employee remuneration.
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II. The employee remuneration totaled NT$11,752,181,322 in 2025, distributed in cash, taking up 5% of the profit of the year. There is no difference between the above resolution and the ratified cost for 2025.
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5 -
Cause of motion IV:
Report on the distribution of cash dividends from earnings of 2025. Please review.
Description:
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I. This motion is in accordance with Article 28-1 of the Company's Articles of Incorporation, authorizing the Board of Directors to decide whether to distribute the entire or part of the dividends and bonuses in the form of cash.
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II. The available earnings for distribution were NT$100,931,672,888 at the end of the 2025 period, and the Company distributed dividends of NT$7.2.
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III. The cash dividends will be calculated to the nearest NT$. The remainder will be transferred into the account of the Employee Welfare Committee.
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IV. The Board of Directors is authorized to determine the exdividend date for the cash and stock dividend distribution and other related matters.
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V. Prior to the ex-dividend date for the distribution, if the number of total shares outstanding has changed due to the repurchasing of shares by the Company, the transfer of treasury shares to employees, or the conversion of shares from domestic convertible bonds, etc., so that the ratios of the stock dividends and cash dividends are changed and need to be adjusted, the Chairman is authorized to make such adjustments.
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6 -
Cause of motion V:
Report on the Company's new indirect investment in China. Please review.
Description:
In 2025, the Company's investments in China were approved by the Department of Investment Review of the Ministry of Economic Affairs as follows:
| Approval Code | Companyname Amount approved(USD) |
Companyname Amount approved(USD) |
|---|---|---|
| Jing-Shou-Shen-Zi No. 11420533310 |
SFA Semicon (Suzhou) Corporation | 10,118,400 |
| Jing-Shou-Shen-Zi No. 11420141370 |
Qingdao New Core Technology Co., Ltd. | 32,336,405 |
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Cause of motion VI:
Status report of domestic corporate bond issuance. Please review.
Description:
The Company issued domestic unsecured ordinary corporate bond convertible bonds, with the issuance details as follows:
Unit: NT$’000
| Tranche/ Category | The 2nd issue of unsecured ordinarycorporate bonds for 2025 | The 2nd issue of unsecured ordinarycorporate bonds for 2025 | The 2nd issue of unsecured ordinarycorporate bonds for 2025 |
|---|---|---|---|
| Date of Approval | April 29,2025 | ||
| Date of Issuance | May9,2025 | ||
| Total Issuance Amount | 8,350,000 | ||
| Face Value | 1,000 | ||
| Issue Price | Par at date of issuance | ||
| Type of Bonds | Coupon A | Coupon B | Coupon C |
| Issuance Amount | 300,000 | 5,700,000 | 2,350,000 |
| Term | 2025.5.9 ~ 2028.5.9 |
2025.5.9 ~ 2030.5.9 |
2025.5.9 ~ 2035.5.9 |
| Coupon rate(fixed rate) | 1.95% | 2.00% | 2.15% |
| Interest Payment | From the date of the issuance, a simple interest is calculated and distributed once ayearper coupon rate |
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| Principal Payment | 100% principal repayment upon maturity | ||
| Trustee | Bank SinoPac | ||
| Principal and interestpayment agent | The ChengchungBranch of Bank SinoPac | ||
| Exercise of the Issuance | Exercised inQ2 2025 |
Unit: NT$’000
| Tranche/ Category | The 3rd issue of unsecured ordinarycorporate bonds for 2025 | The 3rd issue of unsecured ordinarycorporate bonds for 2025 | The 3rd issue of unsecured ordinarycorporate bonds for 2025 | The 3rd issue of unsecured ordinarycorporate bonds for 2025 |
|---|---|---|---|---|
| Date of Approval | August 7,2025 | |||
| Date of Issuance | August 18,2025 | |||
| Total Issuance Amount | 11,400,000 | |||
| Face Value | 1,000 | |||
| Issue Price | Par at date of issuance | |||
| Type of Bonds | Coupon A | Coupon B | Coupon C | Coupon D |
| Issuance Amount | 3,500,000 | 6,000,000 | 100,000 | 1,800,000 |
| Term | 2025.8.18 ~ 2028.8.18 |
2025.8.18 ~ 2030.8.18 |
2025.8.18 ~ 2032.8.18 |
2025.8.18 ~ 2035.8.18 |
| Coupon rate(fixed rate) | 1.85% | 1.88% | 1.93% | 1.99% |
| Interest Payment | From the date of the issuance, a simple interest is calculated and distributed once ayearper coupon rate |
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| Principal Payment | 100% principal repayment upon maturity | |||
| Trustee | Bank SinoPac | |||
| Principal and interestpayment agent | The ChengchungBranch of Bank SinoPac | |||
| Exercise of the Issuance | Exercised inQ3 2025 |
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Unit: NT$’000
| Unit: NT$’000 | Unit: NT$’000 | Unit: NT$’000 | |
|---|---|---|---|
| Tranche/Category | 2025 fourth tranche of unsecured common corporate bonds | ||
| Date of Approval | October 27,2025 | ||
| Date of Issuance | November 5,2025 | ||
| Total Issuance Amount | 16,250,000 | ||
| Face Value | 1,000 | ||
| Issue Price | Par at date of issuance | ||
| Type of Bonds | Coupon A | Coupon B | Coupon C |
| Issuance Amount | 7,350,000 | 1,000,000 | 7,900,000 |
| Term | 2025.11.5 ~ 2030.11.5 |
2025.11.5 ~ 2032.11.5 |
2025.11.5 ~ 2035.11.5 |
| Coupon rate(fixed rate) | 1.67% | 1.73% | 1.77% |
| Interest Payment | From the date of the issuance, a simple interest is calculated and distributed once ayearper coupon rate |
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| Principal Payment | 100%principal repayment upon maturity | ||
| Trustee | Bank SinoPac | ||
| Principal and interestpayment agent | The ChengchungBranch of Bank SinoPac | ||
| Exercise of the Issuance | Exercised inQ4 2025 |
Unit: NT$’000
| Unit: NT$’000 | Unit: NT$’000 | Unit: NT$’000 | Unit: NT$’000 | |
|---|---|---|---|---|
| Tranche/ Category | The1stissue ofunsecured ordinary corporate bondsfor 2026 | |||
| Date of Approval | January 5,2026 | |||
| Date of Issuance | January14,2026 | |||
| Total IssuanceAmount | 12,500,000 | |||
| Face Value | 1,000 | |||
| IssuePrice | Parat date of issuance | |||
| Type of Bonds | Coupon A | Coupon B | CouponC | Coupon D |
| IssuanceAmount | 1,100,000 | 7,100,000 | 900,000 | 3,400,000 |
| Term | 2026.1.14 ~ 2029.1.14 |
2026.1.14 ~ 2031.1.14 |
2026.1.14 ~ 2033.1.14 |
2026.1.14 ~ 2036.1.14 |
| Coupon rate (fixed rate) | 1.65% | 1.68% | 1.72% | 1.75% |
| Interest Payment | From the date of the issuance, a simple interest is calculated and distributed once a yearpercoupon rate |
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| Principal Payment | 100% principal repayment upon maturity | |||
| Trustee | BankSinoPac | |||
| Principal and interest payment agent |
The Chengchung Branch of Bank SinoPac | |||
| Exercise of the Issuance | Completely exercised in Q1 2026 |
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Matters for Approval
(Proposed by the Board of Directors)
Cause of motion I:
The 2025 business report and financial statements have been completed. Please review.
Description:
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I. The Company's 2025 business report and financial statements have been reviewed and completed by the Audit and Risk Committee and approved by the Board of Directors.
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II. Please refer to Attachment I through Attachment III (pages 16-43) for the documents mentioned above.
Resolution:
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(Proposed by the Board of Directors)
Cause of motion II:
Ratification of the Company's 2025 earnings distribution table. Please review.
Description:
The Company's 2025 earnings distribution table has been reviewed and completed by the Audit and Risk Committee and approved by the Board of Directors. Please refer to the earnings distribution table.
Resolution:
Hon Hai Precision Industry Co., Ltd. Earnings Allocation Table 2025
Unit: NT$
Earnings Allocation Table 2025 |
Unit: NT | |
|---|---|---|
| Item | Amount | Remarks |
| NetIncome of 2025 | 189,353,852,058 | |
| Less: 2025 Disposal of investments in equity instruments at fair value throughothercomprehensiveincome |
588,518,838 | |
| Add: 2025 remeasurements of defined benefit plans | 26,446,950 | |
| Less:2025recognitionofchangesinsubsidiaries ownership | 2,051,086 | |
| Add: Changes in equity of associates and joint ventures accounted for using equitymethodfor 2025 |
173,369,791 | |
| The total amount of after-tax net income for the period and other items adjusted to the current year’s undistributed earnings other than after-tax net income for the period |
188,963,098,875 | |
| Minus: Legal Reserve (10%) | 18,896,309,888 | |
| Less: special reserve allocation | 10,715,292,305 | |
| Earnings in 2025 available for distribution | 159,351,496,682 | |
| Add: Unappropriated retained earnings at the beginning of period | 998,697,878,030 | |
| Retained earnings available for distribution as of December 31, 2025 | 1,158,049,374,712 | |
| Distributable Items | ||
| Cash Dividends | 100,931,672,888 | NT$7.2 per share |
| Unappropriated retained earnings | 1,057,117,701,824 |
Note 1: Priority to distribute 2025 available earnings.
Note 2: According to Article 28-1 of the Company’s Articles of Incorporation, the Board of Directors is authorized to draft an appropriation plan in accordance with the dividend policy.
Chairman: Young Liu
Manager: Young Liu Head of Accounting: ZHOU, ZONG-KAI
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Discussion Items
(Proposed by the Board of Directors)
Cause of motion I:
Amendment to the “Operational Procedures for Acquisition and Disposal of Assets”, please review.
Description:
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I. In order to comply with the amendments to certain provisions of the “Regulations Governing the Acquisition or Disposal of Assets by Public Companies” as revised by the FSC under JGZFZ Order No. 1140383333 dated July 24, 2025, the Company has accordingly revised certain provisions of its “Procedures for Acquisition or Disposal of Assets.”
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II. Details of the revisions are described as follows;
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(I) The Company’s acquisition or disposal of equipment for operational use is part of the Company’s ordinary course of business, and in consideration of the materiality principle in information disclosure, the threshold for public announcement and filing is therefore relaxed to 5% of paid-in capital for acquisitions or disposals of such equipment with non-related parties. (Article 14, as amended)
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(II) The Company has a need to conduct cash management through investments in fixed-income bonds to enhance cash yield, and based on the materiality principle in information disclosure and taking into account the risk characteristics of such financial instruments, in order to avoid frequent disclosures, the threshold for public announcement and filing is therefore relaxed to 5% of paid-in capital for acquisitions or disposals of government bonds, corporate bonds, and general financial bonds not involving equity interests with non-related parties. (Article 14, as amended)
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(III) In line with the Company’s operational scale, and taking into account the principle of consistency between authorization thresholds and disclosure thresholds, in order to avoid the highest authorization level having a review threshold lower than the disclosure standard, the monetary thresholds requiring approval by the Audit and Risk Committee and the Board of Directors are therefore adjusted to enhance the Company’s operational efficiency. (Article 7, as amended)
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III. The revisions to certain provisions of the “Procedures for Acquisition or Disposal of Assets” have been approved by the Company’s Audit and Risk Committee and the Board of Directors on October 27, 2025.
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IV. Please refer to Attachments IV (pages 44 to 47) for the comparison table of revised provisions.
Resolution:
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(Proposed by the Board of Directors)
Cause of motion II: Proposed to lift the non-competition restrictions on directors. Please review.
Explanation:
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I. In consideration of the professional backgrounds of the directors and independent directors, and in line with the Company's business development needs, it is proposed, pursuant to Article 209 of the Company Act, to seek the shareholders' meeting's approval to lift the non-compete restrictions on directors.
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II. Upon review, the companies and positions concurrently held by the following directors do not have a substantive competitive relationship with the Company’s business scope. Such concurrent positions primarily involve the performance of oversight and governance responsibilities, without involvement in day-to-day operational decision-making, and therefore should have no adverse impact on the Company’s operations.
| Title | Name | Company Name and Concurrent Position |
Main Responsibilities of Concurrent Positions |
Nature of the business |
Potential impact on the Company and shareholders’ interests |
| Director | Chang Ching-Jui |
Independent Director, iSentek Inc. |
Perform duties of independent directors in accordance with laws, responsible for overseeing corporate governance, finance, and internal control systems, and providing professional advice, without participating in daily operational decision-making. |
Primarily engaged in the R&D, design, manufacturing, and sales of sensor integrated circuit products, belonging to the electronic components industry. |
Upon assessment, the business activities of the company do not have a substantive competitive relationship with those of the Company. The director serves solely in a supervisory capacity and is not involved in operational decision- making. In addition, the director is subject to fiduciary duties and conflict-of-interest avoidance requirements; therefore, no material adverse impact on the Company or its shareholders is anticipated. |
| Director | Dr. Christina Yee-Ru Liu |
Independent Director, Lelon Electronics Corp. |
Perform duties of independent directors in accordance with laws, participate in the operations of the Board of Directors and functional committees, oversee corporate governance and financial operations, provide independent professional opinions, and do not participate in daily management. |
Primarily engaged in the manufacturing, assembly, and trading of electronic equipment, and involved in machinery wholesale as well as import and export business, belonging to the electronics manufacturing- related industry. |
Upon evaluation, the company's business scope has no direct competitive relationship with the Company, and the concurrent position held is supervisory in nature; furthermore, it is subject to the duty of loyalty and conflict of interest recusal mechanisms, with no material adverse impact on the Company and shareholders' equity. |
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| Independent Director |
Hsu Tzu- Mei |
Director, Kindom Development Co., Ltd. |
Serve as a director, participate in corporate operational decision-making and governance oversight, and provide strategic and professional advice. |
Primarily engaged in property development, construction, and related leasing and sales businesses, belonging to the construction and property industry. |
Upon assessment, the company operates in a different industry from the Company and is not in competition with the Company. The relevant position is subject to fiduciary duties and conflict- of-interest avoidance principles in accordance with applicable laws; therefore, no material adverse impact on the Company or its shareholders is anticipated. |
|---|---|---|---|---|---|
Resolution:
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Extraordinary Motions
Adjournment
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Attachment I
Hon Hai Precision Industry Co., Ltd. Business Report
Macroeconomic Industry: Embracing the computing power era without fear of political and economic challenges
In 2025, the global technology industry faces significant structural disruptions. Amid intensifying geopolitical tensions, escalating global tariff policies, and a highly uncertain macroeconomic environment, corporate operations face unprecedented challenges. However, crises also present opportunities. As major global cloud service providers (CSPs) significantly expand capital expenditures in artificial intelligence (AI), the focus of industry investment has clearly shifted from the end-consumer market to cloud infrastructure centered on "computing power."
In the face of a rapidly changing and unpredictable external environment, Hon Hai has not retreated. We have not only successfully withstood the impact of tariff changes and supply chain restructuring, but have also delivered strong results with growth against the trend. This achievement is attributable to the concerted efforts and resilient perseverance of over 900 thousand colleagues across the Group around the world, and also serves as the best testament to our continued creation of outstanding value for shareholders.
Corporate Strategy: Deepening the BOL Model to Drive Transformation and Upgrading
For manufacturing enterprises operating in a highly globalized environment, tariffs and geopolitics are no longer short-term cost variables, but long-term drivers of supply chain reconfiguration. Leveraging its globally established manufacturing footprint cultivated over many years and the BOL (Build, Operate, Localize) regional operating model, Hon Hai has demonstrated unparalleled flexibility in adjustment.
Through flexible cross-regional capacity allocation and the deepening of local procurement, we have effectively mitigated the risks arising from tariff policy changes in any single country; not only assisting customers in shortening delivery lead times and ensuring supply chain stability, but also further strengthening Hon Hai’s irreplaceable strategic value within the global technology supply ecosystem. We are steadily transforming from a traditional contract manufacturer into a "technology manufacturing platform service company."
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Financial Results: Revenue Reaches a Record High, Demonstrating Robust Discipline
Through the efforts of all colleagues, the Group’s operating performance in 2025 significantly exceeded the original plan. Annual revenue exceeded NT$8.1 trillion, representing a year-on-year increase of over 18% and setting a new historical record, reflecting the effectiveness of our economies of scale and product mix optimization, and serving as a tangible return for shareholders’ long-term support.
Business Portfolio: Cloud and Networking products Becomes the Largest Business Segment, Strengthening R&D Capabilities
2025 marks a milestone in Hon Hai’s transformation of its business structure. The revenue contribution by product segment is as follows: Cloud and Networking products 40%, Smart Consumer products 38%, Computing products 15%, and Components and Other products 7%. Cloud and Networking products have officially surpassed consumer electronics to become the Group’s largest business segment. This marks the successful shift of our operational focus toward system integration and technology-intensive businesses.
In the field of AI infrastructure, we provide comprehensive solutions ranging from key components, module design, and liquid cooling technologies to system-level and rack-level integration (Server/Rack). The Group invests over NT$100 billion annually in R&D (approximately 1.5%-2% of revenue), focusing on high-efficiency AI cooling, Smart Manufacturing automation, and key modules for electric vehicles, leveraging its deep engineering expertise to support the substantial demand of the computing power era. Meanwhile, under the guidance of the "3+3+3" strategy, emerging businesses such as Digital Health, Semiconductors, and low Earth orbit satellites are also progressing steadily, continuously shaping diversified growth curves.
Risk Management: Strengthening Supply Chain Resilience and Prudently Responding to Volatility
For key raw materials such as semiconductor chips, high-speed connectors, and precision mechanical components, we continue to strengthen supply chain resilience and rigorously manage related risks through strategic partnerships and diversified sourcing. In response to exchange rate fluctuations and uncertainties in the global political and economic environment, the Company continues to refine its financial hedging mechanisms and optimize capacity allocation to enhance overall operational resilience, ensuring the maintenance of operational efficiency and stable profitability under various market conditions.
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Sustainability (ESG): Embedded as a Core Competency
The Group adheres to the principle that "Sustainable Management = EPS + ESG." We have obtained international certification for our carbon reduction targets from SBTi and are substantively reducing carbon emission intensity by increasing the use of renewable energy, promoting a green supply chain, and advancing the circular economy. For Hon Hai, ESG is not only a corporate citizenship responsibility, but also a core management framework for enhancing operational efficiency, managing risks, and gaining the trust of international customers.
Future Outlook: Leading AI Infrastructure to Create Long-Term Value
Looking ahead to 2026, although global economic growth is expected to remain at a moderate level of 3%, spending on AI infrastructure is projected to sustain double-digit growth. Hon Hai will leverage its leading automated manufacturing capabilities and global supply chain network to fully support global customers in accelerating AI deployment.
Challenges will always exist, but Hon Hai never stops moving forward. We will continue to advance the "3+3+3" transformation strategy and deepen our technology deployment. On behalf of the Board of Directors and the management team, I sincerely thank all shareholders for their long-term trust and support. Hon Hai will continue to uphold an attitude of integrity and pragmatism, with the entire Group working together to create more substantial and stable long-term value for all shareholders.
Chairman: Young Liu
Manager: Young Liu
Head of Accounting: ZHOU, ZONG-KAI
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Attachment II
Audit and Risk Committee’s Audit Report
The Board of Directors has prepared the Company’s Financial Statements, 2025 Business Report and proposal for distribution of 2025 earnings. Of which, the Financial Statements have been audited by PricewaterhouseCoopers Taiwan. The Financial Statements, 2025 Business Report and proposal for distribution of earnings have been audited by us as Audit and Risk Committee of the Company. We deem no inappropriateness on these documents. Pursuant to Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act, we hereby submit this report. Please review.
Hon Hai Precision Industry Co., Ltd.
Convener of the Audit and Risk Committee:
March 16, 2026
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Attachment III
Independent CPA’s Report and Financial Statements
INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE
To the Board of Directors and Shareholders of Hon Hai Precision Industry Co., Ltd.
Opinion
We have audited the accompanying parent company only balance sheets of Hon Hai Precision Industry Co., Ltd. (hereinafter referred to as ‘Hon Hai’) as at December 31, 2025 and 2024, 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 material accounting policies.
In our opinion, based on our audits and the reports of other independent auditors (please refer to the Other matter section), the accompanying parent company only financial statements present fairly, in all material respects, the financial position of Hon Hai as at December 31, 2025 and 2024, 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 Financial Statement Audit and Attestation Engagements of Certified Public Accountants and Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ responsibilities for the audit of the parent company only financial statements section of our report. We are independent of Hon Hai in accordance with the Norm of Professional Ethics for Certified Public Accountants of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. Based on our audits and the reports of other independent auditors, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of Hon Hai’s 2025 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 Hon Hai’s 2025 parent company only financial statements are stated as follows:
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Correctness of Revenue Recognition Timing
Description
Refer to Note 4(29) for accounting policies on revenue recognition.
Hon Hai primarily manufactures and sells products related to the consumer electronics industry. Sales revenue is recognised when control of the products is transferred to the customer. As products are sold worldwide, the transaction models with customers involve different trade terms, resulting in varying points in time when control of the goods is transferred. Accordingly, revenue is recognised based on the trade terms of individual customers. The process of revenue recognition involves numerous manual procedures, which may lead to inappropriate timing of revenue recognition around the balance sheet date.
As there are numerous daily sales revenue transactions and the transaction amounts prior to and after the balance sheet date are significant to the financial statements, we identified the correctness of revenue recognition timing as a key audit matter.
How our audit addressed the matter
We performed the following audit procedures in respect of the above key audit matter:
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A. Assessed and tested the appropriateness of internal controls over the sales revenue for a specific period prior to and after the balance sheet date.
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B. Selected samples of sales revenue transactions for a specific period prior to and after the balance sheet date, reviewed their transaction terms, verified related supporting documents and compared with recorded entries to assess the correctness of revenue recognition timing.
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C. Sent out inventory confirmation letters for selected samples or conducted physical count of inventory quantities held and agreed to accounting records.
Allowance for inventory valuation losses
Description
Refer to Note 4(13) for accounting policies on inventory valuation, Note 5(2) for uncertainty of accounting estimates and assumptions in relation to inventory valuation losses, and Note 6(6) for details of inventories. As at December 31, 2025, Hon Hai’s inventories and allowance for inventory valuation losses amounted to NT$41,887,283 thousand and NT$398,681 thousand, respectively.
Hon Hai and its subsidiaries are primarily engaged in manufacturing and sales of 3C electronic products. Due to rapid technological innovations, short lifespan of electronic products and fluctuations in market prices, there is a higher risk of inventory losses arising from market value decline or obsolescence. Hon Hai and its subsidiaries recognise inventories at the lower of cost and net realisable value, and the net realisable value is estimated based on historical experience. An allowance for inventory valuation losses is provided for those inventories aged over a certain period and those individually identified as obsolete or damaged.
As the amounts of inventories are material, the types of inventories vary, and the estimation of net realisable value for individually obsolete or damaged inventories is subject to management’s judgment, we considered the allowance for inventory valuation losses a key audit matter.
How our audit addressed the matter
We performed the following audit procedures in relation to the provision for inventory valuation losses for individually obsolete or damaged inventories:
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A. Ensured consistent application of accounting policies in relation to allowance for inventory valuation losses and assessed the reasonableness of these policies.
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B. Validated the appropriateness of system logic of inventory aging report utilised by management to ensure proper classification of inventories aged over a certain period.
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C. Evaluated the reasonableness of inventories individually identified as obsolete or damaged by checking the related supporting documents and comparing with the information obtained from physical inventory count.
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D. Discussed with management the net realisable value of inventories aged over a certain period and individually identified as obsolete or damaged, validated respective supporting documents and reperformed the calculation.
Other matter – Reference to audits of other independent auditors
We did not audit the financial statements of certain investments accounted for under the equity method. Those financial statements were audited by other independent auditors, whose reports thereon have been furnished to us, and our opinion expressed herein, insofar as it relates to the amounts included in the parent company only financial statements and other related information disclosed in Note 13, relative to these investments accounted for under the equity method was based solely on the reports of other independent auditors. As at December 31, 2025 and 2024, the balances of these investments accounted for under the equity method amounted to NT$30,737,500 thousand and NT$30,868,380 thousand, constituting 0.79% and 0.85% of total assets, respectively, and the related comprehensive income (loss) recognised (including the share of profit or loss in subsidiaries, associates and joint ventures accounted for under the equity method and the share of other comprehensive income in subsidiaries, associates and joint ventures accounted for under the equity method) amounted to NT$1,185,039 thousand and (NT$2,005,232) thousand, constituting 0.66% and 0.89% of total comprehensive income for the years then ended, respectively.
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 Hon Hai’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 Hon Hai 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 Hon Hai’s financial reporting process.
- 22 -
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 Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these parent company only financial statements.
As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and professional skepticism throughout the audit. We also:
-
A. Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
-
B. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of Hon Hai’s internal control.
-
C. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
-
D. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on Hon Hai’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 Group to cease to continue as a going concern.
-
E. 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.
-
F. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within Hon Hai to express an opinion on the parent company only 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.
- 23 -
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.
Hsu, Sheng-Chung Hsu, Chieh-Ju for and on behalf of PricewaterhouseCoopers, Taiwan March 16, 2026
The accompanying consolidated financial statements are not intended to present the consolidated 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 consolidated 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 accountants 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 consolidated financial statements are the responsibility of the management, PricewaterhouseCoopers, Taiwan 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.
- 24 -
HON HAI PRECISION INDUSTRY CO., LTD. PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2025 AND 2024
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
| December 31,2025 | December 31,2025 | December 31,2024 | December 31,2024 | ||
|---|---|---|---|---|---|
| Assets Notes |
AMOUNT | % | AMOUNT | % | |
| Current assets | |||||
| 1100 Cash and cash equivalents 6(1) 1110 Financial assets at fair value through profit or loss - current 6(2) 1170 Accounts receivable, net 6(5) 1180 Accounts receivable - related parties, net 7 1200 Other receivables 1210 Other receivables - related parties 7 130X Inventories 6(6) |
$ 201,742,246 3,086,510 245,753,950 157,674,477 3,336,504 884,813,625 41,488,602 501,795 |
5 - |
$ 42,756,421 4,918,587 |
1 | |
| - | |||||
| 7 | 366,339,867 | 10 | |||
| 4 | 68,281,891 | ||||
| 2 | |||||
| - | 3,438,105 | - | |||
| 23 | 901,441,159 | 25 | |||
| 1 | 117,983,625 | 3 | |||
| 1410 Prepayments |
- | 421,717 | - | ||
| 1470 Other current assets |
1,453 | - | 100 | - | |
| 11XX Total current assets Non-current assets |
1,538,399,162 | 40 | 1,505,581,472 | 41 | |
| 1517 Financial assets at fair value through other comprehensive income - non-current 6(3) 1535 Financial assets at amortised cost, net - non-current 6(4) and 8 1550 Investments accounted for using equity method 6(7) 1600 Property, plant and equipment 6(8) 1755 Right-of-use assets 6(9) and 7 1840 Deferred income tax assets 6(24) 1900 Other non-current assets 7 |
37,432,426 1,603,400 2,285,992,967 |
1 - 59 |
15,396,652 1,630,800 2,097,094,728 |
||
| 1 | |||||
| - | |||||
| 58 | |||||
| 9,582,940 | - | 6,628,644 | - | ||
| 1,103,498 | - | 1,226,760 | - | ||
| 1,051,843 | - | 1,610,386 | - | ||
| 2,999,928 | - | 2,184,558 | - | ||
| 15XX Total non-current assets 1XXX Total assets |
2,339,767,002 | 60 | 2,125,772,528 | 59 | |
| $3,878,166,164 | 100 | $3,631,354,000 | 100 |
(Continued)
- 25 -
HON HAI PRECISION INDUSTRY CO., LTD. PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2025 AND 2024 (EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
| December 31,2025 | December 31,2025 | December 31,2024 | December 31,2024 | |||
|---|---|---|---|---|---|---|
| Liabilities and Equity Notes |
AMOUNT | % | AMOUNT | % | ||
| Current liabilities | ||||||
| 2100 | Short-term loans 6(10) Short-term notes and bills payable 6(11) Financial liabilities at fair value through profit or loss - current 6(2) Accounts payable Accounts payable - related parties 7 Other payables 7 Current tax liabilities 6(24) Lease liabilities - current 7 Long-term liabilities, current portion 6(12) |
$ 127,800,770 | 3 | $ 151,021,100 | 4 | |
| 2110 | 104,643,486 | 3 | 87,516,530 | 2 | ||
| 2120 | 734,660 | - | 3,641,209 | |||
| - | ||||||
| 2170 | 50,623,293 | 1 | 39,531,717 | 1 | ||
| 2180 | 1,140,258,089 | 29 | 1,036,144,082 | 29 | ||
| 2200 | 347,245,079 | 9 | 366,628,554 | 10 | ||
| 2230 | 20,410,320 | 1 | 10,983,299 | - | ||
| 2280 | 164,214 | - | 168,080 | - | ||
| 2320 | 27,766,274 | 1 | 19,450,000 | |||
| 1 | ||||||
| 2399 | Other current liabilities - other | 36,666,483 | 1 | 42,925,791 | 1 | |
| 21XX | Total current liabilities Non-current liabilities |
1,856,312,668 | 48 | 1,758,010,362 | 48 | |
| 2530 | Corporate bonds payable 6(12) Deferred income tax liabilities 6(24) Lease liabilities - non-current 7 Other non-current liabilities 6(13) |
221,651,160 | 5 | 208,814,882 | 6 | |
| 2570 | 25,735,624 | 1 | 17,454,462 | 1 | ||
| 2580 | 949,436 | - | 1,076,148 | - | ||
| 2600 | 745,649 | - | 796,581 | - | ||
| 25XX | Total non-current liabilities Total liabilities Equity |
249,081,869 | 6 | 228,142,073 | 7 | |
| 2XXX | 2,105,394,537 | 54 | 1,986,152,435 | 55 | ||
| Share capital 6(14) |
||||||
| 3100 | Share capital | 140,034,032 | 3 | 138,917,019 | 4 | |
| Capital reserve 6(15) |
||||||
| 3200 | Capital surplus | 226,699,123 | 6 | 197,922,008 | 5 | |
| Retained earnings 6(16) |
||||||
| 3310 | Legal reserve | 229,107,982 | 6 | 213,430,086 | 6 | |
| 3320 | Special reserve | 42,604,521 | 1 | 113,221,954 | 3 | |
| 3350 | Unappropriated retained earnings | 1,187,660,977 | 31 | 1,024,330,213 | 28 | |
| Other equity interest 6(17) |
||||||
| 3400 | Other equity interest | (53,319,814) | (1) | (42,604,521) | (1) | |
| 3500 | Treasurystocks 6(14) |
(15,194) | - |
(15,194) | - |
|
| 3XXX | Total equity | 1,772,771,627 | 46 | 1,645,201,565 | 45 | |
| Commitments and contingent liabilities 9 |
||||||
| Subsequent events 11 |
||||||
| 3X2X | Total liabilities and equity | $ 3,878,166,164 | 100 | $ 3,631,354,000 | 100 |
The accompanying notes are an integral part of these parent company only financial statements.
- 26 -
HON HAI PRECISION INDUSTRY CO., LTD. PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2025 AND 2024
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS, EXCEPT FOR EARNINGS PER SHARE AMOUNTS)
| Years ended December 31, | Years ended December 31, | Years ended December 31, | |||
|---|---|---|---|---|---|
| 2025 | 2024 | ||||
| Items Notes |
AMOUNT | % | AMOUNT | % | |
| 4000 Operating revenue 6(18) and 7 |
$ 2,901,091,239 | 100 | $ 3,272,284,712 | 100 | |
| 5000 Operatingcosts 6(6)(21) and 7 |
(2,851,914,761) | (98) | (3,221,037,315) | (98) | |
| 5900 Net operating margin |
49,176,478 | 2 | 51,247,397 | 2 | |
| Operating expenses 6(21) and 7 |
(2,197,064) (9,344,416) (8,816,699) |
(1,816,898) (9,132,879) (7,607,629) |
|||
| 6100 Selling expenses 6200 General and administrative expenses 6300 Research and development expenses 6000 Total operating expenses 6900 Operating profit Non-operating income and expenses |
- | - | |||
| (1) | (1) | ||||
| - | - | ||||
| (20,358,179) | (1) | (18,557,406) | (1) | ||
| 28,818,299 | 1 | 32,689,991 | 1 | ||
| 5,240,392 1,230,449 (7,077,337) (8,471,905) 203,551,547 |
6,581,858 1,028,427 (8,059,318) (9,215,050) 144,822,369 |
||||
| 7100 Interest income 6(19) |
- | - | |||
| 7010 Other income |
- | - | |||
| 7020 Other gains and losses 6(20) |
- | - | |||
| 7050 Finance costs 6(23) |
- | - | |||
| 7070 Share of profits of subsidiaries, associates and joint ventures accounted for using equity method 6(7) |
7 | ||||
| 4 | |||||
| 7000 Total non-operating income and expenses 7900 Profit before income tax |
194,473,146 | 7 | 135,158,286 | 4 | |
| 223,291,445 | 8 | 167,848,277 | 5 | ||
| 7950 Income tax expense 6(24) |
(33,937,593) | (1) | (15,143,211) | - | |
| 8200 Profit for the year Other comprehensive income Components of other comprehensive income (loss) that will not be reclassified to profit or loss |
189,353,852 | 7 | 152,705,066 | 5 | |
| $ 33,059 (2,773,246) 13,579,286 (6,612) |
- - - - |
$ 132,817 1,173,829 4,431,377 (26,563) |
|||
| 8311 Gain on remeasurement of defined benefit plan 6(13) |
|||||
| - | |||||
| 8316 Unrealised (loss) gain on valuation of financial assets at fair value through other comprehensive income 6(17) 8330 Share of other comprehensive income of subsidiaries, associates and joint ventures accounted for using equity method 6(17) 8349 Income tax related to components of other comprehensive income that will not be ~~reclassified to profit or loss~~ 6(24) 8310 Other comprehensive income that will not be reclassified to profit or loss Components of other comprehensive income (loss) that will be reclassified to profit or loss 8361 Financial statements translation differences of foreign operations 6(17) 8380 Share of other comprehensive (loss) income of subsidiaries, associates and joint ventures accounted for usingequitymethod 6(17) |
|||||
| - | |||||
| - | |||||
| - | |||||
| 10,832,487 | - | 5,711,460 | |||
| - | |||||
| (21,415,380) (300,908) |
(1) - |
66,162,993 437,275 |
|||
| 2 | |||||
| - | |||||
| 8360 Other comprehensive (loss) income that will be reclassified to profit or loss 8300 Other comprehensive (loss) income for the year 8500 Total comprehensive income for the year |
(21,716,288) | (1) | 66,600,268 | ||
| 2 | |||||
| $ (10,883,801) | (1) | $ 72,311,728 | 2 | ||
| $ 178,470,051 | 6 | $ 225,016,794 | 7 | ||
| Earnings per share (in dollars) 6(25) |
13.61 | ||||
| 9750 Basic earnings per share 9850 Diluted earnings per share |
$ | $ | 11.01 | ||
| $ | 13.40 | $ | 10.79 |
The accompanying notes are an integral part of these parent company only financial statements.
- 27 -
HON HAI PRECISION INDUSTRY CO., LTD. PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2025 AND 2024
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
| 2024 | Share capital | Capital reserve | Retained Earnings | Retained Earnings | Other EquityInterest | Treasury stocks |
Total | ||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Notes | Legal reserve | Special reserve |
Unappropriated retained earnings |
Financial statements translation differences of foreign operations |
Unrealised gains (losses) from financial assets measured at fair value through other comprehensive income |
Gains (losses) on hedging instruments |
|||||
| $138,629,906 | $198,652,898 | $199,205,382 | $ 82,154,208 | $ 987,703,855 | $ (121,542,242) | $ 8,320,289 | $ - | $ (15,194) | $1,493,109,102 | ||
| Balance at January1,2024 | |||||||||||
| Profit | - - |
- - |
- - |
- - |
152,705,066 106,254 |
- 66,641,705 |
- 5,605,206 |
- (41,437) |
- - |
152,705,066 72,311,728 |
|
| Other comprehensive income(loss) | 6(17) | ||||||||||
| Total comprehensive income(loss) | - | - |
- |
- |
152,811,320 |
66,641,705 |
5,605,206 |
(41,437) |
- |
225,016,794 |
|
| Appropriations of 2023 earnings: | 6(16) | - - - - - - - - 287,113 - |
- - - 2,044,113 (10,432,219) - 58,968 - 3,757,786 3,840,462 |
14,224,704 - - - - - - - - - |
- 31,067,746 - - - - - - - - |
(14,224,704) (31,067,746) (74,860,149) 2,381,790 (776) - (337,679) 1,924,302 - - |
- - - - - 896 (2,315) - - - |
- - - - - - 337,679 (1,924,302) - - |
- - - - - - - - - - |
- - - - - - - - - - |
- - (74,860,149) 4,425,903 (10,432,995) 896 56,653 - 4,044,899 3,840,462 |
| Legal reserve | |||||||||||
| Special reserve | |||||||||||
| Cash dividends | |||||||||||
| Changes in equity of associates and joint ventures accounted for using the equity method |
6(15) | ||||||||||
| Adjustments arising from changes in percentage of ownership in subsidiaries | 6(15) | ||||||||||
| Disposal of investments accounted for using equity method | 6(17) | ||||||||||
| Subsidiaries’ disposal of investments accounted for using equity method | 6(15) | ||||||||||
| Subsidiaries’ disposal of equity instruments at fair value through other comprehensive income |
6(17) | ||||||||||
| Convertible bonds converted into shares of common stock | 6(15) | ||||||||||
| Due to recognition of equitycomponent of convertible bonds issued | 6(15) | ||||||||||
| Balance at December 31, 2024 | $138,917,019 | $197,922,008 | $213,430,086 | $113,221,954 | $1,024,330,213 | $ (54,901,956) | $ 12,338,872 | $ (41,437) | $ (15,194) | 1,645,201,565 | |
| 2025 | $138,917,019 | $197,922,008 | $213,430,086 | $113,221,954 | $1,024,330,213 | $ (54,901,956) | $ 12,338,872 | $ (41,437) | $ (15,194) | $1,645,201,565 | |
| Balance at January 1, 2025 | |||||||||||
| Profit | - - |
- - |
- - |
- - |
189,353,852 26,447 |
- (21,757,725) |
- 10,806,040 |
- 41,437 |
- - |
189,353,852 (10,883,801) |
|
| Other comprehensive income(loss) | 6(17) | ||||||||||
| Total comprehensive income(loss) | - | - |
- |
- |
189,380,299 |
(21,757,725) |
10,806,040 |
41,437 |
- |
178,470,051 |
|
| Appropriations of 2024 earnings: | 6(16) | - - - - - - - - 392,198 724,815 |
- - - 768,009 229,695 - 71,482 - 4,929,745 22,778,184 |
15,677,896 - - - - - - - - - |
- (70,617,433) - - - - - - - - |
(15,677,896) 70,617,433 (80,571,871) 173,369 (2,051) 38,071 - (626,590) - - |
- - - - - - (393,564) - - - |
- - - - - (38,071) - 626,590 - - |
- - - - - - - - - - |
- - - - - - - - - - |
- - (80,571,871) 941,378 227,644 - (322,082) - 5,321,943 23,502,999 |
| Legal reserve | |||||||||||
| Special reserve | |||||||||||
| Cash dividends | |||||||||||
| Changes in equity of associates and joint ventures accounted for using the equity method |
6(15) | ||||||||||
| Adjustments arising from changes in percentage of ownership in subsidiaries | 6(15) | ||||||||||
| Disposal of equity instruments at fair value through other comprehensive income | 6(3) | ||||||||||
| Subsidiaries’ disposal of investments accounted for using equity method | 6(15) | ||||||||||
| Subsidiaries’ disposal of equity instruments at fair value through other comprehensive income |
6(17) | ||||||||||
| Convertible bonds converted into shares of common stock | 6(14)(15) | ||||||||||
| Issuance of new shares | 6(14)(15) | ||||||||||
| Balance at December 31, 2025 | $ 140,034,032 | $ 226,699,123 | $ 229,107,982 | $ 42,604,521 | $ 1,187,660,977 | $ (77,053,245) | $ 23,733,431 | $ - | $(15,194) | 1,772,771,627 |
The accompanying notes are an integral part of these parent company only financial statements.
- 28 -
HON HAI PRECISION INDUSTRY CO., LTD. PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2025 AND 2024
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
| Years ended December 31, | Years ended December 31, | |
|---|---|---|
| Notes | 2025 | 2024 |
| CASH FLOWS FROM OPERATING ACTIVITIES Profit before tax Adjustments Adjustments to reconcile profit (loss) |
||
| $ 223,291,445 | $ 167,848,277 | |
| Effect of foreign exchange on foreign currency cash | (509,482) | (2,985,340) |
| Depreciation 6(21) |
891,178 | 817,568 |
| Amortization 6(21) |
550,674 | 418,531 |
| (Reversal of allowance) provision for doubtful accounts and sales discount 12(2) |
(323,056) | |
| 549,440 | ||
| Impairment loss 6(20) |
45,516 | - |
| Gain on disposal of property, plant and equipment, 6(20) |
(2,438) | (10,976) |
| Loss on financial assets or liabilities at fair value through profit or loss 6(20) Share of profits of subsidiaries, associates and joint ventures accounted for using equity method 6(7) |
7,122,803 (203,551,547) |
|
| 1,958,049 | ||
| (144,822,369) | ||
| Loss on disposal of investments | - | 894 |
| Interest expense 6(23) |
8,115,070 | 8,139,903 |
| Interest income 6(19) |
(5,240,392) | (6,581,858) |
| Dividend income 6(3) |
(457,223) | (308,515) |
| Gain from lease modification 6(9) |
(1,208) | (147) |
| Changes in operating assets and liabilities Changes in operating assets Financial assets at fair value through profit or loss, mandatorily measured at fair value Notes receivable Accounts receivable Accounts receivable - related parties Other receivables Inventories Prepayments Changes in operating liabilities Accounts payable Accounts payable - related parties Other payables Other current liabilities Accruedpension liabilities Cash inflow (outflow) generated from operations Income taxespaid Net cash flows from (used in) operating activities (Continued) |
||
| (8,197,275) | ||
| (8,056,307) | ||
| (4,574) | (8,109) | |
| 120,877,046 | (67,424,811) | |
| (89,356,085) | 30,008,310 | |
| 704,256 | (530,022) | |
| 76,495,023 | 14,360,669 | |
| (80,078) | (8,204,210) | |
| 11,091,576 | (9,813,838) | |
| 104,114,007 | (34,338,810) | |
| (4,469,425) | 1,244,745 | |
| (6,259,308) | 1,180,983 | |
| (17,874) | (25,139) | |
| 234,828,629 | (56,583,082) | |
| (15,677,480) | (14,588,215) | |
| 219,151,149 | (71,171,297) | |
- 29 -
HON HAI PRECISION INDUSTRY CO., LTD. PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2025 AND 2024
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
| CASH FLOWS FROM INVESTING ACTIVITIES Acquisition of investments accounted for using equity method Proceeds from disposal of investments accounted for using equity method Return of capital from investments accounted for using equity method Acquisition of property, plant and equipment Acquisition of financial assets at fair value through other comprehensive income Proceeds from disposal of financial assets at fair value through other comprehensive income Return of capital from financial assets at fair value through other comprehensive income |
Years ended December 31, | Years ended December 31, | |
|---|---|---|---|
| Notes | 2025 | 2024 | |
| 6(7) 6(7) 6(26) 6(26) 6(16) |
$ (90,931,884) - 31,980,166 |
||
| $ (68,444,632) | |||
| 4,674 | |||
| 20,907,132 | |||
| (3,015,153) | (1,722,119) | ||
| (1,494,547) 107,938 9,045 |
|||
| (1,541,753) | |||
| - | |||
| 233,709 | |||
| Increase in other assets | (2,199,083) | (1,321,672) | |
| Decrease in other receivables due from related parties Repayment of financial assets at amortised cost at due date Proceeds from disposal of property, plant and equipment Decrease in receivables arising from purchase of raw materials on behalf of others |
4,539,450 27,400 |
- | |
| 3,400 | |||
| 6,960 | 275,711 | ||
| 10,865,307 | |||
| 7,076,234 | |||
| Interest received | 5,104,361 | 6,493,425 | |
| Dividends received | 52,615,962 | 57,927,314 | |
| Net cash flows from investingactivities CASH FLOWS FROM FINANCING ACTIVITIES Decrease in short-term loans Increase in short-term notes and bills payable Proceeds from issuance of bonds Repayments of bonds |
7,615,922 | 19,891,423 | |
| (23,220,330) 17,070,000 45,200,000 (19,450,001) |
|||
| (20,567,800) | |||
| 30,000,000 | |||
| 54,185,140 | |||
| (24,650,000) | |||
| Payment of lease liabilities | (223,186) | (223,524) | |
| Cash dividends paid Interest paid Net cash flows used in financing activities Net effect of changes in foreign currency exchange rates Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year |
(80,571,871) (7,117,710) |
(74,860,149) | |
| (9,332,994) | |||
| (68,313,098) | (45,449,327) | ||
| 531,852 | 2,985,340 | ||
| 158,985,825 | (93,743,861) | ||
| 42,756,421 | 136,500,282 | ||
| $ 201,742,246 | $ 42,756,421 |
The accompanying notes are an integral part of these parent company only financial statements.
- 30 -
INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE
To the Board of Directors and Shareholders of Hon Hai Precision Industry Co., Ltd.
Opinion
We have audited the accompanying consolidated balance sheets of Hon Hai Precision Industry Co., Ltd. and its subsidiaries (the “Group”) as at December 31, 2025 and 2024, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of material accounting policies.
In our opinion, based on our audits and the reports of other independent auditors (please refer to the Other matter section), the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at December 31, 2025 and 2024, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission.
Basis for opinion
We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the 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. Based on our audits and the reports of other independent auditors, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Group’s 2025 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 2025 consolidated financial statements are stated as follows:
Correctness of Revenue Recognition Timing
Description
Refer to Note 4(37) for accounting policies on revenue recognition.
The Group primarily manufactures and sells products related to the consumer electronics industry. Sales revenue is recognised when control of the products is transferred to the customer. As products are sold worldwide, the transaction models with customers involve different trade terms, resulting in varying points in
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time when control of the goods is transferred. Accordingly, revenue is recognised based on the trade terms of individual customers. The process of revenue recognition involves numerous manual procedures, which may lead to inappropriate timing of revenue recognition around the balance sheet date.
As there are numerous daily sales revenue transactions and the transaction amounts prior to and after the balance sheet date are significant to the financial statements, we identified the correctness of revenue recognition timing as a key audit matter.
How our audit addressed the matter
We performed the following audit procedures in respect of the above key audit matter:
-
B. Assessed and tested the appropriateness of internal controls over the sales revenue for a specific period prior to and after the balance sheet date.
-
C. Selected samples of sales revenue transactions for a specific period prior to and after the balance sheet date, reviewed their transaction terms, verified related supporting documents and compared with recorded entries to assess the correctness of revenue recognition timing.
-
D. Sent out inventory confirmation letters for selected samples or conducted physical count of inventory quantities held and agreed to accounting records.
Allowance for inventory valuation losses
Description
Refer to Note 4(14) for accounting policies on inventory valuation, Note 5(2)3 for the uncertainty of accounting estimates and assumptions in relation to inventory valuation losses, and Note 6(8) for details of inventories. As at December 31, 2025, the Group’s inventories and allowance for inventory valuation losses amounted to NT$1,115,366,078 thousand and NT$19,791,759 thousand, respectively.
The Group is primarily engaged in manufacturing and sales of 3C electronic products. Due to rapid technological innovations, short lifespan of electronic products and fluctuations in market prices, there is a higher risk of inventory losses arising from market value decline or obsolescence. The Group recognises inventories at the lower of cost and net realisable value, and the net realisable value is estimated based on historical experience. An allowance for inventory valuation losses is provided for those inventories aged over a certain period and those individually identified as obsolete or damaged.
As the amounts of inventories are material, the types of inventories vary, and the estimation of net realisable value for individually obsolete or damaged inventories is subject to management’s judgment, we considered the allowance for inventory valuation losses a key audit matter.
How our audit addressed the matter
We performed the following audit procedures in relation to the provision for inventory valuation losses for individually obsolete or damaged inventories:
-
D. Ensured consistent application of accounting policies in relation to allowance for inventory valuation losses and assessed the reasonableness of these policies.
-
32 -
-
E. Validated the appropriateness of system logic of inventory aging report utilised by management to ensure proper classification of inventories aged over a certain period.
-
F. Evaluated the reasonableness of inventories individually identified as obsolete or damaged by checking the related supporting documents and comparing with the information obtained from physical inventory count.
-
G. Discussed with management the net realisable value of inventories aged over a certain period and individually identified as obsolete or damaged, validated respective supporting documents and reperformed the calculation.
Impairment assessment on goodwill arising from the acquisition of Belkin International, Inc. (“Belkin”) and FIT Voltaira Group GmbH
Description
Refer to Note 4(22) for accounting policy on impairment assessment of non-financial assets, Note 5(2)1 for critical accounting estimates and assumptions in relation to impairment assessment of goodwill, and Note 6(13) for details of impairment loss.
As at December 31, 2025, the Group had goodwill arising from the acquisition of Belkin and FIT Voltaira Group GmbH amounting to NT$14,389,532 thousand.
Impairment assessment is performed based on the value in use calculation using the discounted cash flow model to determine the recoverable amount of the cash-generating unit (“CGU”). As the key assumptions, including expected growth rate and discount rate, used in the calculation of expected future cash flows involve significant judgement and estimation uncertainty and have a significant impact in assessing goodwill impairment, we considered the the impairment assessment on goodwill arising from the acquisition of Belkin and FIT Voltaira Group GmbH as a key audit matter.
How our audit addressed the matter
We performed the following audit procedures in respect of the above key audit matter:
-
E. Obtained an understanding of, and validated the key control procedures performed by management, including review and approval of financial budgets and assumptions.
-
F. Assessed the appropriateness of the valuation methodology used in determining the recoverable amount.
-
G. Involved valuation specialists to assess the reasonableness of the key assumptions, including expected growth rate, expected gross margin and discount rate, used as follows:
-
a. Evaluated the assumptions used, mainly expected growth rate and expected gross margin used in the impairment assessment by comparing them to historical results, economic and industry forecast;
-
33 -
-
b. Benchmarked the discount rate range which is used in determining the recoverable amount against certain market data and industry research; and
-
c. Performed sensitivity analysis over key assumptions used in the model to evaluate the potential impact on the recoverable amounts.
Other matter – Reference to audits of other independent auditors
We did not audit the financial statements of certain consolidated subsidiaries. Those financial statements were audited by other independent auditors, whose reports thereon have been furnished to us, and our opinion expressed herein, insofar as it relates to the amounts included in the consolidated financial statements relative to these consolidated subsidiaries was based solely on the reports of other independent auditors. Total assets of these consolidated subsidiaries amounted to NT$108,365,230 thousand and NT$116,789,585 thousand, constituting 2.12% and 2.66% of the consolidated total assets as at December 31, 2025 and 2024, respectively, and total operating revenues amounted to NT$173,799,853 thousand and NT$148,863,566 thousand, constituting 2.14 % and 2.17% of the consolidated total operating revenues for the years then ended, respectively.
Other matter – Parent company only financial reports
We have audited and expressed an unmodified opinion with other matter paragraph on the parent company only financial statements of Hon Hai Precision Industry Co., Ltd. as at and for the years ended December 31, 2025 and 2024.
Responsibilities of management and those charged with governance for the consolidated financial statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate 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.
Auditor’s responsibilities for the audit of the consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
- 34 -
audit conducted in accordance with the Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and professional skepticism throughout the audit. We also:
-
G. 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 controls.
-
H. 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 controls.
-
I. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
-
J. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern.
-
K. 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.
-
L. 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.
- 35 -
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.
Hsu, Sheng-Chung Hsu, Chieh-Ju for and on behalf of PricewaterhouseCoopers, Taiwan March 16, 2026
The accompanying consolidated financial statements are not intended to present the consolidated 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 consolidated 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 accountants 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 consolidated financial statements are the responsibility of the management, PricewaterhouseCoopers, Taiwan 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.
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HON HAI PRECISION INDUSTRY CO., LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2025 AND 2024
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
| December 31,2025 | December 31,2024 | ||||||
|---|---|---|---|---|---|---|---|
| Assets | Notes | Amount | % | Amount | % | ||
| Current assets | |||||||
| 1100 | Cash and cash equivalents | 6(1) | $ | 1,016,439,967 | 20 $ | 937,108,093 | 21 |
| 1110 | Financial assets at fair value through profit or loss - current |
6(2) | 10,244,873 | - | 7,233,944 | - | |
| 1136 | Financial assets at amortised cost, net - current |
6(4) and 8 | 570,118,722 | 11 | 371,477,333 | 9 | |
| 1139 | Financial assets for hedging - current | 6(5) | - | - | 15,496 | - | |
| 1170 | Accounts receivable, net | 6(6) | 1,151,546,008 | 23 | 1,104,240,863 | 25 | |
| 1180 | Accounts receivable - related parties, net | 7 | 29,761,105 | 1 | 37,177,391 | 1 | |
| 1200 | Other receivables | 6(7) | 45,545,348 | 1 | 44,170,609 | 1 | |
| 1210 | Other receivables - related parties | 7 | 7,574,229 | - | 12,533,487 | - | |
| 130X | Inventories | 6(8) | 1,095,574,319 | 21 | 835,016,178 | 19 | |
| 1410 | Prepayments | 33,371,168 | 1 | 25,151,735 | 1 | ||
| 1470 | Other current assets | 6(4) | 1,651,760 | - | 1,639,947 | - | |
| 11XX | Total current assets | 3,961,827,499 | 78 | 3,375,765,076 | 77 | ||
| Non-current assets | |||||||
| 1510 | Financial assets at fair value through profit or loss - non-current |
6(2) | 96,961,309 | 2 | 91,862,201 | 2 | |
| 1517 | Financial assets at fair value through other comprehensive income - non-current |
6(3) | 136,732,791 | 3 | 98,239,322 | 2 | |
| 1535 | Financial assets at amortised cost, net - non-current |
6(4) and 8 | 5,959,037 | - | 7,372,135 | - | |
| 1550 | Investments accounted for using equity method |
6(9) | 197,612,722 | 4 | 200,117,473 | 5 | |
| 1600 | Property, plant and equipment | 6(10) and 8 | 543,392,999 | 11 | 468,837,633 | 11 | |
| 1755 | Right-of-use assets | 6(11) and 7 | 61,225,702 | 1 | 55,494,116 | 1 | |
| 1760 | Investment property - net | 6(12) | 9,778,626 | - | 8,677,594 | - | |
| 1780 | Intangible assets | 6(13) | 39,696,654 | 1 | 42,437,265 | 1 | |
| 1840 | Deferred income tax assets | 6(37) | 27,872,532 | - | 24,013,864 | 1 | |
| 1900 | Other non-current assets | 6(14) and 7 | 23,612,352 | - | 21,682,832 | - | |
| 15XX | Total non-current assets | 1,142,844,724 | 22 | 1,018,734,435 | 23 | ||
| 1XXX | Total assets | $ | 5,104,672,223 | 100 | 4,394,499,511 |
100 |
(Continued)
- 37 -
HON HAI PRECISION INDUSTRY CO., LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2025 AND 2024
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
| Notes 6(15) 6(16) 6(2) 7 6(17) and 7 6(37) 6(24) 7 6(19)(20) 6(18) 6(2) 6(19) 6(20) 6(24) 6(37) 7 6(23) 6(25) 6(26) 6(27) 6(28) 6(25) 6(29) 9 11 |
December 31,2025 Amount % $ 794,455,770 16 104,793,309 2 744,480 - 1,310,148,512 26 21,784,491 - 272,054,819 5 42,174,938 1 8,812,676 - 9,226,565 - 41,191,749 1 105,461,209 2 2,710,848,518 53 759,259 - 279,637,050 5 26,448,598 1 16,036,347 - 50,118,771 1 30,740,229 1 19,320,096 - 423,060,350 8 3,133,908,868 61 140,034,032 3 226,699,123 5 229,107,982 4 42,604,521 1 1,187,660,977 23 (53,319,814) (1) (15,194) - 1,772,771,627 35 197,991,728 4 1,970,763,355 39 $ 5,104,672,223 100 |
December 31,2024 | December 31,2024 | |||
|---|---|---|---|---|---|---|
| Liabilities and Equity Current liabilities 2100 Short-term loans 2110 Short-term notes and bills payable 2120 Financial liabilities at fair value through profit or loss - current 2170 Accounts payable 2180 Accounts payable - related parties 2200 Other payables 2230 Current tax liabilities 2250 Provisions for liabilities - current 2280 Lease liabilities - current 2320 Long-term liabilities, current portion 2399 Other current liabilities - other 21XX Total current liabilities Non-current liabilities 2500 Financial liabilities at fair value through profit or loss - non-current 2530 Corporate bonds payable 2540 Long-term loans 2550 Provisions for liabilities - non-current 2570 Deferred income tax liabilities 2580 Lease liabilities - non-current 2600 Other non-current liabilities 25XX Total non-current liabilities 2XXX Total liabilities Equity Equity attributable to owners of parent Share capital 3100 Share capital Capital reserve 3200 Capital surplus Retained earnings 3310 Legal reserve 3320 Special reserve 3350 Unappropriated retained earnings Other equity interest 3400 Other equity interest 3500 Treasury stocks 31XX Equity attributable to owners of the parent 36XX Non-controlling interest 3XXX Total equity Commitments and contingent liabilities Subsequent events 3X2X Total liabilities and equity |
Amount $ 794,455,770 104,793,309 744,480 1,310,148,512 21,784,491 272,054,819 42,174,938 8,812,676 9,226,565 41,191,749 105,461,209 2,710,848,518 759,259 279,637,050 26,448,598 16,036,347 50,118,771 30,740,229 19,320,096 423,060,350 3,133,908,868 140,034,032 226,699,123 229,107,982 42,604,521 1,187,660,977 (53,319,814) (15,194) 1,772,771,627 197,991,728 1,970,763,355 $ 5,104,672,223 |
Amount $ 491,787,037 87,675,921 4,444,433 1,112,806,321 20,246,173 255,946,717 27,479,813 2,855,829 7,061,892 63,319,799 101,193,632 2,174,817,567 - 255,048,782 32,743,829 5,382,688 37,388,246 23,921,158 13,609,193 368,093,896 2,542,911,463 138,917,019 197,922,008 213,430,086 113,221,954 1,024,330,213 (42,604,521) (15,194) 1,645,201,565 206,386,483 1,851,588,048 $ 4,394,499,511 |
% | |||
| 11 2 - 25 - 6 1 - - 2 2 |
||||||
| 49 | ||||||
| - 6 1 - 1 1 - |
||||||
| 9 | ||||||
| 58 | ||||||
| 3 5 5 2 23 (1) - |
||||||
| 37 5 |
||||||
| 42 | ||||||
| 100 |
The accompanying notes are an integral part of these consolidated financial statements.
- 38 -
HON HAI PRECISION INDUSTRY CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
YEARS ENDED DECEMBER 31, 2025 AND 2024
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS, EXCEPT FOR EARNINGS PER SHARE AMOUNTS)
| Items Operating revenue Operating costs Gross profit Operating expenses Selling expenses General and administrative expenses Research and development expenses Total operating expenses Operating profit Non-operating income and expenses Interest income Other income Other gains and losses Finance costs Share of profit (loss) of associates and joint ventures accounted for using equity method Total non-operating income and expenses Profit before income tax Income tax expense Profit for the year |
Notes 6(30) and 7 6(8)(34) and 7 6(34) 6(31) 6(32) 6(33) 6(36) 6(9) 6(37) |
Years | ended December 31 | ended December 31 | ||
|---|---|---|---|---|---|---|
| 2025 | % 100 (94) 6 - (1) (2) (3) 3 - - - - - - 3 (1) 2 |
2024 | ||||
| Amount $ 8,103,104,763 (7,604,943,727) 498,161,036 (27,366,834) (89,866,084) (121,705,158) (238,938,076) 259,222,960 31,009,643 11,616,546 14,684,919 (38,096,396) 15,007,194 34,221,906 293,444,866 (78,410,380) $ 215,034,486 |
Amount $ 6,859,615,493 (6,430,669,575) 428,945,918 (25,046,302) (87,520,671) (115,771,718) (228,338,691) 200,607,227 45,576,875 9,874,511 (747,982) (36,795,487) (6,639,987) 11,267,930 211,875,157 (40,195,922) $ 171,679,235 |
% | ||||
| 4000 5000 5900 6100 6200 6300 6000 6900 7100 7010 7020 7050 7060 7000 7900 7950 8200 |
100 (94) |
|||||
| 6 | ||||||
| - (1) (2) |
||||||
| (3) | ||||||
| 3 | ||||||
| 1 - - (1) - |
||||||
| - | ||||||
| 3 (1) |
||||||
| 2 |
(Continued)
- 39 -
HON HAI PRECISION INDUSTRY CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2025 AND 2024
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS, EXCEPT FOR EARNINGS PER SHARE AMOUNTS)
| Years ended December 31 | Years ended December 31 | Years ended December 31 | Years ended December 31 | |||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||||||
| Items | Notes | Amount | % | Amount | % | |||||
| Other comprehensive income | ||||||||||
| Components of other comprehensive | ||||||||||
| income (loss) that will not be reclassified to | ||||||||||
| profit or loss | ||||||||||
| 8311 | Gain on remeasurement of defined benefit | 6(21) | ||||||||
| plans | $ | 33,059 | - | $ | 132,817 | - | ||||
| 8316 | Unrealised gain on valuation of financial | 6(28)(29) | ||||||||
| assets at fair value through other | ||||||||||
| comprehensive income | 14,725,050 | - | 12,139,109 | - | ||||||
| 8320 | Share of other comprehensive loss of | 6(28) | ||||||||
| associates and joint ventures accounted for | ||||||||||
| using equity method | (1,160,601) | - | (3,337,142) | - | ||||||
| 8349 | Income tax related to components of other | 6(37) | ||||||||
| comprehensive income that will not be | ||||||||||
| reclassified toprofit or loss | (3,137,439) | - | (3,288,177) | - | ||||||
| 8310 | Other comprehensive income that will not | |||||||||
| be reclassified toprofit or loss | 10,460,069 | - | 5,646,607 | - | ||||||
| Components of other comprehensive income (loss) that | ||||||||||
| will be reclassified to profit or loss | ||||||||||
| 8361 | Financial statements translation differences | 6(28)(29) | ||||||||
| of foreign operations | (23,549,907) | - | 70,619,893 | 1 | ||||||
| 8368 | Gain (loss) on hedging instrument | 6(5) | 57,991 | - | (57,991) | - | ||||
| 8370 | Share of other comprehensive income | 6(28) | ||||||||
| (loss) of associates and joint ventures | ||||||||||
| accounted for using equity method | (342,345) | - | 478,712 | - | ||||||
| 8399 | Income tax related to components of other | 6(37) | ||||||||
| comprehensive income (loss) that will be | ||||||||||
| reclassified toprofit or loss | (1,923,183) | - | 1,980,305 | - | ||||||
| 8360 | Other comprehensive income (loss) that | |||||||||
| will be reclassified toprofit or loss | (25,757,444) | - | 73,020,919 | 1 | ||||||
| 8300 | Other comprehensive income (loss) for the | |||||||||
| year | $ | (15,297,375) | - | $ | 78,667,526 | 1 | ||||
| 8500 | Total comprehensive income for the year | $ | 199,737,111 | 2 | $ | 250,346,761 | 3 | |||
| Profit attributable to: | ||||||||||
| 8610 | Owners of the parent | $ | 189,353,852 | 2 | $ | 152,705,066 | 2 | |||
| 8620 | Non-controlling interest | 25,680,634 | - | 18,974,169 | - | |||||
| $ | 215,034,486 | 2 | $ | 171,679,235 | 2 | |||||
| Comprehensive income attributable to: | ||||||||||
| 8710 | Owners of the parent | $ | 178,470,051 | 2 | $ | 225,016,794 | 3 | |||
| 8720 | Non-controlling interest | 21,267,060 | - | 25,329,967 | - | |||||
| $ | 199,737,111 | 2 | $ | 250,346,761 | 3 | |||||
| Earnings per share (in dollars) | 6(38) | |||||||||
| 9750 | Basic earnings per share | $ | 13.61 | $ | 11.01 | |||||
| 9850 | Diluted earnings per share | $ | 13.40 | $ | 10.79 |
The accompanying notes are an integral part of these consolidated financial statements.
- 40 -
HON HAI PRECISION INDUSTRY CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
YEARS ENDED DECEMBER 31, 2025 AND 2024
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
Equity attributable to owners of the parent
| 2024 Balance at January 1, 2024 Profit Other comprehensive income (loss) Total comprehensive income (loss) Appropriations of 2023 earnings: Legal reserve Special reserve Cash dividends Changes in equity of associates and joint ventures accounted for using the equity method Adjustments arising from changes in percentage of ownership in subsidiaries Disposal of investments accounted for using equity method Decrease in non-controlling interests Disposal of equity instruments at fair value through other comprehensive income Convertible bonds converted into shares of common stock Due to recognition of equity component of convertible bonds issued Balance at December 31, 2024 2025 Balance at January 1, 2025 Profit Other comprehensive income (loss) Total comprehensive income (loss) Appropriations of 2024 earnings: Legal reserve Special reserve Cash dividends Changes in equity of associates and joint ventures accounted for using the equity method Adjustments arising from changes in percentage of ownership in subsidiaries Disposal of investments accounted for using equity method Decrease in non-controlling interests Disposal of equity instruments at fair value through other comprehensive income Convertible bonds converted into shares of common stock Issuance of new shares Balance at December 31, 2025 |
Share capital | Capital reserve |
Retained Earnings | Retained Earnings | Other EquityInterest | Treasury stocks |
Total | Non-controlling interest |
Total equity | ||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Notes | Legal reserve | Special reserve |
Unappropriated retained earnings |
Financial statements translation differences of foreign operations |
Unrealised gains (losses) from financial assets measured at fair value through other comprehensive income |
Gains (losses) on hedging instruments |
|||||||
| 6(28)(29) 6(27) 6(9)(26) 6(26) 6(26)(28) 6(29) 6(3) 6(25)(26) 6(25)(26) 6(28)(29) 6(27) 6(9)(26) 6(26) 6(26)(28) 6(29) 6(3) 6(25)(26) 6(25)(26) |
$138,629,906 | $198,652,898 | $199,205,382 | $82,154,208 | $ 987,703,855 | $ (121,542,242) | $ 8,320,289 | $ - | $ (15,194) | $1,493,109,102 | $ 193,134,544 | $1,686,243,646 | |
| - - |
- - |
- - |
- - |
152,705,066 106,254 |
- 66,641,705 |
- 5,605,206 |
- (41,437) |
- - |
152,705,066 72,311,728 |
18,974,169 6,355,798 |
171,679,235 78,667,526 |
||
| - | - |
- |
- |
152,811,320 |
66,641,705 |
5,605,206 |
(41,437) |
- |
225,016,794 |
25,329,967 |
250,346,761 |
||
| - - - - - - - - 287,113 - |
- - - 2,044,113 (10,432,219) 58,968 - - 3,757,786 3,840,462 |
14,224,704 - - - - - - - - - |
- 31,067,746 - - - - - - - - |
(14,224,704) (31,067,746) (74,860,149) 2,381,790 (776) (337,679) - 1,924,302 - - |
- - - - - (1,419) - - - - |
- - - - - 337,679 - (1,924,302) - - |
- - - - - - - - - - |
- - - - - - - - - - |
- - (74,860,149) 4,425,903 (10,432,995) 57,549 - - 4,044,899 3,840,462 |
- - - - - - (12,078,028) - - - |
- - (74,860,149) 4,425,903 (10,432,995) 57,549 (12,078,028) - 4,044,899 3,840,462 |
||
| $138,917,019 | $197,922,008 | $213,430,086 | $113,221,954 | $1,024,330,213 | $ (54,901,956) | $ 12,338,872 | $ (41,437) | $ (15,194) | $1,645,201,565 | $ 206,386,483 | $1,851,588,048 | ||
| $138,917,019 | $197,922,008 | $213,430,086 | $113,221,954 | $1,024,330,213 | $ (54,901,956) | $ 12,338,872 | $ (41,437) | $ (15,194) | $1,645,201,565 | $ 206,386,483 | $1,851,588,048 | ||
| - - |
- - |
- - |
- - |
189,353,852 26,447 |
- (21,757,725) |
- 10,806,040 |
- 41,437 |
- - |
189,353,852 (10,883,801) |
25,680,634 (4,413,574) |
215,034,486 (15,297,375) |
||
| - | - |
- |
- |
189,380,299 |
(21,757,725) |
10,806,040 |
41,437 |
- |
178,470,051 |
21,267,060 |
199,737,111 |
||
| - - - - - - - - 392,198 724,815 |
- - - 768,009 229,695 71,482 - - 4,929,745 22,778,184 |
15,677,896 - - - - - - - - - |
- (70,617,433) - - - - - - - - |
(15,677,896) 70,617,433 (80,571,871) 173,369 (2,051) - - (588,519) - - |
- - - - - (393,564) - - - - |
- - - - - - - 588,519 - - |
- - - - - - - - - - |
- - - - - - - - - - |
- - (80,571,871) 941,378 227,644 (322,082) - - 5,321,943 23,502,999 |
- - - - - - (29,661,815) - - - |
- - (80,571,871) 941,378 227,644 (322,082) (29,661,815) - 5,321,943 23,502,999 |
||
| $140,034,032 | $226,699,123 | $229,107,982 | $42,604,521 | $1,187,660,977 | $ (77,053,245) | $ 23,733,431 | $ - | $ (15,194) | $1,772,771,627 | $ 197,991,728 | $1,970,763,355 | ||
| Th | e accompanying no | tes are an integral part of these consoli | dated financial statem | ents. |
- 41 -
HON HAI PRECISION INDUSTRY CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2025 AND 2024
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
| CASH FLOWS FROM OPERATING ACTIVITIES Profit before income tax Adjustments Adjustments to reconcile profit (loss) Depreciation Amortization Cost of share-based payments Provision (reversal of allowance) for doubtful accounts and sales discount Impairment loss Gain on disposal of property, plant and equipment (Gain) loss on financial assets or liabilities at fair value through profit or loss Share of (profit) loss of associates and joint ventures accounted for using equity method Gain on disposal of investments Loss on early termination of long-term loans Interest expense Interest income Dividend income Gain from lease modification Gain on disposal of intangible assets Gain on disposal of right-of-use assets Gain on a bargain purchase Changes in operating assets and liabilities Changes in operating assets Financial assets at fair value through profit or loss, mandatorily measured at fair value Hedging instruments Notes receivable Accounts receivable Accounts receivable - related parties Other receivables Inventories Prepayments Changes in operating liabilities Accounts payable Accounts payable - related parties Other payables Provisions for liabilities Contract liabilities Other current liabilities Accruedpension liabilities Cash inflow generated from operations Income taxespaid Net cash flows from operating activities |
Notes 6(12)(34) 6(34) 6(35) 12(2) 6(33) 6(33) 6(33) 6(9) 6(33) 6(33) 6(36) 6(31) 6(32) 6(11) 6(11) 6(39) |
Years ended December 31 | Years ended December 31 |
|---|---|---|---|
| 2025 $ 293,444,866 94,198,065 3,554,972 2,733,471 2,921,671 2,017,737 (6,435,466) (10,221,775) (15,007,194) (964,016) 406,661 32,628,733 (31,009,643) (5,007,313) (134,627) - (1,928,780) - (6,425,411) 73,487 (167,752) (50,304,920) 8,011,211 6,338,303 (261,176,151) (7,897,310) 197,069,357 824,896 12,347,354 16,528,608 13,452,952 (10,353,186) (66,503) 279,452,297 (52,599,823) 226,852,474 |
2024 | ||
| $ 211,875,157 84,290,178 3,591,370 2,227,397 (128,985) 1,473,918 (1,042,016) 7,024,266 6,639,987 (546,186) - 35,029,581 (45,576,875) (3,886,557) (325,444) (391) (107,243) (2,751,937) (11,272,530) (73,487) (298,606) (223,480,028) (20,739,180) 6,561,507 (76,007,046) (12,262,747) 209,319,741 5,726,018 32,439,868 4,592,925 3,680,454 (3,488,722) 56,964 |
|||
| 212,541,351 (46,512,512) |
|||
| 166,028,839 |
(Continued)
- 42 -
HON HAI PRECISION INDUSTRY CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2025 AND 2024
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
| Notes 6(9) 6(40) 6(40) 6(29) 6(40) 6(27) |
Years ended December 31 | Years ended December 31 | |
|---|---|---|---|
| 2025 $ (5,215,120) 450,259 (189,874,385) (3,337,242) 482,813 - (1,513,639) 2,584,119 277,388 82,370 2,696,862 834,878 (173,439) 1,632,911 5,099,556 (173,763,139) 20,608,235 - (49,485) 2,208,611 (1,700,338) 33,868 (11,551,603) 16,363,855 30,222,043 (1,088,650) (304,689,272) 295,645,546 17,060,000 71,659,124 (44,594,000) 110,660 (21,905,805) (699,131) (10,030,006) (79,062) (26,159,326) (30,489,315) (80,571,871) 169,946,814 (12,778,142) 79,331,874 937,108,093 $ 1,016,439,967 |
2024 | ||
| CASH FLOWS FROM INVESTING ACTIVITIES | $ (4,973,537) 195,674 (214,703,198) (4,506,223) 31,203 6,774,440 (1,638,476) 3,082,918 (1,704,505) (123,370) (4,076,758) 220,465 (11,729,270) 2,286,652 5,509,126 (136,339,059) 5,004,372 46,003 (4,974,782) 120,651 (2,727,548) 49,123 (6,000,217) 15,032,661 55,268,754 (170,917) |
||
| Acquisition of financial assets at fair value through profit or loss | |||
| Proceeds from disposal of financial assets at fair value through profit or loss |
|||
| Acquisition of financial assets at amortised cost - current | |||
| Acquisition of financial assets at amortised cost - non-current | |||
| Proceeds from disposal of financial assets at amortised cost - non-current | |||
| Repayment of financial assets at amortised cost at due date | |||
| Acquisition of financial assets at fair value through other comprehensive income |
|||
| Proceeds from disposal of financial assets at fair value through other comprehensive income |
|||
| Decrease (increase ) in other receivables due from related parties | |||
| Decrease (increase) in other current assets | |||
| Net cash flows from (used in) acquisition of subsidiaries | |||
| Proceeds from disposal of subsidiaries | |||
| Acquisition of investments accounted for using equity method | |||
| Proceeds from disposal of investments accounted for using equity method |
|||
| Return of capital from investments accounted for using equity method | |||
| Acquisition of property, plant and equipment | |||
| Proceeds from disposal of property, plant and equipment | |||
| Proceeds from disposal of investment properties | |||
| Acquisition of right-of-use assets | |||
| Proceeds from disposal of right-of-use assets | |||
| Acquisition of intangible assets | |||
| Proceeds from disposal of intangible assets | |||
| Increase in other non-current assets | |||
| Dividends received | |||
| Interest received | |||
| Other investingactivities | |||
| Net cash flows used in investingactivities | (300,045,818) | ||
| CASH FLOWS FROM FINANCING ACTIVITIES | (25,782,965) 27,120,089 54,185,140 (48,127,641) 24,020,746 (38,558,645) (1,693,476) (8,214,733) (15,715,665) (8,273,823) (48,170,788) (74,860,149) |
||
| Increase (decrease) in short-term loans | |||
| Increase in short-term notes and bills payable | |||
| Proceeds from issuance of bonds | |||
| Repayments of bonds | |||
| Proceeds from long-term debt | |||
| Repayments of long-term debt | |||
| Decrease in other non-current liabilities | |||
| Payment of lease liabilities | |||
| Changes in other non-controlling interests | |||
| Cash dividends paid to non-controlling interest | |||
| Interest paid | |||
| Cash dividendspaid | |||
| Net cash flows from (used in) financing activities | (164,071,910) | ||
| Net effect of changes in foreign currency exchange rates Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year |
37,534,287 | ||
| (260,554,602) 1,197,662,695 |
|||
| $ 937,108,093 |
The accompanying notes are an integral part of these consolidated financial statements.
- 43 -
Attachment IV
Hon Hai Precision Industry Co., Ltd.
Comparison Table of the Revised Articles of the Procedures for the Acquisition and Disposal of Assets
| Article after revision | Article before revision | Explanation |
|---|---|---|
| Article 7: Procedures for acquisition or disposal of real property, equipment, or right-of-use assets thereof I. Evaluation procedure: (omitted). II. Operating procedure: (omitted). III. Procedures to determine transaction terms and approval limits: (I) Omitted. (II) Authorization level 1. Omitted. 2. However, where the type of asset acquired or disposed of is equipment for operational use and the counterparty is not a related party, the aforementioned threshold shall be raised to 5% or more of the Company’s paid-in capital. (Omitted hereunder) |
Article 7: Procedures for acquisition or disposal of real property, equipment, or right-of-use assets thereof I. Evaluation procedure: (omitted). II. Operating procedure: (omitted). III. Procedures to determine transaction terms and approval limits: (I) Omitted. (II) Authorization level 1. Omitted. 2. However, where the type of asset acquired or disposed of is equipment for operational use and the counterparty is not a related party, the aforementioned threshold shall be raised toNT$500 million. (Omitted hereunder) |
In alignment with the FSC Order JGZFZ No. 1140383333 dated July 24, 2025, the Regulations Governing the Acquisition and Disposal of Assets by Public Companies, the authorization limits have been adjusted accordingly. Taking into account the materiality principle for information disclosure, the thresholds for public announcement and filing are relaxed. Accordingly, the authorization limits are aligned with such thresholds to ensure consistency and to avoid situations where the approval threshold at the highest authorization level is lower than the disclosure threshold, thereby enhancing operationalefficiency. |
| Article 10: Calculation of transaction amount The calculation of the transaction amounts referred to in Articles 7, 8, and 9 shall be conducted in accordance with Article 14, Paragraph3.The term "within the preceding year" refers to the one-year period preceding the date of occurrence of the current transaction. Transactions for which an appraisal report issued by a professional appraiser or a CPA's opinion has been obtained in accordance with these Procedures are not required to be included in the calculation. |
Article 10: Calculation of transaction amount (III) The calculation of the transaction amounts referred to in Articles 7, 8, and 9 shall be conducted in accordance with Article 14, Paragraph2, Subparagraph (7).The term "within one year" refers to the one-year period preceding the date of occurrence of the current transaction. Transactions for which an appraisal report issued by a professional appraiser or a CPA's opinion has been obtained in accordance with these Procedures are not required to be included in the calculation. |
In response to the reclassification of Article 14, Paragraph 2, Subparagraph 7 as Paragraph 3, the relevant numbering has been adjusted accordingly. |
- 44 -
| Article after revision | Article before revision | Explanation |
|---|---|---|
| Article 11: Procedures for transactions with related parties I. Evaluation procedures and operating procedures: (I) to (II) omitted. (III) The calculation of the transaction amounts referred to in the preceding two subparagraphs shall be conducted in accordance with Article 14, Paragraph3.The term "within one year" refers to the one-year period preceding the date of occurrence of the current transaction. Transactions for which an appraisal report issued by a professional appraiser or a CPA's opinion has been obtained in accordance with these Procedures, or which have been submitted to and approved by the Audit and Risk Committee and the Board of Directors, are not required to be included in the calculation. (IV) omitted. II. Procedures to determine transaction terms and approval limits: (I) to (II) omitted. (III) The calculation of the transaction amounts referred to in Subparagraph 1 and the preceding subparagraph shall be conducted in accordance with Paragraph3of Article 14. The term "within one year" refers to the one-year period preceding the date of occurrence of the current transaction. Transactions that have been submitted to and approved by the shareholders' meeting or the Board of Directors in accordance with these Procedures are not required to be included in the calculation. (Omitted hereunder) |
Article 11: Procedures for transactions with related parties I. Evaluation procedures and operating procedures: (I) to (II) omitted. (III) The calculation of the transaction amounts referred to in the preceding two subparagraphs shall be conducted in accordance with Article 14, Paragraph2, Subparagraph (7).The term "within one year" refers to the one-year period preceding the date of occurrence of the current transaction. Transactions for which an appraisal report issued by a professional appraiser or a CPA's opinion has been obtained in accordance with these Procedures, or which have been reviewed by the Audit and Risk Committee and approved by the Board of Directors, are not required to be included in the calculation. (IV) omitted. II. Procedures to determine transaction terms and approval limits: (I) to (II) omitted. (III) The calculation of the transaction amounts referred to in Subparagraph 1 and the preceding subparagraph shall be conducted in accordance with Article 14, Paragraph2, Subparagraph (7).The term "within one year" refers to the one-year period preceding the date of occurrence of the current transaction. Transactions that have been submitted to and approved by the shareholders' meeting or the Board of Directors in accordance with these Procedures are not required to be included in the calculation. (Omittedhereunder) |
In response to the reclassification of Article 14, Paragraph 2, Subparagraph 7 as Paragraph 3, the relevant numbering has been adjusted accordingly. |
| Article 14: Information Disclosure I. Timeline and standards for public disclosure of information Omitted. II.RequiredFilings and Standards |
Article 14: Information Disclosure I. Timeline and standards for public disclosure of information Omitted. II.RequiredFilings and Standards |
1. In accordance with the FSC Order JGZFZ No. 1140383333 dated July24,2025, which |
- 45 -
| Article after revision | Article before revision | Explanation | ||
|---|---|---|---|---|
III. |
(I) - (III) (omitted). (IV) Where the type of asset acquired or disposed of is equipment for operational use or right-of-use assets, and the counterparty is not a related party,with a transaction amount reaching 5% or more of the Company’s paid- in capital. (V) (omitted). (VI)Transactions involving the purchase or sale of government bonds, ordinary corporate bonds, and general financial bonds not involving equity (excluding subordinated bonds) on a securities exchange or at a securities firm’s place of business, which do not fall under the proviso of Subparagraph 7 and where the counterparty is not a related party, with a transaction amount reaching 5% or more of the Company’s paid-in capital. (VII)Where an asset transaction other than any of those referred to in the precedingsix subparagraphs, a disposal of receivables by a financial institution, or an investment in the mainland China area reaches 20 percent or more of paid-in capital or NT$300 million; provided, this shall not apply to the following circumstances: 1. Trading of domestic government bonds or foreign government bonds with credit ratings not lower than the sovereign rating of Taiwan. 2. Trading of bonds under repurchase and resale agreements, or subscription or redemption of money market funds issued by domestic securities investment trust enterprises. The transaction amounts referred to Subparagraphs 4 to 7are calculated as follows. "Within the preceding year" as used in the preceding paragraph, refers to the year |
(I) - (III) (omitted). (IV) Where the type of asset acquired or disposed of is equipment for operational use or right-of-use assets, and the counterparty is not a related party, with a transaction amount reaching NT$1 billionor more. (V) (omitted). (VI)Where an asset transaction other than any of those referred to in the precedingfive subparagraphs, a disposal of receivables by a financial institution, or an investment in the China area reaches 20 percent or more of paid-in capital or NT$300 million; provided, this shall not apply to the following circumstances: 1. Trading of domestic government bonds or foreign government bonds with credit ratings not lower than the sovereign rating of Taiwan. 2. Trading of bonds under repurchase and resale agreements, or subscription or redemption of money market funds issued by domestic securities investment trust enterprises. (VII)The transaction amounts referred toSubparagraphs 4 to 6 are calculated as follows. "Within the preceding year" as used in the preceding paragraph, refers to the year preceding the date of occurrence of the current transaction. Items duly announced in accordance with the regulations need not be counted toward the transaction amount. 1.The amount of any individual transaction. 2.The cumulative transaction amount of acquisitions and disposals of the same type of underlying asset with the same transaction counterparty within the preceding year. |
amended the Regulations Governing the Acquisition and Disposal of Assets by Public Companies to relax the thresholds for public announcement and filing. The acquisition or disposal of equipment for operational use is part of the Company's ordinary course of business; therefore, taking into account the materiality principle for information disclosure, the thresholds for public announcement and filing are relaxed. 2. The Company invests in fixed- income bonds for treasury management purposes to enhance cash yields. Taking into account the materiality principle for information disclosure and the risk characteristics of such instruments, and to avoid frequent public announcement and filing, the thresholds for public announcement and filing are relaxed. |
- 46 -
| Article after revision | Article before revision | Explanation |
|---|---|---|
| preceding the date of occurrence of the current transaction. Items duly announced in accordance with the regulations need not be counted toward the transaction amount. (I)The amount of any individual transaction. (II)The cumulative transaction amount of acquisitions and disposals of the same type of underlying asset with the same transaction counterparty within the preceding year. (III)The cumulative transaction amount of acquisitions and disposals (cumulative acquisitions and disposals, respectively) of real property or its right-of-use assets thereof within the same development project within the preceding year. (IV)The cumulative transaction amount of acquisitions and disposals (cumulative acquisitions and disposals, respectively) of the same security within the preceding year. IV.Filing Procedures (Omitted hereunder) |
3.The cumulative transaction amount of acquisitions and disposals (cumulative acquisitions and disposals, respectively) of real property or right-of-use assets thereof within the same development project within the preceding year. 4.The cumulative transaction amount of acquisitions and disposals (cumulative acquisitions and disposals, respectively) of the same security within the preceding year. III.Filing Procedures (Omitted hereunder) |
- 47 -
Appendix I
Hon Hai Precision Industry Co., Ltd.
Rules and Procedures of Shareholders’ Meeting
-
Article 1. Shareholders’ Meeting of the Company (the “Meeting”) shall be conducted in accordance with these Rules and Procedures.
-
Article 2. The shareholders or their representatives present shall wear identification and may hand in attendance cards in lieu of signing the attendance book. The number of shares shall be counted based on the certificate of attendance as furnished plus the quantity of shares for which the voting power is exercised via electronic transmission, and via the visual communication network.
-
In the case if the shareholders' meeting is held by visual communication network, shareholders who wish to attend via this medium should register at the place or website designated by the company two days prior to the shareholders' meeting.
-
Article 3. The participation and voting by shareholders shall be duly calculated based on the number of shares they hold. If shareholders propose to count the attendance, the chairperson may not proceed. In the resolution, if the attendance has reached the statutory quota, the proposal is considered approved.
-
Article 4. The location of shareholders meeting shall be the Company’s current location or such other place that is convenient for shareholders to attend. The meeting shall not commence earlier than 9AM or later than 3PM. The restrictions on the place of the meeting shall not apply when this Corporation convenes a virtual-only shareholders meeting. For virtual shareholders meetings, shareholders may begin to register on the virtual meeting platform 30 minutes before the meeting starts. Shareholders completing registration will be deemed as attend the shareholders meeting in person.
-
Article 5. If a shareholders’ meeting is convened by the board, the chairman of the board shall be the chairman presiding at the meeting. If the chairman of the board is on leave or cannot perform his duties for some reason, the vice chairman shall preside at the meeting on the chairman’s behalf; if the Company does not have a vice chairman or the vice chairman is on leave or cannot perform his duties for some reason, the chairman shall designate one managing director to act on his behalf. If the Company does not have a managing director, the chairman shall designate one director to act on his behalf. If the chairman has not appointed an agent or the designated director cannot perform his duties for some reason, the meeting chair shall be elected from among the directors present. If the meeting is convened by any other person besides the board of
-
48 -
directors who is entitled to convene the meeting, such person shall be the chairman to preside at the meeting. If there are more than two persons convening the meeting, then shall be the one elected by the other.
-
Article 6. The Company may appoint designated attorneys, certified public accounts, or other relevant persons to attend shareholders’ meetings. The staff members who take charge of the shareholders’ meeting affairs shall wear identification certificates or armbands.
-
Article 7. The Company shall record the shareholders’ meetings by audio or video and keep the recording for at least one year.
-
Article 8. The Chairman shall call the meeting to order at the specified meeting time. However, when the attending shareholders do not represent a majority of the total number of issued shares, the chairman may announce a meeting postponement, provided that the number of such postponement is no more than two, and the total time no more than 1 hour. If the quorum is not met after two postponements, but the attending shareholders represent one third or more of the total number of issued shares, a tentative resolution may be adopted pursuant to paragraph 1, Article 175 of the Company Act.
-
Before the end of the meeting, if the number of shares represented by the shareholders present reaches more than half of the total number of issued shares, the chairman may, in accordance with Article 174 of the Company Act, re-submit the tentative resolution to the meeting for voting.
-
Article 9. The agenda for the shareholders’ meetings shall be set by the Board of Directors if the meeting is convened by the Board of Directors. The meeting shall be conducted in accordance with the agenda, which may not be altered without a resolution adopted at the shareholders’ meeting. The preceding provisions of this Article apply mutatis mutandis to cases where shareholders’ meetings are convened by any person(s), other than the Board of Directors, entitled to convene the meeting. Unless otherwise resolved at the shareholders’ meeting, the chairman may not announce adjournment of the meeting unless the scheduled agenda items (including Extemporary Motions) set forth in the preceding provisions of this Article are concluded. If the chairman announces adjournment of the meeting and violates these rules of procedure, the meeting may be continued after electing one of the attendees to be the meeting chairman in accordance to the approval of the majority of the votes represented by the attending shareholders. After the meeting is adjourned, shareholders may not separately elect a chairman and resume the meeting at the original or another venue.
-
Article 10. When a shareholder attending the meeting wishes to speak, he or she shall first fill out a speaker’s card, specifying therein the major points of his or her speech, account number (or number appeared on attendance pass) and account name. The chairman shall determine sequence of shareholders’ speeches.
-
A shareholder in attendance who submits a speaker’s slip but does not speak shall be deemed to have not spoken. In the case where the contents
-
49 -
of a shareholder’s speech differ from those specified on the speaker’s card, the contents of the actual speech shall prevail.
Unless otherwise permitted by the chairman and speaking shareholder, no shareholder shall interrupt the speech of the speaking shareholder; the chairman shall stop any such interruptions.
-
Article 11. A shareholder may not speak more than twice on the same resolution without the chairman’s consent, with five minutes maximum for each speech.
-
The chairman may stop any shareholder who violates the above rules or exceeds the scope of the agenda item.
-
Where a virtual shareholders meeting is convened, shareholders attending the virtual meeting online may raise questions in writing at the virtual meeting platform from the chair declaring the meeting open until the chair declaring the meeting adjourned. No more than two questions for the same proposal may be raised. Each question shall contain no more than 200 words, does not apply to previous two items.
-
Article 12. Any legal entity designated as proxy by shareholder(s) to be present at the meeting may appoint only one representative to attend the meeting. If a corporate shareholder designates two or more representatives to attend the meeting, only one of the representatives so designated may speak on any one motion.
-
Article 13. The chairman may respond or designate other persons to respond after an attending shareholder’s speech.
-
Article 14. When the chairman considers that the discussion for a motion has reached the extent for making a resolution, he may announce discontinuance of the discussion and submit the motion for resolution.
-
Article 15. The persons for supervising the casting of votes and the counting thereof for resolutions shall be designated by the chairman, provided, however, that the person supervising the casting of votes shall be a shareholder. In the event of a virtual shareholders meeting, votes shall be counted at once after the chair announces the voting session ends, and results of votes and elections shall be announced immediately.
-
In the event of a virtual shareholders meeting, when declaring the meeting open, the chair shall also declare, unless under a circumstance where a meeting is not required to be postponed to or resumed at another time under Article 44-20, paragraph 4 of the Regulations Governing the Administration of Shareholder Services of Public Companies, if the virtual meeting platform or participation in the virtual meeting is obstructed due to natural disasters, accidents or other force majeure events before the chair has announced the meeting adjourned, and the obstruction continues for more than 30 minutes, the meeting shall be postponed to or resumed on another date within five days, in which case Article 182 of the Company Act shall not apply.
-
During a postponed or resumed session of a shareholders meeting held under the previous paragraph, no further discussion or resolution is required for proposals for which votes have been cast and counted and
-
50 -
results have been announced, or list of elected directors and supervisors. During a postponed or resumed session of a shareholders meeting held under the third paragraph, the Company shall handle the preparatory work based on the date of the original shareholders meeting in accordance with the requirements listed under Article 44-20, paragraph 4 of the Regulations Governing the Administration of Shareholder Services of Public Companies, and shareholders listed in the register of shareholders whose transfer of ownership is suspended at the original shareholders' meeting have the right to attend the shareholders' meeting.
When the Company convenes a hybrid shareholders meeting, and the virtual meeting cannot continue as described in third paragraph, if the total number of shares represented at the meeting, after deducting those represented by shareholders attending the virtual shareholders meeting online, still meets the minimum legal requirement for a shareholder meeting, then the shareholders meeting shall continue, and not postponement or resumption thereof under the third paragraph is required. When convening a virtual-only shareholders meeting, the Company shall provide appropriate alternative measures available to shareholders with difficulties in attending a virtual shareholders meeting online.
-
Article 16. During the process of the meeting, the chairman may announce a recess at an appropriate time.
-
Article 17. Unless otherwise specified in the Company Act and the Articles of Incorporation, resolutions shall be adopted by a majority of the votes represented by the attending shareholders. The resolution shall be deemed adopted and shall have the same effect as if it was voted by casting ballots if no objection is voiced after inquiry by the chairman.
-
Article 18. Unless listed in the handbook, the contents of new proposals shall ask the chairman or master of ceremonies to be read to attending shareholders. If there is an amendment or replacement proposal to the original proposal, the chairman shall decide the sequence of voting for such proposals, provided that if any one of the proposals has been approved, the others shall be deemed vetoed and no further voting is required. If one of the proposals is approved, the other proposals shall be deemed to be rejected and no more voting shall be needed.
-
Article 19. The chairman may direct disciplinary officers (or security personnel) to maintain the order of the Meeting. For identification purposes, they shall wear a badge bearing the words of “disciplinary officer”.
-
Article 20. If the matters do not apply to these rules, they shall be pursuant to the Company Act and other laws and regulations.
-
Article 21. These rules and procedures shall be effective after ratification at the shareholders’ meetings. The same applies to modifications.
-
51 -
Appendix II
Hon Hai Precision Industry Co., Ltd.
Articles of Incorporation
Chapter I General Provisions
-
Article 1: The Company, organized under the Company Act as a Company limited by shares, and shall be named Hon Hai Precision Industry Co., Ltd. (hereinafter, “the Company”).
-
Article 2: The Company’s scope of business is as follows:
-
C801010 Basic Industrial Chemical Manufacturing
-
C801030 Precision Chemical Materials Manufacturing
-
C802170 Toxic and Concerned Chemical Substances Manufacturing
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C805050 Industrial Plastic Products Manufacturing
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CA01090 Aluminum Casting Manufacturing
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CA01130 Copper Material Rolls overextends and Crowding
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CA01990 Other Non-ferrous Metal Basic Industries
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CA02010 Metal Architectural Components Manufacturing
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CA02990 Other Fabricated Metal Products Manufacturing Not Elsewhere Classified
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CA04010 Metal Surface Treating
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CB01010 Machinery and Equipment Manufacturing
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CB01020 Office Machines Manufacturing
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CB01030 Pollution Controlling Equipment Manufacturing
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CC01010 Electric Power Supply, Electric Transmission and Power Distribution Machinery Manufacturing
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CC01020 Electric Wires and Cables Manufacturing
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CC01030 Electric Appliance and Audiovisual Electric Products Manufacturing
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CC01060 Wired Communication Equipment and Apparatus Manufacturing
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CC01070 Telecommunication Equipment and Apparatus Manufacturing
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CC01080 Electronic Parts and Components Manufacturing.
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CC01090 Batteries Manufacturing
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CC01101 Restrained Telecom Radio Frequency Equipments and Materials Manufacturing
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CC01110 Computers and Computing Peripheral Equipments Manufacturing
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CC01120 Data Storage Media Manufacturing and Duplicating
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CC01990 Electrical Machinery, Supplies Manufacturing
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CD01030 Automobiles and Parts Manufacturing
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CD01060 Aircraft and Parts Manufacturing
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CE01010 Precision Instruments Manufacturing
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CE01021 Metrological Instruments Manufacturing
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CE01030 Photographic and Optical Equipment Manufacturing
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CE01040 Watches and Clocks Manufacturing
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CE01990 Other Photographic and Optical Instruments Manufacturing
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CQ01010 Die Manufacturing
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E603050 Cybernation Equipments Construction
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E603090 Illumination Equipments Construction
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E701040 Basic Telecommunications Equipment Construction
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E801030 Interior Light Rigid Frame Construction
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F106010 Wholesale of Ironware
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F106030 Wholesale of Die
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F107060 Toxic and Concerned Chemical Substances Wholesale Trade
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F107200 Wholesale of Chemistry Raw Material
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F110010 Wholesale of Clocks and Watches
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F111090 Wholesale of Building Materials
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F113010 Wholesale of Machinery
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F113020 Wholesale of Household Appliance
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F113030 Wholesale of Precision Instruments
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F113050 Wholesale of Computing and Business Machinery Equipment
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F113060 Wholesale of Metrological Instruments
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F113070 Wholesale of Telecom Instruments
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F113100 Wholesale of Pollution Controlling Equipments
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F113110 Wholesale of Batteries
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F113990 Wholesale of Other Machinery and Equipment
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F116010 Wholesale of Photographic Equipment
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F118010 Wholesale of Computer Software
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F119010 Wholesale of Electronic Materials
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F206010 Retail Sale of Ironware
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F207060 Toxic and Concerned Chemical Substances Retail
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F207200 Retail sale of Chemistry Raw Material
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F210010 Retail Sale of Watches and Clocks
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F211010 Retail Sale of Building Materials
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F213010 Retail Sale of Household Appliance
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F213030 Retail sale of Computing and Business Machinery Equipment
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F213040 Retail Sale of Precision Instruments
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F213050 Retail Sale of Metrological Instruments
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F213060 Retail Sale of Telecom Instruments
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F213080 Retail Sale of Machinery and Equipment
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F213100 Retail Sale of Pollution Controlling Equipments
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F213990 Retail Sale of Other Machinery and Equipment
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F218010 Retail Sale of Computer Software
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F219010 Retail Sale of Electronic Materials
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F401010 International Trade
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F401021 Restrained Telecom Radio Frequency Equipments and Materials Import
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F401181 Metrological Instruments Importing
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G801010 Warehousing and Storage
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H701010 Residence and Buildings Lease Construction and Development
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H701020 Industrial Factory Buildings Lease Construction and Development
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H703100 Real Estate Rental and Leasing
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H704031 Real Estate Agencies
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H704041 Real Estate Agency Operation
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I101100 Aviation Consultancy
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I301010 Software Design Services
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I301030 Digital Information Supply Services
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I501010 Product Designing
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IF04010 Harmless Checking Services
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IG03010 Energy Technical Services
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ZZ99999 All business items that are not prohibited or restricted by law, except those that are subject to special approval
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I301020 Data Processing Services
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JA02010 Electric Appliance and Audiovisual Electric Products Repair Shops
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CD01040 Motor Vehicles and Parts Manufacturing
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IG01010 Biotechnology Services
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IG02010 Research Development Service
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CF01011 Medical Materials and Equipment Manufacturing
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F108031 Wholesale of Drugs, Medical Goods
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F208031 Retail sale of Medical Equipments
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Article 3: The Company may provide endorsements and guarantees and act as a guarantor.
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Article 4: The Company is headquartered in New Taipei City, Taiwan and when necessary may establish branches or subsidiaries at home and abroad according to resolutions by the board of directors.
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By a resolution of the board of directors, the Company may engage in domestic or foreign investment in other companies. The total amount of the Company’s investment in other companies is exempted from the prohibition against exceeding 40 percent of paid-up capital described in Article 13 of the Company Act.
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Article 5: Public announcements of the Company shall be made in accordance with the provisions of Article 28 of the Companies Act.
Chapter II Shares
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Article 6: The authorized capital of the Company is NT$180 billion, consisting of 18 billion shares, all common stock, with a par value of NT$10 per share. The board of directors is authorized to issue the shares in separate installments as required, of which 500 million shares are reserved for stock options with warrants or corporate bonds for the exercise of stock options. The board of directors is also authorized to issue shares in separate installments as required.
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The recipients of the Company’s employee stock option certificates, the recipients of restricted employee shares, and the recipients of shares reserved for employee subscription in cash capital increases may include employees of subordinate companies who meet certain conditions; the conditions, issuance methods, and subscription methods shall be determined by the Board of Directors.
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Article 7: The share certificates of the Company shall without exception be in registered form, signed by, or affixed with the seals of, at least three directors, and authenticated by the competent governmental authority upon issuance. Shares issued by the Company need not be in certificate form.
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Article 8: All stock processing and related activities, unless otherwise specified by laws and regulations, shall follow the “Guidelines for Stock Operations for Public Companies” issued by the Financial Supervisory Commission.
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Article 9: All entries in the shareholders register due to share transfers shall be suspended for 60 days prior to an ordinary shareholders meeting, or for 30 days prior to an extraordinary shareholders meeting, or for 5 days prior to the record date fixed for distributing dividends, bonus, or any other benefit.
Chapter III Shareholders’ meeting
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Article 10: Shareholders’ meetings of the Company are of two kinds: regular shareholders meetings and extraordinary shareholders meetings. The regular shareholders’ meeting is called once per year within six months of the close of the fiscal year. Extraordinary shareholders meetings may be called in accordance with applicable laws and regulations whenever necessary.
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Electronic voting is one of the voting methods adopted by the Shareholders’ Meeting. The voting procedures shall follow the related provisions issued by the competent authorities.
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The Company’s shareholders' meeting can be held by video conference or other methods announced by the competent authority. The conditions, operating procedures, and other compliance matters that must be met when adopting virtual shareholders' meeting should be handled in accordance with the regulations of the competent authority.
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Article 11: The shareholders’ meeting shall be convened by the board of directors. The chairman of the board shall be the chairman presiding at the meeting. If the chairman of the board is on leave or cannot perform his duties for some reason, pursuant to Article 208 of the Company Act, the shareholders’ meeting shall be convened by others who have the right to convene a meeting and he or she shall be the chairman. If there is more than one person with the rights to convene a shareholders’ meeting, they shall nominate a chairman from among themselves.
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Article 12: For any shareholders’ meeting, a shareholder may appoint a proxy to attend the meeting by using the proxy form issued by the Company and specifying the scope of proxy.
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Article 13: Each shareholder of the Company is entitled to one vote per share, unless otherwise provided by applicable law or regulation.
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Article 14: Unless otherwise provided by applicable law or regulation, a resolution of the shareholders’ meeting shall be adopted by the consent of a majority of the votes represented by those in attendance at the meeting, in person or by proxy, by shareholders who represent a majority of the total issued shares.
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Article 15: The resolutions of the shareholders meeting shall be recorded in the minutes, and such minutes shall be signed by or sealed with the stamp of the chairman of the meeting. Such minutes, together with the attendance list and proxies, shall be filed and kept at the head office of the Company and announced to all shareholders within 20 days. The minutes shall record the essential proceedings and their results, and shall be kept by the Company together with the attendance register of shareholders present and the proxies for attendance.
Chapter IV Board of Directors and the Audit Committee
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Article 16: The Company shall have seven to eleven directors, with three-year office term. Directors are elected and appointed by the shareholders’ meeting from candidates in accordance with the candidate nomination system of Article 192-1 of the Company Act. Candidate(s) may continue in office if re-elected. The aggregate shareholding percentages of the entire bodies of directors shall comply with the regulations prescribed by the securities supervisory authorities.
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Article 16-1: Pursuant to Article 14-2 and Article 183 of the Securities and Exchange Act, the Company’s board of directors shall include at least two independent directors, and independent directors should be no less than 1/5 of the total number of directors.
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Article 17: The board of directors shall consist of the directors of the Company; the chairman of the board of directors shall be elected from among the directors by a majority of directors in attendance at a meeting attended by at least two-thirds of the directors. The chairman of the board of directors shall represent the Company in external matters. If the chairman of the board is on leave or cannot perform his duties for some reason, the chairman shall designate a director to act on his behalf.
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Article 18: Except for the first meeting of the board of directors of every new term, which shall be convened pursuant to Article 203 of the Company Act, all other meetings of the board of directors shall be convened by the chairman of the board of directors. Unless otherwise provided for by
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applicable law or regulation, a resolution of the board of directors shall be adopted by the consent of a majority of the votes represented by those the majority in attendance at the board of directors meeting. If a director is unavailable to attend a meeting in person, the director may issue a power of attorney for the given meeting specifying the scope of the authorized powers to authorize another director to attend the meeting on the director’s behalf, provided that a director may represent only one other director at a meeting pursuant to Article 205 of the Company Act. Meetings of the board of directors shall be called once per quarter, and extraordinary sessions may be convened only when necessary.
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Article 18-1: The meeting notice shall specify the reasons for convening the meeting and shall be sent to the directors by mail, e-mail, fax, or hand delivery at least 7 days prior to the meeting. In emergency circumstances, however, a meeting may be called on shorter notice.
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Article 19: The authorities of the board of directors are as follows:
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The Company’s business focus, business and long-term development plans shall be decided by the board of directors.
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Propose the Company’s annual budget plan.
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Propose to increase or decrease Company capital.
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Propose profit distribution or a plan for recovery of losses.
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Propose major contracts.
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Propose to revise the Articles of Incorporation.
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Set up Company organizational structures and business rules.
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Setup, dissolution, re-organization, and dismissal of branch offices.
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Commissioning and decommissioning of the Company’s CEO, deputy general managers and managers.
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Convening of the shareholders’ meeting.
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Propose the acquisition or disposal of the Company’s major assets.
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Propose external endorsements and guarantees or schedule foreign investments.
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Prose to increase the Company’s capital plan by dividends, bonus, or reserves.
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The authorities pursuant to Article 202 of the Company Act.
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Resolutions regarding shareholder cash bonuses, legal reserve, and additional paid-in capital.
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Article 20: If there is a shortfall of one-third of directors, the Board of Directors shall convene a shareholders’ meeting for the by-election. The term of newly elected directors shall continue for the original term of the directors
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replaced, except in the case of a comprehensive re-election of all directors.
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Article 21: The resolutions of the board meeting shall be recorded in the meeting minutes, signed or sealed by the chairman, and distributed to the directors within 20 days after the meeting. The minutes shall be taken in the order of the date, place, name of the chairman and resolution method, as well as the essentials of the proceedings and voting results. The minutes shall be kept by the Company together with the attendance register of directors present and the proxies for attendance.
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Article 22: (deleted)
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Article 23: (deleted)
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Article 24: When the term of the board of the directors has expired and no time to hold the re-election, the term of the directors shall be extended until the newly elected directors take office.
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The Board of Directors shall set up functional committees. The Committee members’ qualifications, duties and related matters shall be defined by the Board of Directors in accordance with the related laws and regulations.
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The company sets up the Audit Committee to replace the role of Supervisors.
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The Audit Committee shall be comprised of all independent directors, whose number shall be no less than three, and one of whom will be the convener.
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Article 25: The Board of Directors is authorized to decide the compensation to all directors at a rate consistent with general practices in the industry. The Board of Directors is authorized to purchase liability insurance for directors, in accordance with a resolution of the board of directors adopted by consent of a majority of the votes represented by those the majority in attendance at the board of directors meeting.
Chapter V Managerial Officers
Article 26: The Company may appoint one Chief Executive Officer, whose commissioning, decommissioning and pay rate shall be as pursuant to Article 29 of the Company Act.
Chapter VI Accounting
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Article 27: After the close of each fiscal year, the following reports shall be prepared by the board of directors and submitted to the regular shareholders’
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meeting for ratification. 1. Business Report. 2. Financial Statements. 3. Proposal Concerning Appropriation of Net Profits or Recovering of Losses.
- Article 28: If the Company reports a surplus (Surplus refers to profit before tax deducted appropriated employee remuneration), 5%-7% of which shall be set aside as employee remuneration, of which no less than 10% shall be allocated as remuneration for entry-level employees. If the Company has accumulated losses, the Company shall reserve an amount to offset it. Remuneration of employees as per the preceding paragraph can be made in stock or cash; payment counterparties may include employees of subsidiaries of the Company meeting certain specific requirements. The Board of Directors is authorized to decide such conditions and methods of distribution.
The proceeding two paragraphs shall be based on resolutions by the Board of Directors and reported to the shareholders’ meeting.
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Article 28-1: The annual net income of the Company shall be appropriated in accordance with the priorities listed as follows:
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Recovering of Losses.
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Appropriation of 10% for legal capital reserve.
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Appropriate or return to Special capital reserve pursuant to applicable law or regulation.
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As to the earnings available for appropriation to shareholders including accumulated un-appropriated earnings and earnings available for appropriation of this year, the board of directors is authorized to draft an appropriation plan in accordance with the dividend policy in Section 4 of this Article.
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The Company authorizes the Board of Directors, with the attendance of at least two-thirds of the directors and the approval of a majority of the directors present, to distribute all or part of the dividends and bonuses to be distributed, as well as capital reserve or legal reserve, in cash, without being subject to the requirement in the preceding paragraph that such distribution be resolved by a shareholders’ meeting.
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The Company is currently at a developing stage. The Company’s dividend distribution policy is subject to the Company’s current and future investment environment, fund requirements, competition from local and abroad, and capital budgets, as well as taking into consideration of the interests of shareholders and
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the long-term financial planning. Shareholder dividends are set aside on accumulated un-appropriated earnings, which shall not be less than 15% of earnings available for appropriation for the year and cash dividends shall not be less 10% of total dividends.
Article 29: The Company may, upon approval by a shareholders’ meeting attended
by shareholders representing more than one-half of the total number of issued shares and with the consent of at least two-thirds of the voting rights of shareholders present, transfer shares to employees at a price lower than the average purchase price of the shares actually repurchased, or issue employee stock option certificates at a subscription price lower than the closing price of the Company’s common shares on the date of issuance.
The recipients of the shares repurchased by the Company pursuant to the preceding paragraph and transferred may include employees of subordinate companies who meet certain conditions; the conditions and transfer methods shall be determined by the Board of Directors.
Chapter VII Supplementary Provisions
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Article 30: Any matters not sufficiently provided for in these Articles of Incorporation shall be handled in accordance with the Company Act and other applicable laws or regulations.
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Article 31: These Articles of Incorporation were enacted on January 5, 1974. The 1st amendment was made on January 20, 1974. The 2nd amendment was made on November 30, 1974. The 3rd amendment was made on July 28, 1975. The 4th amendment was made on August 19, 1975. The 5th amendment was made on January 5, 1976. The 6th amendment was made on February 23, 1976. The 7th amendment was made on November 29, 1977. The 8th amendment was made on August 25, 1978. The 9th amendment was made on April 15, 1982. The 10th amendment was made on March 10, 1983. The 11th amendment was made on April 24, 1984. The 12th amendment was made on September 1, 1984. The 13th amendment was made on April 10, 1986. The 14th amendment was made on December 10, 1986. The 15th amendment was made on November 6, 1987. The 16th amendment was made on April 29, 1989. The 17th amendment was made on October 2, 1989. The 18th amendment was made on October 24, 1989. The 19th amendment was made on December 20, 1989. The 20th amendment was made on December 31, 1989. The
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21st amendment was made on May 19, 1990. The 22nd amendment was made on April 28, 1991. The 23rd amendment was made on May 27, 1992. The 24th amendment was made on June 21, 1993. The 25th amendment was made on May 21, 1994. The 26th amendment was made on June 10, 1995. The 27th amendment was made on June 24, 1996. The 28th amendment was made on June 21, 1997. The 29th amendment was made on October 7, 1997. The 30th amendment was made on June 15, 1998. The 31st amendment was made on June 1, 1999. The 32nd amendment was made on June 2, 2000. The 33rd amendment was made on May 31, 2001. The 34th amendment was made on June 10, 2002. The 35th amendment was made on December 24, 2003. The 36th amendment was made on June 10, 2004. The 37th amendment was made on June 14, 2005. The 38th amendment was made on June 14, 2006. The 39th amendment was made on June 8, 2007. The 40th amendment was made on June 2, 2008. The 41st amendment was made on April 16, 2009. The 42nd amendment was made on June 8, 2010. The 43rd amendment was made on June 8, 2011. The 44th amendment was made on June 18, 2012. The 45th amendment was made on June 26, 2013. The 46th amendment was made on June 25, 2014. The 47th Amendment was made on June 25, 2015. The 48th Amendment was made on June 22, 2016. The 49th Amendment was made on June 21, 2019. The 50th Amendment was made on June 23, 2020. The 51th Amendment was made on May 31,2022. The 52nd Amendment was made on May 29, 2025.
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Appendix III
Hon Hai Precision Industry Co., Ltd.
Shareholdings of Directors and Independent Directors
- I. As of March 31, 2026, the minimum number of shares that all directors must hold and the number of shares recorded in the shareholder register
| Title | Minimum number of shares to hold |
Shares actually held in share register |
|---|---|---|
| Director | N/A (Note) | 2,139,297 |
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Note: The independent directors exceed one-half of the total director seats, and an Audit and Risk Committee has been established in accordance with the Act, the provisions on the minimum percentage requirements for the shareholding respectively of all directors and supervisors does not apply.
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II. As of March 31, 2026, table of shares held by all directors and independent directors.
| Title | Name | Shares actually held in share register |
|---|---|---|
| Chairman | LIU, YOUNG-WAY | 656,219 |
| Director | Chang Ching-Jui | 0 |
| Director | Hon Jin International Investment Co., Ltd. Representative: Chiang,Shang-I |
1,483,078 |
| Director | Hon Jin International Investment Co., Ltd. Representative: Christina Yee-Ru Liu |
1,483,078 |
| Independent Director |
Hwang, Tsing- yuan | 0 |
| Independent Director |
WANG, KUO-CHENG | 0 |
| Independent Director |
LIU, LEN-YU | 0 |
| Independent Director |
CHEN,YUE-MIN | 0 |
| Independent Director |
Hsu Tzu-Mei | 0 |
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