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ICHIA AGM Information 2021

Aug 2, 2021

52057_rns_2021-08-02_79af5d3a-0821-4809-9d0c-b3e52f425969.pdf

AGM Information

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Table of Contents

Table of Contents
Page
I. Meeting Procedure .............................................................................................................. 1
II. Meeting Agenda .................................................................................................................. 2
III. Report Items ......................................................................................................................... 3
IV. Proposals and Discussions ................................................................................................ 4
V. Impromptu Motions ........................................................................................................... 5
Attachments .................................................................................................................................. 6
i. 2020 Business Report ................................................................................................... 6
ii. 2020 Audit Committee’s Audit Report ..................................................................... 8
iii. 2020 Independent Auditor’s Audit Report, Stand-alone Financial Statements
and Consolidated Financial Statements .................................................................... 9
iv. 2020 Earnings Distribution Schedule ...................................................................... 31
v. Comparison of the previous and the amended provisions of the “Rules of
Procedure for Shareholders’ Meeting” .................................................................... 32
vi. Comparison of the previous and the amended provisions of “Procedure for
Election of Directors”. ................................................................................................ 35
vii. Rules of Procedure for Shareholders’ Meeting ...................................................... 37
viii. Procedure for Election of Directors ......................................................................... 42
ix. Shareholding of All Directors ................................................................................... 44

I. Meeting Procedure

ICHIA TECHNOLOGIES INC. Procedure for 2021 Regular Shareholders’ Meeting

  • i. Call the meeting to order ii. Chair address

  • iii. Report items

  • iv. Proposals and discussions

  • v. Impromptu motions

  • vi. Adjournment

1

II. Meeting Agenda

ICHIA TECHNOLOGIES INC. Agenda for 2021 Regular Shareholders’ Meeting

Time: Monday, June 21, 2021 (9:00 a.m.)

Location: No. 268, Huaya 2nd Rd., Guishan Dist., Taoyuan City (The Company’s Meeting Room)

  • i. Call the meeting to order

  • ii. Chair address

  • iii. Report items

  • (i) 2020 Business Report.

  • (ii) 2020 Audit Committee’s Audit Report.

  • (iii) Report on treasury stock.

  • (iv) Report on distribution of remuneration to employees and directors for 2020.

  • (v) Report on cash dividends from earnings and cash distribution from capital surplus for 2020.

  • iv. Proposals and discussions

  • (i) 2020 Business Report and Financial Statements.

  • (ii) 2020 earnings distribution.

  • (iii) Amendment to certain provisions of the “Rules of Procedure for Shareholders’ Meeting”.

  • (iv) Amendment to certain provisions of the “Procedure for Election of Directors”.

  • v. Impromptu motions

  • vi. Adjournment

2

III. Report Items

  • i. 2020 Business Report.

Description: Please refer to Attachment 1 for the 2020 Business Report. (Please refer to pages 6–7 of this handbook)

  • ii. 2020 Audit Committee’s Audit Report.

Description: Please refer to Attachment 2 for 2020 Audit Committee’s Audit Report. (Please refer to page 8 of this handbook)

iii. Re ort on treasur stock. p y

eport on treasurystock.
Repurchase series First time in 2020
Purpose for repurchase Transfer of shares to employees
Actual repurchase period 2020-7-28–2020-9-25
Estimated number of repurchase 10,000,000 shares
Estimated repurchase price range $12–18
Type and number of shares actually
repurchased
Common stock/10,000,000 shares
Actual amount of shares repurchased
$161,328,237
The average repurchase price per
share
$16.13
Number of shares retired and
transferred
0
Cumulative number of shares held in
the Company

10,000,000 shares
Percentage of the cumulative number
of shares held in the Company to the
total number of shares issued(%)

3.25%
  • iv. Report on distribution of remuneration to employees and directors for 2020.

Description: On March 16, 2021, the Company’s Board of Directors resolved to pay $7,000,000 to employees and $4,919,000 to directors as 2020 remuneration, all of which were paid in cash, with no difference from the expense recognized in FY2020.

v. Report on cash dividends from earnings and cash distribution from capital surplus for 2020.

  • Description: On May 11, 2021, the Board of Directors of the Company approved the cash dividends of NT$148,768,267, or NT$0.39 per share. In addition, $32,729,019 from capital surplus, or $0.11 per share will be appropriated to the shareholders according to their shareholdings as recorded in the shareholder roster on the base date of the distribution, for a total of $0.5 per share in cash.

3

IV. Proposals and Discussions

  • i. Subject: 2020 business report and financial statements. (Submitted by the Board)

  • Description: (i) The Company’s stand-alone financial statements and consolidated financial statements for the year ended December 31, 2020 have been audited by CPA Steven Hsieh and CPA Liu Shu-Lin of Deloitte & Touche, who have issued an audit report with an unqualified opinion, and the business report has been audited by the Audit Committee.

    • (ii) Please refer to Attachment 1 and Attachment 3 for the 2020 business report, independent auditor’s audit report and the above financial statements. (Please refer to pages 6–7 and pages 9-30 of this handbook)

    • (iii) Please ratify.

Resolution:

  • ii. Subject: 2020 earnings distribution

(Submitted by the Board)

  • Description: (i) The Company’s 2020 earnings distribution proposal was approved by the Board of Directors on March 16, 2021; please refer to Attachment 4 for the earnings distribution schedule. (Please refer to page 31 of this handbook)

  • (ii) Please ratify.

Resolution:

  • iii. Subject: Amendment to certain provisions of the “Rules of Procedure for Shareholders’ Meeting”. (Submitted by the Board)

  • Description: (i) To comply with the changes of relevant laws and regulations, it is proposed to amend certain provisions of the “Rules of Procedure for Shareholders’ Meeting” of the Company.

    • (ii) Please refer to Attachment 5 for a comparison of the previous and the amended provisions of the “Rules of Procedure for Shareholders’ Meeting”. (Please refer to pages 32-34 of this handbook)

    • (iii) Please refer to Attachment 7 for the previous and the amended provisions of the “Rules of Procedure for Shareholders’ Meeting”. (Please refer to pages 37-41 of this handbook)

    • (iv) Please discuss.

Resolution:

  • iv. Subject: Amendment to certain provisions of the “Procedure for Election of Directors”. (Submitted by the Board)

  • Description: (i) To comply with the changes of relevant laws and regulations, it is proposed to amend certain provisions of the “Procedure for Election of Directors” of the Company.

    • (ii) Please refer to Attachment 6 for a comparison of the previous and the amended provisions of the “Procedure for Election of Directors”. (Please refer to pages 35-36 of this handbook)

    • (iii) Please refer to Attachment 8 for the previous and the amended provisions of the “Procedure for Election of Directors”. (Please

4

refer to page 42 of this handbook)

(iv) Please discuss.

Resolution:

V. Impromptu Motions

VI. Adjournment

5

Attachment 1

Attachments

ICHIA TECHNOLOGIES INC. 2020 Business Report

i. Implementation of Business Plan

(Unit: NTD thousand; Net Profits (Losses) After Tax per Share in NTD)

Item 2019 2020 Increase
(decrease)
percentage(%)
Net operatingrevenues 6,148,946
5,502,842

(10.51%)
Operatingcosts 5,284,735
4,758,407

(9.96%)
Net operating profits(losses) 280,795
195,687

(30.31%)
Non-operating incomes and
expenses
244
(5,674)

(2,425.41%)
Netprofits(losses)after tax 226,792
120,190

(47.00%)
Net profits (losses) after tax
per share
0.74
0.40

(45.95%)
  • ii. Financial receipts and expenditures, and profitability analysis

  • (i) Analysis of financial receipts and expenditures

The Company’s operating revenues for 2020 were $5,502,842 thousand, a decrease of $646,104 thousand, or 11%, from $6,148,946 thousand in 2019. Net profits after tax for 2020 were $120,190 thousand, a decrease of $106,602 thousand from net profits after tax of $226,792 thousand for 2019.

(ii) Profitability analysis

Item 2019 2020
Capital
structure (%)
Debts to total assets ratio 30.99
39.71

Long-term capital to property, plant,
and equipment ratio

210.78

210.56
Solvency (%) Current ratio 213.22
170.34

Quick ratio
181.01
141.43
Times interest earned ratio 12.02
13.58
Profitability
(%)
Return on assets 2.72
1.47
Return on equity 3.83
2.08
Netprofit margin 3.69
2.18
EPS(NTD) 0.74
0.40
  • iii. Research and development

  • (i) Mechanism integrated components (MVI)

Manufacturers that have international design and production capabilities and can provide customers with one-stop shopping will be the future trends in addition to compliance with green environmental protection requirements. In

6

addition to establishing a global design and supply system in response to customer needs, the Company provides design solutions for the vertical integration of mechanisms and electronics through international production and sales collaboration to enhance overall competitiveness.

Technology or product developed successfully:

  • A. Development and manufacturing of liquid silicon (silicone) rubber two-color molding and waterproof mechanism components;

  • B. Multi-functional mechanism module combining optical/electronic technology/metal shrapnel, flexible circuit printed board applications;

  • C. Smart wearable devices, mobile accessories product development and manufacturing;

  • D. Automotive component module development and manufacturing;

  • E. Plastic mechanism combined with capacitive switch module development.

  • (ii) Flexible printed circuit board (FPC)

With the rise of cloud technology in the Internet of Things, FPC has been widely used in smartphones, devices for accessing big data, wearable applications, and in-vehicle products, and is overtaking other products at a breakthrough speed. The advance of technology has led to the expansion of the functions of various products, but the trend of thin and light products has led to an explosive increase in demand for the FPC industry.

In recent years, international cell phone brands such as Apple, Samsung, and emerging markets such as China have maintained growth in smartphone sales, while wearable applications have also created a boom in the industry, injecting new life into the touch panel, optical lens, and wireless communication industries. It is expected that smartphones, wearable products, in-vehicle FPC and IoT applications will be the main business activities in the coming years.

Technology or product developed successfully:

  • A. 10/10um fine line D/S COF technology development;

  • B. 25/25um MSAP fine line FPC technology development;

  • C. Development of FPC for automotive communication, video display and control;

  • D. Wearable eyeglasses, watch, bracelet FPC development;

  • E. TDDI application, SOF integration module development;

  • F. Development of FPC for 5G optical communication signal connection;

  • G. 3D touch FPC development;

  • H. CCM & OLED flexible and rigid laminate development;

  • I. Heat sink (PIVC) FPC development.

Person in charge: Managerial officer: Accounting officer: Creative Investment Co., Ltd. Tseng Kung-Sheng Cheng Ching-Yee Representative: Huang Chiu-Yung

7

Attachment 2

Audit Committee’s Audit Report

The Company’s Board of Directors prepared the 2020 financial statements. Deloitte & Touche has audited the 2020 financial statements and issued an audit report. The above-mentioned business report, financial statements and earnings distribution proposal have been examined by the Audit Committee and are found to be in conformity with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act. Please review.

To:

2021 Regular Shareholders’ Meeting of ICHIA TECHNOLOGIES INC.

Audit Committee convener: Huang Chin-Ming

March 16, 2021

8

Attachment 3

2020 Independent Auditor’s Audit Report, Stand-alone Financial Statements and Consolidated Financial Statements

Independent Auditor’s Report

To the Board of Directors and Shareholders of ICHIA TECHNOLOGIES INC.:

Audit opinions

We have audited the accompanying stand-alone balance sheet of ICHIA TECHNOLOGIES INC. as of December 31, 2020 and 2019, and the related stand-alone comprehensive income statements, stand-alone statement of changes in shareholders’ equity, stand-alone cash flow statements, and notes to the stand-alone financial statements (including significant accounting policies) for the years then ended.

In our opinion, the stand-alone financial statements referred to above present fairly, in all material respects, the stand-alone financial position of ICHIA TECHNOLOGIES INC. as of December 31, 2020 and 2019, and its stand-alone financial performance and cash flows for the years ended December 31 2020 and 2019, in conformity with the requirements of regulations governing the preparation of financial statements by securities issuers.

Basis for opinions

We conclude our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and the Generally Accepted Auditing Standards. Our responsibilities under those standards are further described in the responsibilities of auditors for the audit of the stand-alone financial statements. We are independent of ICHIA TECHNOLOGIES INC. in accordance with the Code of Professional Ethics for Certified Public Accountants, and we have fulfilled our other ethical responsibilities in accordance with the Code. 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 2020 stand-alone financial statements of ICHIA

9

TECHNOLOGIES INC. These matters were addressed in the content of our audit of the stand-alone financial statements as a whole, and in forming our opinion thereon, and we do not provide separate opinions on those matters.

Key audit matters of the 2020 stand-alone financial statements of ICHIA TECHNOLOGIES INC. were as follows:

Authenticity of revenues recognized from sales to specific customers in triangular trade

ICHIA TECHNOLOGIES INC. manufactures a wide range of flexible printed circuit boards and mechanism integrated components (MVI) for the automotive and consumer electronics markets. Its sales patterns include domestic sales, direct export sales and triangular trade. Revenues from sales of triangular trade are recognized when the goods are delivered to a third-party forward designated by the customer and the risks and rewards are transferred. Since the aforementioned revenue recognition process involves manual work, which may result in improper revenue recognition, the authenticity of the sales revenues recognized from triangular trade for customers with more significant increase in sales revenue and growth are included as key audit matters in this year’s stand-alone financial statements.

We have also performed the following major audit procedures with respect to the above key audit matters:

  1. Understand and test the effectiveness of the design and implementation of the internal control system related to revenue recognition.

  2. Obtain samples of sales revenues from triangular trade with specific customers for the whole year, and check the related documents of triangular trade including invoices and customs declarations with the recorded amounts to test the authenticity of the sales revenues recognized.

  3. Examine whether there are any abnormalities in the collection after the credit period granted to specific customers.

Responsibilities of management and those in charge with governance of the stand-alone financial statements

The management is responsible for the preparation and fair presentation of the stand-alone financial statements in accordance with the Regulations Governing the Preparation of Financial Statements by Securities Issuers, and for such internal control as the management determines is necessary to enable the preparation of the stand-alone financial statements to be free from material misstatement whether due to fraud or error.

10

In preparing the stand-alone financial statements, the management is also responsible for assessing the ability of ICHIA TECHNOLOGIES INC. as a going concern, disclosing, as applicable, matters related to a going concern and using the going concern basis of accounting. Unless the management either intends to liquidate ICHIA TECHNOLOGIES INC. or to cease operations, or has no other realistic alternative but to do so.

Those in charge of governance (including the Auditing Committee) are responsible for overseeing the reporting process of the financial statements of ICHIA TECHNOLOGIES INC.

Auditor’s responsibilities for the audit of the stand-alone financial statements

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

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

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

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

11

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

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

  3. Evaluate the overall presentation, structure, and content of the stand-alone financial statements, including related notes, and whether the stand-alone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  4. Obtain sufficient and appropriate audit evidence regarding the financial information or the entities or business activities of ICHIA TECHNOLOGIES INC. to express an opinion on the stand-alone financial statements. We are responsible for the direction, supervision, and performance of the audit of ICHIA TECHNOLOGIES INC. 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 in charge of governance with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought to affect on our independence, and other matters (including related protective measures).

From the matters communicated with those in charge of governance, we determine those matters that were of most significance in the audit of the 2020 stand-alone financial statements of ICHIA TECHNOLOGIES INC. and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or

12

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.

Deloitte Touche Tohmatsu Limited CPA Steven Hsieh CPA Liu Shu-Lin

Financial Supervisory Commission Financial Supervisory Commission approval document approval document Jin-Guan-Zheng-Shen-Zi No. Jin-Guan-Zheng-Shen-Zi No. 1000028068 1050024633

March 16, 2021

13

ICHIA TECHNOLOGIES, INC.

PARENT COMPANY ONLY BALANCE SHEETS

(In Thousands of New Taiwan Dollars)

ICHIA TECHNOLOGIES, INC.
PARENT COMPANY ONLY BALANCE SHEETS
(In Thousands of New Taiwan Dollars)
Assets
Current assets
Cash and cash equivalents(Notes 4 and 6)
Current financial assets at fair value through profit or loss
(Notes 4 and 7)
Accounts receivable, net(Notes 4 and 9)
Receivables from related parties(Notes 4、9 and 27)
Other receivables from related parties(Notes 27)
Current tax assets(Notes 23)
Current inventories(Notes 4 and 10)
Other current assets(Notes 15)
Total current assets
Non-current assets
Non-current financial assets at amortised cost(Notes 4 and
8)
Investments accounted for using equity method(Notes
4 and 11)
Property, plant and equipment(Notes 4 and 12)
Right-of-use assets(Notes 4 and 13)
Deferred tax assets(Notes 4 and 23)
Non-current Defined benefit assets, net(Notes 4 and 19)
Other non-current assets(Notes 15)
Total non-current assets
Total assets
Liabilities and equity
Current liabilities
Short-term loans(Notes 4 and 16)
Current financial liabilities at fair value through profit or
loss(Notes 4 and 7)
Accounts payable(Notes 17)
Payables to related parties(Notes 17 and 27)
Current contract liabilities(Notes 21)
Other payables(Notes 18)
Other payables to related parties(Notes 27)
Current lease liabilities(Notes 4 and 13)
Current portion of long-term debt payable(Notes 4 and 16)
Other current liabilities(Notes 18)
Total current liabilities
Non-current liabilities
long-term debt payable(Notes 4 and 16)
Deferred tax liabilities(Notes 4 and 23)
Non-current lease liabilities(Notes 4 and 13)
Others non-current liabilities(Notes 18)
Total non-current liabilities
Total liabilities
Equity(Notes 20)
Ordinary share
Capital surplus
Retained earnings
Legal reserve
Special reserve
Unappropriated retained earnings
Total retained earnings
Other equity
Treasury shares
Total equity
Total liabilities and equity
December 31,2020
Amount

$ 1,141,628
13
20,001
-
1,501,163
17
1,707
-
41,693
-
612
-
92,094
1
29,894

-
2,828,792

31
126,599
1
5,104,379
57
852,685
9
3,205
-
59,883
1
19,789
-
43,959

1
6,210,499

69
$ 9,039,291
100
$ 981,960
11
-
-
92,083
1
1,518,933
17
2,747
-
48,693
-
378,784
4
1,266
-
167,191
2
9,015

-
3,200,672

35
126,527
2
5,339
-
1,959
-
1,310

-
135,135

2
3,335,807

37
3,075,366

34
2,086,827

23
573,593
6
335,706
4
88,717

1
998,016

11
295,397)
(
3)
161,328)
(
2)
5,703,484

63
$ 9,039,291
100
December 31,2019
Amount
$ 1,141,628
20,001
1,501,163
1,707
41,693
612
92,094
29,894

2,828,792

126,599
5,104,379
852,685
3,205
59,883
19,789
43,959

6,210,499

$ 9,039,291

$ 981,960
-
92,083
1,518,933
2,747
48,693
378,784
1,266
167,191
9,015

3,200,672

126,527
5,339
1,959
1,310

135,135

3,335,807

3,075,366

2,086,827

573,593
335,706
88,717

998,016

295,397)

161,328)

5,703,484

$ 9,039,291
Amount
$ 659,431
71,145
1,399,879
392
36,630
1,393
84,737
32,753

2,286,360

2,067
5,144,394
916,464
-
77,980
19,866
12,466

6,173,237

$ 8,459,597

$ 400,000
98
69,277
1,122,051
1,190
49,513
490,834
-
165,066
6,462

2,304,491

293,996
-
-
2,809

296,805

2,601,296

3,075,366

2,163,711

550,914
137,012
267,004

954,930

335,706)

-

5,858,301

$ 8,459,597
















(
(















(
(

















(
















(


8
1
17
-
-
-
1
-
27
-
61
11
-
1
-
-
73
100
5
-
1
13
-
-
6
-
2
-
27
4
-
-
-
4
31
36
26
6
2
3
11

4)
-
69
100

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

14

ICHIA TECHNOLOGIES, INC.

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

Operating revenue
Sales revenue(Notes 4、21
and 27)
Sales returns

Sales discounts and
allowances
Net sales revenue

Operating costs(Notes 4、10、
22 and 27)
Gross profit from operations

Operating expenses(Notes 22
and 27)
Selling expenses
Administrative expenses
Research and
development expenses
Expected credit
Impairment loss(gain)
Total operating
expenses
Net operating income (loss)

Non-operating income and
expenses(Notes 22 and 27)
Interest income
Other income
Other gains and losses,
net
Finance costs, net

Share of profits of
subsidiaries and
associates
Total non-operating income
and expenses
2020
Amount
$ 3,681,833

(
4,973 )
(
39,050)

3,637,810

3,367,296


270,514

40,920

113,026
13,177
(
12,398)


154,725


115,789

1,755
15,046
(
33,633 )
(
10,623 )

67,076


39,621

15

2020
Amount
Income before income tax
$ 155,410
Income tax expense(Notes 4
and 23)
(
35,220)

Net income

120,190

Other comprehensive income
Components of other
comprehensive income that
will not be reclassified to
profit or loss:
Gains (losses) on
remeasurements of defined
benefit plans(Notes 19)
(
220 )
Components of other
comprehensive income that
will be reclassified to profit or
loss:
Exchange differences arising
on translation of foreign
operations

40,309

Other comprehensive loss for
the year, net of income tax

40,089

Total comprehensive income
$ 160,279

Eearnings per share(Notes 24)
Basic earnings per share
$ 0.40
Diluted earnings per share
$ 0.39
2020
4

1)

3


-
1

1

4


2019
(







(
(
6
-
6

-

5)

5)
1

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

16

ICHIA TECHNOLOGIES, INC.

PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY

(In Thousands of New Taiwan Dollars)


BALANCE, JANUARY 1, 2019

Appropriations of earnings

Legal capital reserve

Special capital reserve

Cash dividends to
shareholders
Net income in 2019

Other comprehensive income
(loss) in 2019, net of income tax
Total comprehensive income (loss)
in 2019
Retirement of treasury share

BALANCE, DECEMBER 31, 2019

Appropriations of earnings

Legal capital reserve

Special capital reserve

Cash dividends to
shareholders
Purchase of treasury shares
Net income in 2020

Other comprehensive income
(loss) in 2020, net of income tax
Total comprehensive income (loss)
in 2020
BALANCE, DECEMBER 31, 2020
Capital Stock - Common Stock
Amount
$ 3,172,676

-
-
-
-

-


-

(
97,310)

3,075,366

-
-
-

-
-

-


-

$ 3,075,366
Capital
Surplus
$ 2,219,748

-
-
-
-
-

-

56,037)

2,163,711
-
-

76,884 )
-
-
-

-

$ 2,086,827
Retained Earnings Retained Earnings
Unappropriated
retained earning
$ 379,342

(
14,511 )
(
137,012 )
(
153,768 )
226,792
(
361)


226,431

(
33,478)

267,004

(
22,679 )
(
198,694 )
(
76,884 )
-
120,190
(
220)


119,970

$ 88,717
Others
Exchange
differences on
translation of
foreign financial
statements
( $ 137,012 )

-

-

-
-
(
198,694)

(
198,694)


-

(
335,706 )

-

-

-
-

-

40,309


40,309

($ 295,397)
Treasury shares
( $ 186,825 )
-
-
-

-

-


-


186,825


-

-
-
-

(
161,328 )
-

-


-

($ 161,328)
Total equity Total equity
Shares
(In Thousands)

317,267



-

-
-

-

-


-

(
9,731)


307,536



-

-
-
-

-

-


-


307,536
Legal reserve
$ 536,403

14,511
-
-
-

-


-


-

550,914
22,679
-

-
-
-

-


-

$ 573,593
Special reserve
$ -

-

137,012

-

-

-


-


-

137,012
-

198,694

-

-
-

-


-

$ 335,706







(










(






(

(
















(
(
(
(

(
(
(
(
(

(



(
(

(





(
(




(


(

(
(



(
(


$ 5,984,332
-
-

153,768 )
226,792
199,055)
27,737
-
5,858,301
-
-

153,768 )

161,328 )
120,190
40,089
160,279
$ 5,703,484

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

17

ICHIA TECHNOLOGIES, INC.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars)

Cash flows from operating activities
Profit (loss) before tax

Adjustments for:
Expected credit loss (gain)

Depreciation expense
Net loss (gain) on financial
assets or liabilities at fair
value through profit or loss
Interest expense
Interest income

Impairment loss (Reversal of
impairment loss) on
inventories
Unrealized (realized) gross
profit on sales to
subsidiaries and associates
Loss (gain) on disposal of
property, plan and
equipment
Changes in operating assets and
liabilities:
Notes and accounts
receivable, net
Other receivables

Inventories
Other current assets
Other operating assets

Contract liabilities
Accounts payable
Other payable
Other current liabilities

Cash generated from operations
Interest received
Interest paid

Income taxes (paid) proceeds

Net cash generated by
operating activities
2020
$ 155,410

(
12,398 )
101,186
(
688 )

10,623
(
1,755 )

(
9,782 )
(
67,076 )

(
2,239 )

(
90,201 )
(
5,063 )

2,425

2,910
(
143 )

1,557
419,688
1,239


2,553

508,246
1,779
(
12,682 )

(
11,003)


486,340
2019
$ 229,408
6,068
106,267
(
1,196 )
21,203
(
3,077 )
1,155
(
243,618 )
(
2,307 )
465,131
(
13,740 )
(
37,402 )
3,267
(
195 )
1,190
257,737
(
937 )

51
789,005
3,374
(
26,997 )

381

765,763

(Continued)

18

Cash flows from investing activities
Acquisition of financial assets at
amortised cost
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 property, plant and
equipment
Proceeds from disposal of property,
plant and equipment
Increase in refundable deposits

Decrease in refundable deposits
Increase in other non-current assets
Increase in prepayments for business
facilities
Dividends received from
subsidiaries
Net cash used in investing
activities
Cash flows from financing activities
Increase in short-term loans

Decrease in short-term loans

Repayments of long-term debt

Decrease in guarantee deposits
received
Increase in other payables to related
parties
Decrease in other payables to related
parties
Payments of lease liabilities

Cash dividends paid

Payments to acquire treasury shares
Net cash used in financing
activities
Net increase in cash and cash equivalents
Cash and cash equivalents at beginning
of period
Cash and cash equivalents at end of
period
2020
( $ 124,532 )

(
170,000 )

221,734

(
17,303 )

2,101
(
1,531 )
-
(
1,192 )

(
49,669 )


147,400


7,008

4,407,020

( 3,825,060 )

(
165,344 )

-

-
(
112,050 )
(
621 )
(
153,768 )

(
161,328)

(
11,151)


482,197

659,431

$ 1,141,628
2019
$ -
( 1,341,060 )
1,505,386
(
10,701 )
234
-
1,328
(
3,396 )
(
7,419 )

-

144,372
2,090,000
( 2,400,000 )
(
340,809 )
(
3,400 )
22,554
-
-
(
153,768 )

-
(
785,423)
124,712

534,719
$ 659,431

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

19

Independent Auditor’s Report

To the Board of Directors and Shareholders of ICHIA TECHNOLOGIES INC.:

Audit opinions

We have audited the accompanying consolidated balance sheet of ICHIA TECHNOLOGIES INC. and subsidiaries as of December 31, 2020 and 2019, and the related consolidated comprehensive income statements, consolidated statement of changes in shareholders’ equity, consolidated cash flow statements, and notes to the consolidated financial statements (including significant accounting policies) for the years then ended.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of ICHIA TECHNOLOGIES INC. and subsidiaries as of December 31, 2020 and 2019, and its consolidated financial performance and cash flows for the years ended December 31 2020 and 2019, in conformity with the requirements of regulations governing the preparation of financial statements by securities issuers and International Financial Reporting Standards, International Accounting Standards, and Interpretations issued by the Financial Supervisory Commission.

Basis for opinions

We conclude our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and the Generally Accepted Auditing Standards. Our responsibilities under those standards are further described in the responsibilities of auditors for the audit of the consolidated financial statements. We are independent of ICHIA TECHNOLOGIES INC. and subsidiaries in accordance with the Code of Professional Ethics for Certified Public Accountants, and we have fulfilled our other ethical responsibilities in accordance with the Code. 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 2020 consolidated financial statements of ICHIA TECHNOLOGIES INC. and subsidiaries. These matters were addressed in the content

20

of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide separate opinions on those matters.

Key audit matters of the 2020 consolidated financial statements of ICHIA TECHNOLOGIES INC. and subsidiaries were as follows:

Authenticity of revenues recognized from sales to specific customers in triangular trade

ICHIA TECHNOLOGIES INC. and subsidiaries manufacture a wide range of flexible printed circuit boards and mechanism integrated components (MVI) for the automotive and consumer electronics markets. Its sales patterns include domestic sales, direct export sales and triangular trade. Revenues from sales of triangular trade are recognized when the goods are delivered to a third-party forward designated by the customer and the risks and rewards are transferred. Since the aforementioned revenue recognition process involves manual work, which may result in improper revenue recognition, the authenticity of the sales revenues recognized from triangle trade for customers with more significant increase in sales revenue and growth are included as key audit matters in this year’s consolidated financial statements.

We have also performed the following major audit procedures with respect to the above key audit matters:

  1. Understand and test the effectiveness of the design and implementation of the internal control system related to revenue recognition.

  2. Obtain samples of sales revenues from triangular trade with specific customers for the whole year, and check the related documents of triangular trade including invoices and customs declarations with the recorded amounts to test the authenticity of the sales revenues recognized.

  3. Examine whether there are any abnormalities in the collection after the credit period granted to specific customers.

Other Matters

We have also audited the stand-alone financial statements of ICHIA TECHNOLOGIES INC. as of and for the year ended December 31, 2020 and 2019 on which we have issued an unqualified opinion.

Responsibilities of Management and Those in Charge of Governance of the Consolidated Financial Statements

The responsibility of management is to prepare fairly presented consolidated financial statements in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards,

21

International Accounting Standards interpretations, and announcements of interpretations recognized and published by the Financial Supervisory Commission and maintain necessary internal control related to the preparation of consolidation of financial statements in order to ensure material misstatement caused by fraud or error does not exist in the consolidated financial statements.

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

Those in charge of governance (including the Auditing Committee) are responsible for overseeing the reporting process of the financial statements of ICHIA TECHNOLOGIES INC. and subsidiaries.

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements

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

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

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

22

  1. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control effective in ICHIA TECHNOLOGIES INC. and subsidiaries.

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

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

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

  5. Obtain sufficient and appropriate audit evidence regarding the financial information or the entities or business activities of the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision, and performance of the audit of the Group. 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 in charge of governance with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought to affect on our independence, and other matters (including related protective measures).

23

From the matters communicated with those in charge of governance, we determine those matters that were of most significance in the audit of the 2020 consolidated financial statements of ICHIA TECHNOLOGIES INC. and subsidiaries and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Deloitte Touche Tohmatsu Limited CPA Steven Hsieh CPA Liu Shu-Lin

Financial Supervisory Commission Financial Supervisory Commission approval document approval document Jin-Guan-Zheng-Shen-Zi No. Jin-Guan-Zheng-Shen-Zi No. 1000028068 1050024633

March 16, 2021

24

ICHIA TECHNOLOGIES, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2019 AND 2020

(In Thousands of New Taiwan Dollars)

Assets
Current assets
Cash and cash equivalents(Notes 4 and 6)
Current financial assets at fair value through profit or loss
(Notes 4 and 7)
Current financial assets at amortised cost(Notes 4 and 8)
Accounts receivable, net(Notes 4 and 9)
Current tax assets(Notes 4 and 23)
Current inventories(Notes 4 and 10)
Other current assets(Notes 15)
Total current assets
Non-current assets
Non-current financial assets at amortised cost(Notes 4 and
8)
Property, plant and equipment(Notes 4 and 12)
Right-of-use assets(Notes 13)
Deferred tax assets(Notes 4 and 23)
Non-current Defined benefit assets, net(Notes 4 and 19)
Other non-current assets(Notes 15)
Total non-current assets
Total assets
Liabilities and equity
Current liabilities
Short-term loans(Notes 4 and 16)
Current financial liabilities at fair value through profit or
loss(Notes 4 and 7)
Accounts payable(Notes 17)
Other payables(Notes 18)
Current tax liabilities(Notes 4 and 23)
Current lease liabilities(Notes 4 and 13)
Current contract liabilities(Notes 21)
Current portion of long-term debt payable(Notes 4 and 16)
Other current liabilities(Notes 18)
Total current liabilities
Non-current liabilities
long-term debt payable(Notes 4 and 16)
Deferred tax liabilities(Notes 4 and 23)
Non-current lease liabilities(Notes 4 and 13)
Guarantee deposit received
Total non-current liabilities
Total liabilities
Equity(Notes 20)
Ordinary share
Capital surplus
Retained earnings
Legal reserve
Special reserve
Unappropriated retained earnings
Total retained earnings
Other equity
Treasury shares
Total equity
Total liabilities and equity
December 31,2020
Amount

$ 1,868,780
20
53,861
1
471,907
5
2,468,869
26
634
-
957,653
10
139,110

1
5,960,814

63
170,247
2
2,783,419
30
131,803
1
198,028
2
19,789
-
196,134

2
3,499,420

37
$ 9,460,234
100
$ 1,445,882
15
-
-
1,693,628
18
248,804
3
8,250
-
1,266
-
7,114
-
167,191
2
27,194

-
3,599,329

38
126,527
2
22,391
-
1,959
-
6,544

-
157,421

2
3,756,750

40
3,075,366

32
2,086,827

22
573,593
6
335,706
4
88,717

1
998,016

11

295,397)
(
3)

161,328)
(
2)
5,703,484

60
$ 9,460,234
100
December 31,2020
Amount

$ 1,868,780
20
53,861
1
471,907
5
2,468,869
26
634
-
957,653
10
139,110

1
5,960,814

63
170,247
2
2,783,419
30
131,803
1
198,028
2
19,789
-
196,134

2
3,499,420

37
$ 9,460,234
100
$ 1,445,882
15
-
-
1,693,628
18
248,804
3
8,250
-
1,266
-
7,114
-
167,191
2
27,194

-
3,599,329

38
126,527
2
22,391
-
1,959
-
6,544

-
157,421

2
3,756,750

40
3,075,366

32
2,086,827

22
573,593
6
335,706
4
88,717

1
998,016

11

295,397)
(
3)

161,328)
(
2)
5,703,484

60
$ 9,460,234
100
December 31,2019 December 31,2019 December 31,2019
Amount
$ 1,868,780
53,861
471,907
2,468,869
634
957,653
139,110

5,960,814

170,247
2,783,419
131,803
198,028
19,789
196,134

3,499,420

$ 9,460,234

$ 1,445,882
-
1,693,628
248,804
8,250
1,266
7,114
167,191
27,194

3,599,329

126,527
22,391
1,959
6,544

157,421

3,756,750

3,075,366

2,086,827

573,593
335,706
88,717

998,016


295,397)


161,328)

5,703,484

$ 9,460,234
Amount
$ 1,841,401
77,767
21,085
2,217,518
16,135
675,589
120,698

4,970,193

130,992
2,921,587
131,066
198,942
19,866
116,609

3,519,062

$ 8,489,255

$ 673,844
98
1,218,582
236,991
7,839
-
5,586
165,066
23,004

2,331,010

293,996
-
-
5,948

299,944

2,630,954

3,075,366

2,163,711

550,914
137,012
267,004

954,930

335,706)

-

5,858,301

$ 8,489,255
















(
(















(
(

















(
















(


22
1
-
26
-
8
2
59
2
34
2
2
-
1
41
100
8
-
14
3
-
-
-
2
-
27
4
-
-
-
4
31
36
26
6
2
3
11
4)
-
69
100

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

25

ICHIA TECHNOLOGIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

Operating revenue(Notes 4
and 21)
Sales revenue

Sales returns

Sales discounts and
allowances
Net sales revenue
Operating costs(Notes 4、
10 and 22)
Gross profit from
operations
Operating expenses(Notes
22)
Selling expenses
Administrative
expenses
Research and
development
expenses
Expected credit
Impairment
loss(gain)
Total operating
expenses
Net operating income

Non-operating income and
expenses(Notes 22)
Interest income
Other income
Other gains and losses,
net
Finance costs, net

Total non-operating
income and expenses
2020
101


-

(
1)

100

(87)

13

3
4
3

-

10


3

-
1
(
1 )

-


-
2019
Amount
$ 5,582,757

(
15,409 )
(
64,506)

5,502,842

(4,758,407)


744,435

176,257
210,483
176,144
(
14,136)


548,748


195,687

23,732
39,221
(
53,517 )
(
15,110)

(
5,674)
Amount
$ 6,215,151

(
24,510 )
(
41,695)

6,148,946

(5,284,735)


864,211

173,499
237,307
165,050

7,560


583,416


280,795

15,245
22,716
(
12,218 )
(
25,499)


244
101

-
(
1)
100
(86)
14
3
4
3

-
10

4
-
-

-

-

-

26

Income before income tax

Income tax expense(Notes
4 and 23)
Net income

Other comprehensive
income
Components of other
comprehensive income that
will not be reclassified to
profit or loss
Gains (losses) on
remeasurements of defined
benefit plans(Notes 19)
Components of other
comprehensive income that
will be reclassified to profit
or loss
Exchange differences
arising on translation of
foreign operations
Other comprehensive loss
for the year, net of income
tax
Total comprehensive
income
Eearnings per share(Notes
24)
Basic earnings per share

Diluted earnings per share
2020
3

(
1)


2


-


1


1


3


2019
4
(
1)

3

-
(
3)
(
3)

-

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

27

ICHIA TECHNOLOGIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(In Thousands of New Taiwan Dollars)


BALANCE, JANUARY 1, 2019
Appropriations of earnings
Legal capital reserve
Special capital reserve
Cash dividends to
shareholders
Net income in 2019
Other comprehensive income
(loss) in 2019, net of income tax

Total comprehensive income (loss)
in 2019

Retirement of treasury share

BALANCE, DECEMBER 31, 2019
Appropriations of earnings
Legal capital reserve
Special capital reserve
Cash dividends to
shareholders
Purchase of treasury shares
Net income in 2020
Other comprehensive income
(loss) in 2020, net of income tax

Total comprehensive income (loss)
in 2020

BALANCE, DECEMBER 31, 2020
Capital Stock - Common Stock
Shares
(In Thousands)
Amount
317,267
$ 3,172,676

-
-
-
-
-
-
-
-

-

-


-

-

(
9,731)
(
97,310)

307,536
3,075,366

-
-
-
-
-
-

-
-
-
-

-

-


-

-


307,536
$ 3,075,366
Capital Stock - Common Stock
Shares
(In Thousands)
Amount
317,267
$ 3,172,676

-
-
-
-
-
-
-
-

-

-


-

-

(
9,731)
(
97,310)

307,536
3,075,366

-
-
-
-
-
-

-
-
-
-

-

-


-

-


307,536
$ 3,075,366
Capital
Surplus
$ 2,219,748

-
-
-
-
-

-

56,037)

2,163,711
-
-

76,884 )
-
-
-

-

$ 2,086,827
Retained Earnings Retained Earnings
Unappropriated
retained earning
$ 379,342

(
14,511 )
(
137,012 )
(
153,768 )
226,792
(
361)


226,431

(
33,478)

267,004

(
22,679 )
(
198,694 )
(
76,884 )
-
120,190
(
220)


119,970

$ 88,717
Others
Exchange
differences on
translation of
foreign financial
statements
( $ 137,012 )

-

-

-
-
(
198,694)

(
198,694)


-

(
335,706 )

-

-

-
-

-

40,309


40,309

($ 295,397)
Treasury shares
( $ 186,825 )
-
-
-

-

-


-


186,825


-

-
-
-

(
161,328 )
-

-


-

($ 161,328)

Total equity

Total equity
Shares
(In Thousands)
317,267
-
-
-
-

-

-
(
9,731)
307,536
-
-
-
-
-

-

-

307,536
Legal reserve

$ 536,403

14,511
-
-
-

-


-


-

550,914
22,679
-

-
-
-

-


-

$ 573,593
Special reserve
$ -

-

137,012

-

-

-


-


-

137,012
-

198,694

-

-
-

-


-

$ 335,706


(





(






(

(
















(
(
(
(

(
(
(
(
(

(



(
(

(





(
(




(


(

(
(



(
(


$ 5,984,332
-
-

153,768 )
226,792
199,055)
27,737
-
5,858,301
-
-

153,768 )

161,328 )
120,190
40,089
160,279
$ 5,703,484

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

28

ICHIA TECHNOLOGIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars)

Cash flows from operating activities
Profit (loss) before tax

Adjustments for:
Expected credit loss (gain)

Depreciation expense
Net loss (gain) on financial
assets or liabilities at fair
value through profit or loss
Interest expense
Interest income

Reversal of impairment loss
on inventories
Loss (gain) on disposal of
property, plan and
equipment
Impairment loss on property,
plant and equipment
Changes in operating assets and
liabilities:
Notes and accounts
receivable, net
Inventories

Other current assets

Other operating assets

Contract liabilities
Accounts payable
Other payable
Other current liabilities

Cash generated from operations
Interest received
Interest paid

Income taxes paid

Net cash generated by
operating activities
Cash flows from investing activities
Acquisition of financial assets at
amortised cost
Proceeds from disposal of
financial assets at amortised cost
Acquisition of financial assets at
fair value through profit or loss
29
2020
$ 190,013

(
14,136 )
406,411
(
54,434 )

15,110
(
23,732 )

(
4,804 )

(
2,680 )

92
(
237,228 )
(
281,429 )
(
15,254 )
(
143 )

1,528

475,046

11,734


4,190

470,284

20,574
(
15,031 )

(
30,606)


445,221

(
500,547 )

6,718
2020
( 1,923,238 )
2019
$ 281,039
7,560
445,825
(
7,381 )
25,499
(
15,245 )
(
19,406 )
(
6,827 )
2,709
620,982
208,508
80,178
(
195 )
(
1,370 )
(
211,325 )
(
49,140 )

12,179
1,373,590
11,350
(
26,893 )
(
49,672)
1,308,375
(
150,229 )
92
2019
( 2,903,489 )
Proceeds from disposal of
financial assets at fair value
through profit or loss $ 2,002,398
$ 3,188,168
Acquisition of property, plant and
equipment (
28,983 )
(
70,168 )
Proceeds from disposal of
property, plant and equipment 17,363 8,696
Increase in refundable deposits
(
1,758 )
(
17,254 )
Decrease in refundable deposits 2,292 3,329
Increase in other non-current
assets (
16,855 )
(
4,727 )
Increase in prepayments for
business facilities ( 291,609)
( 202,627)
Net cash used in investing
activities ( 734,219)
( 148,209)
Cash flows from financing activities
Increase in short-term loans
6,183,464
3,436,688
Decrease in short-term loans
( 5,404,203 )
( 3,862,560 )
Repayments of long-term debt
(
165,344 )
(
340,809 )
Increase in guarantee deposits
received 826 543
Decrease in guarantee deposits
received (
289 )
(
5,260 )
Cash dividends paid
(
153,768 )
(
153,768 )
Payments to acquire treasury
shares (
161,328 )
-
Payments of lease liabilities
( 621)
-
Net cash used in financing
activities 298,737
( 925,166)
Effect of exchange rate changes on cash
and cash equivalents 17,640
( 150,399)
Net increase in cash and cash
equivalents 27,379 84,601
Cash and cash equivalents at
beginning of period 1,841,401
1,756,800
Cash and cash equivalents at end of
period $ 1,868,780
$ 1,841,401

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

30

Attachment 4

ICHIA TECHNOLOGIES INC. 2020 Earnings Distribution Schedule

ICHIA TECHNOLOGIES INC.
2020 Earnings Distribution Schedule
Attachment 4
Unit: NTD
Unappropriated earnings at the beginning of the period 2,225,293
Net profits for the period 120,189,791
Defined benefit plan remeasurement recognized in retained
earnings
(220,400)
Additional adjustment to net profits for the period 119,969,391
Provision of legal reserve (10%) (Description 1) (11,996,939)
Reversal of special reserve in accordance with the law 40,308,571
Retirement of treasury stock to write down undistributed
earnings
(33,478,330)
Distributable earnings for the period 117,027,986
Distribution items
Shareholder bonus (Description 2) 116,039,248
Unappropriated earnings at the end of the period 988,738

Each item is described as follows:

  • i. 119,969,391 x 10% = 11,996,939

  • ii. Cash dividend distribution of $0.39 per share is proposed from earnings, in addition to $0.11 per share from capital surplus, for a total of $0.5 per share.

  • iii. In connection with the cash dividend, the chairperson will be authorized to set the ex-dividend date.

  • iv. If the number of outstanding shares is affected by subsequent changes in the Company’s capital, the chairperson is authorized to exercise their full authority to handle any changes in the dividend distribution to shareholders.

  • v. Cash dividends shall be calculated in proportion to the distribution percentage and rounded off to the nearest NTD, and the total amount of the fractional amounts less than NTD 1 shall be adjusted from the largest decimals to the smallest and from the first account number to the last in order to meet the total amount of cash dividends distribution.

Person in charge: Creative Investment Co., Ltd.

Managerial officer: Accounting officer: Tseng Kung-Sheng Cheng Ching-Yee

31

Attachment 5

ICHIA TECHNOLOGIES INC. Comparison of the previous and the amended provisions of the “Rules of Procedure for Shareholders’ Meetin ” g

Provisions before amendment Provisions after amendment Basis for
amendment
Article
5

The chair shall call the meeting to
order at the scheduled meeting time.
If however the presence of
shareholders at that point of time
represent less than one-half of the
total outstanding shares, the chair
may announce to postpone the
meeting up to two times and the total
time lapsed cannot exceed one hour.
If postponement has been made twice
and the shareholders present in the
meeting cannot represent one-half but
represent more than one-third of the
total outstanding shares, a tentative
resolution shall be made in
accordance with the provisions of
Paragraph 1, Article 175 of the
Company Act. If the session is still in
progress with the eventual presence
of shareholders representing more
than half of the total outstanding
shares, the chair shall once again
propose the tentative resolution to the
shareholders’ meeting for resolution
pursuant to Article 174 of the
Company Act.


The chair shall call the meeting to
order at the scheduled meeting time
and at the same time announce the
number of non-voting shares and the
number of shares present. If however
the presence of shareholders at that
point of time represent less than
one-half of the total outstanding
shares, the chair may announce to
postpone the meeting up to two times
and the total time lapsed cannot
exceed one hour. If postponement has
been made twice and the
shareholders present in the meeting
cannot represent one-half but
represent more than one-third of the
total outstanding shares, a tentative
resolution shall be made in
accordance with the provisions of
Paragraph 1, Article 175 of the
Company Act. If the session is still in
progress with the eventual presence
of shareholders representing more
than half of the total outstanding
shares, the chair shall once again
propose the tentative resolution to the
shareholders’ meeting for resolution
pursuant to Article 174 of the
CompanyAct.



Amended in
accordance
with relevant
laws and
regulations.
Article
7

If a shareholders’ meeting is
convened by the Board of Directors,
the meeting agenda shall be set by the
Board of Directors. The meeting
should proceed in the order set by the
agenda, which may not be changed
without a resolution of the
shareholders’ meeting.
The provision referred to above is
applicable even when the
shareholders’ meeting is convened by
someone other than the Board of
Directors.


If a shareholders’ meeting is
convened by the Board of Directors,
the meeting agenda shall be set by the
Board of Directors. The meeting
should proceed in the order set by the
agenda, which may not be changed
without a resolution of the
shareholders’ meeting.
The provision referred to above is
applicable even when the
shareholders’ meeting is convened by
someone other than the Board of
Directors.


Amended in
accordance
with relevant
laws and
regulations.

32

Provisions before amendment Provisions after amendment Basis for
amendment
The chair must not declare the
meeting adjourned before conclusion
of the meeting agenda of the
preceding two paragraphs (including
extraordinary motions),
except by a resolution of the
shareholder meeting.
Matters pertaining to election or
discharge of directors, alteration of
the Articles of Incorporation,
reduction of capital, application for
the approval of ceasing its status as a
public company, approval of
competing with the company by
directors, surplus profit distributed in
the form of new shares, reserve
distributed in the form of new shares,
dissolution, merger, spin-off, or any
matters as set forth in Paragraph 1,
Article 185 of the Company Act shall
be itemized in the causes or subjects
to be described and the essential
contents shall be explained in the
notice to convene a meeting of
shareholders, and shall not be
brought up as impromptu motions;
the essential contents may be posted
on the website designated by the
competent authority in charge of
securities affairs or the Company, and


The chair must not declare the
meeting adjourned before conclusion
of the meeting agenda of the
preceding two paragraphs (including
extraordinary motions),
except by a resolution of the
shareholder meeting.
Matters pertaining to election or
discharge of directors, alteration of
the Articles of Incorporation,
reduction of capital, application for
the approval of ceasing its status as a
public company, approval of
competing with the company by
directors, surplus profit distributed in
the form of new shares, reserve
distributed in the form of new shares,
dissolution, merger, spin-off, or any
matters as set forth in Paragraph 1,
Article 185 of the Company Act,
Article 26-1, Article 43-6 of the
Securities and Exchange Act, and
Article 56-1 and Article 60-2 of the
Regulations Governing the Offering
and Issuance of Securities by
Securities Issuers,shall be listed and
described in the reasons for the
convening of the meeting, and shall
not be proposed as an impromptu
motion.
Where re-election of all directors and
the date of their assumption of offices
are stated in the causes for convening
the shareholder meeting, after the
completion of the re-election in the
meeting such date of their
assumption of offices may not be
altered by any impromptu motion or
other means in the same meeting.

such website shall be indicated in the
above notice.
Where re-election of all directors and
the date of their assumption of offices
are stated in the causes for convening
the shareholder meeting, after the
completion of the re-election in the
meeting such date of their
assumption of offices may not be
altered by any impromptu motion or
other means in the same meeting.
Article
20

Resolutions adopted at a
shareholders’ meeting shall be
recorded in the minutes of the
meeting, which shall be affixed with
the signature or seal of the chair of
the meeting and shall be distributed
to all shareholders of the company
Resolutions adopted at a
shareholders’ meeting shall be
recorded in the minutes of the
meeting, which shall be affixed with
the signature or seal of the chair of
the meeting and shall be distributed
to all shareholders of the company
Amended in
accordance
with relevant
laws and
regulations.

33

Provisions before amendment Provisions after amendment Basis for
amendment
within twenty days after the close of
the meeting. The minutes may be
distributed by public announcement.
The meeting minutes should
accurately record the year, month,
day, and place of the meeting, the
chair’s name, the methods of
ratification, and a summary of the
discussions and voting results
(including statistics of voting rights),
and disclose the number of voting
rights won by each candidate in the
event of an election of directors. The
meeting minutes should be kept for
the duration of the existence of the
Company. The attendance list bearing
the signatures of shareholders present
at the meeting and the powers of
attorney of the proxies shall be kept
by the Company for a minimum
period of at least one year. If legal
action is instituted by shareholders
pursuant to Article 189 of the
Company Act, the ballots shall be
retained until the final ruling of the
action.


within twenty days after the close of
the meeting. The minutes may be
distributed by public announcement.
The meeting minutes should
accurately record the year, month,
day, and place of the meeting, the
chair’s name, the methods of
ratification, and a summary of the
discussions and voting results
(including statistics of voting rights),
and disclose the number of voting
rights won by each candidate as well
as alist of the unsuccessful
candidates and the number of voting
rights they receive in the event of an
election of directors.The meeting
minutes should be kept for the
duration of the existence of the
Company. The attendance list bearing
the signatures of shareholders present
at the meeting and the powers of
attorney of the proxies shall be kept
by the Company for a minimum
period of at least one year. If legal
action is instituted by shareholders
pursuant to Article 189 of the
Company Act, the ballots shall be
retained until the final ruling of the
action.

34

Attachment 6

ICHIA TECHNOLOGIES INC. Comparison of the previous and the amended provisions of “Procedure for Election of Directors”.

Provisions before amendment Provisions before amendment Provisions before amendment Provisions after amendment Provisions after amendment Basis for
amendment
Article
5

If a candidate is a shareholder,
voters must indicate the candidate’s
account name and shareholder
account number in the “candidate”
column of the ballot; for a
non-shareholder, the candidate’s
name and identification number
should be indicated. However,
when the candidate is a
governmental or a corporate
shareholder, the name of the
government or the corporation
should be indicated in the column
for the candidate’s account name on
the ballot, or both the name of the
government or the corporation and
the name of its representative shall
be indicated. When there are several
representatives, the name of each
representative should be indicated
respectively.
This article is
deleted in
accordance
with the
nomination
system of
director
candidates.
Article
6

A ballot is invalid if one of the
following is true:
i.
Not using ballots prepared by
the Board.
ii.
Putting void ballots into the
ballot box.
iii. The handwriting is blurred and
unrecognizable or has been
altered.
iv.Ifthe person to be elected is a
shareholder and their account
name or shareholder account
number does not match with
the shareholder roster; if the
person to be elected is not a
shareholder and their name and
identification numberdo not
match after verification.
v.
In additionto the account name
or shareholder account number
(identification number) of the
person to be elected, the
Article
5
A ballot is invalid if one of
the following is true:
i.
Not using ballots
prepared by persons with
convening rights.
ii.
Putting void ballots into
the ballot box.
iii. The handwriting is
blurred and
unrecognizable or has
been altered.
iv. The names of the persons
to be elected do not
matchwith the list of
director candidates after
verification.
v.
In addition to the number
of voting rights allocated,
other words are included.



Article 5 is
deleted and
article order is
adjusted in
accordance
with the
amendment of
the
nomination
system for
director
candidates.
identification numberdo not
match after verification.
In addition to the account name
or shareholder account number
(identification number) of the
person to be elected, the

35

Provisions before amendment Provisions before amendment Provisions after amendment Provisions after amendment Basis for
amendment
vi. number of voting rights
allocated and other matters as
stipulated in Article 6, other
words are included.
The name of the person to be
elected is the same as that of
other shareholders without the
shareholder’s account number
or identification number to
discern them.
Article
7

After the voting is completed, the
ballot box should be opened on the
spot. The results of the voting shall
be announced by the chair on the
spot.
Article
6
After the voting is completed,
the ballot box should be
opened on the spot. The
results of the voting shall be
announced by the chair on
the spot, including the list of
directors elected and the
number of their elected
rights.
Article 5 is
deleted and
article order is
adjusted in
accordance
with the
amendment of
the
nomination
system for
director
candidates.
Article
8

Omitted
Article
7
Omitted Article order
is adjusted in
accordance
with the
deletion of
article 5.

36

Attachment 7

ICHIA TECHNOLOGIES INC.

Rules of Procedure for Shareholders’ Meeting

  • i. The Company’s procedure for shareholders’ meeting should be governed by the rules.

  • ii. Each shareholder may present the authorization of proxy document prepared by the Company with the scope of authorization defined to appoint a proxy to attend each session of the shareholders’ meeting.

  • One shareholder may appoint one proxy and present one authorization of proxy and such document shall be delivered to the Company five days prior to the scheduled date of the shareholders’ meeting. Where duplicate copies of the authorization of proxy are delivered, the earliest one delivered shall prevail. Unless a declaration is made to cancel the earlier appointment of proxy. After the delivery of the authorization of proxy to the Company, any shareholder who desires to attend the meeting in person or cast the vote in written or electronic form shall inform the Company for the revocation of the authorization in writing two days prior to the scheduled date of the meeting. In the event of any such notice sent beyond the time limit, votes cast by the proxy at the meeting shall prevail.

  • iii. When a corporation is entrusted to attend a shareholders’ meeting, only one representative can be appointed to attend. If a corporate shareholder designates two or more representatives to attend a shareholders’ meeting, only one person may speak on the same proposal.

  • iv. Shareholders or their proxies (hereinafter referred to as the shareholders) should present attendance cards, sign-in cards, or other attendance certificates to attend a shareholder meeting. Solicitors seeking proxy forms should also bring identification documents for verification.

  • The Company may appoint attorneys, certified public accountants or related personnel to attend the shareholders’ meeting as observers.

  • The Company should furnish a signature book for attending shareholders, or the attending shareholders may hand in a sign-in card instead. The quantity of shares represented by the shareholders attending the meeting shall be based on the information of the sign-in book or the sign-in cards being surrendered, plus the votes representing the shares cast in written or electronic means.

  • The Company, beginning from the time it accepts shareholder attendance registrations, should make an uninterrupted audio and video recording of the registration procedure, the proceedings of the shareholder meeting, and the voting and vote counting processes. The recorded materials of the preceding paragraph should be kept for at least one year. However, if any shareholder files a lawsuit in accordance with Article 189 of the Company Act, they shall be kept until the end of the lawsuit.

Shares and votes shall be the basis for counting the attendees at a shareholders’ meeting.

Personnel administering the shareholders’ meeting shall wear ID badges or armbands at the venue of the meeting.

  • v. The chair shall call the meeting to order at the scheduled meeting time. If however the presence of shareholders at that point of time represent less than one-half of the total outstanding shares, the chair may announce to postpone the

37

meeting up to two times and the total time lapsed cannot exceed one hour. If postponement has been made twice and the shareholders present in the meeting cannot represent one-half but represent more than one-third of the total outstanding shares, a tentative resolution shall be made in accordance with the provisions of Paragraph 1, Article 175 of the Company Act. If the session is still in progress with the eventual presence of shareholders representing more than half of the total outstanding shares, the chair shall once again propose the tentative resolution to the shareholders’ meeting for resolution pursuant to Article 174 of the Company Act.

  • vi. For a shareholders’ meeting convened by the Board of Directors, the chair of the meeting shall be appointed in accordance with the provisions of Paragraph 3, Article 208 of the Company Act; whereas for a shareholders’ meeting convened by any other person having the convening right, they shall act as the chair of that meeting provided, however, that if there are two or more persons having the convening right, the chair of the meeting shall be elected from amongst themselves.

  • vii. If a shareholders’ meeting is convened by the Board of Directors, the meeting agenda shall be set by the Board of Directors. The meeting should proceed in the order set by the agenda, which may not be changed without a resolution of the shareholders’ meeting.

  • The provision referred to above is applicable even when the shareholders’ meeting is convened by someone other than the Board of Directors. Before the meeting procedure is accomplished in accordance with the agenda (including impromptu motions) as stated in the preceding two paragraphs, the chair cannot announce for the adjournment of the meeting unless at the resolution of the shareholders in session.

  • Matters pertaining to election or discharge of directors, alteration of the Articles of Incorporation, reduction of capital, application for the approval of ceasing its status as a public company, approval of competing with the company by directors, surplus profit distributed in the form of new shares, reserve distributed in the form of new shares, dissolution, merger, spin-off, or any matters as set forth in Paragraph 1, Article 185 of the Company Act shall be itemized in the causes or subjects to be described and the essential contents shall be explained in the notice to convene a meeting of shareholders, and shall not be brought up as impromptu motions; the essential contents may be posted on the website designated by the competent authority in charge of securities affairs or the Company, and such website shall be indicated in the above notice.

Where re-election of all directors and the date of their assumption of offices are stated in the causes for convening the shareholder meeting, after the completion of the re-election in the meeting such date of their assumption of offices may not be altered by any impromptu motion or other means in the same meeting.

  • viii. Before speaking, an attending shareholder must specify the subject of the speech on a speaker slip, their shareholder account number and account name. The order in which shareholders speak will be set by the chair.

  • ix. Shareholders who have only prepared the speech memo without taking the floor for delivery of the speech shall be deemed to have not delivered a speech. In case the content of the speech delivered on the floor is irrelevant to the content in the speech memo, the content of the speech shall prevail.

38

  • x. A shareholder’s speech may not exceed 5 minutes.

  • xi. A shareholder may not speak more than twice on the same proposal. If the shareholder’s speech violates the rules or exceeds the scope of the topic, the chair may terminate the speech. When a shareholder has the floor, all other shareholders shall not interfere unless with the consent of the chair or the shareholder who is taking the floor. Any unrestrained action shall be discouraged by the chair.

  • xii. After a shareholder in the meeting has expressed an opinion, the chair may respond to the issue personally or appoint specific personnel to respond to the issue.

  • xiii. When discussing proposals, the proposals shall be discussed in the order of the agenda.

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

  • xv. Resolution shall be made by a simple majority of the shareholders with voting right in session unless the Company Act or the Articles of Incorporation otherwise specified. At the time of voting, the chair or the person designated by the chair should first announce the total number of voting rights of the attending shareholders for each proposal, then the shareholders shall vote on each proposal. On the same day after the meeting, the results of shareholders’ approvals, disapprovals and abstentions, shall be publicly announced.

  • Shareholders are entitled to one voting right for each share held, except those who are under restriction or have no voting right as stated in Paragraph 2, Article 179 of the Company Act.

The chair shall appoint the staff to supervise the casting of votes and the counting of votes on condition that such staff is a shareholder. Vote counting for shareholder meeting proposals or elections should be conducted in a public place in the shareholder meeting. Immediately after vote counting has been completed, the results of the voting, including the statistics of the number of voting rights, shall be announced on the spot in the meeting, and recorded.

The shareholders’ meeting of the Company shall allow the exercise of voting rights by electronic means and in writing; in the event that the voting rights are exercised by written or electronic means, the manner of exercise shall be set forth in the notice of the shareholders’ meeting. A shareholder who exercises their voting power at a shareholders’ meeting in writing or by way of electronic transmission shall be deemed to have attended the said shareholders’ meeting in person, but shall be deemed to have waived their voting rights on impromptu motions and the amendments to the contents of the original proposals at that session of the shareholders’ meeting.

Instructions to exercise written and electronic votes mentioned previously shall be delivered to the Company at least two days before the shareholders’ meeting. In the event of duplicate submissions, the earliest submission shall be taken into record. Unless declaration for the revocation of the previous expression of intent is made.

39

Shareholders who wish to attend the shareholders’ meeting in person after exercising their voting rights in writing or using electronic methods are required to withdraw their votes using the same method by which the vote was cast in the first place and by no later than two days before the day of shareholder meeting. The written or electronic vote shall prevail if not withdrawn before the cutoff time. If an expression of intent to vote in written or electronic means has been made and at the same time a proxy has been appointed to attend the meeting, the votes cast by the proxy in the meeting shall stand.

When shareholders appoint a proxy to attend the shareholders’ meeting, except for a trust enterprise or a stock affairs agency approved by the competent securities authority, when one person is concurrently appointed as proxy by two or more shareholders, the voting rights of that proxy must not exceed 3% of the voting rights of the total number of issued shares. If that percentage is exceeded, the voting rights in excess of that percentage shall not be included in the calculation.

  • xvi. The chair may command the proctors (or security personnel) to assist with the maintenance of order. The proctors (or security personnel) at the meeting venue assisting with maintenance of order shall carry ID or wear armbands marked “Proctor.”

  • xvii. When the meeting is in progress, if there is an air attack alarm drill, the meeting will be suspended and evacuated, and the meeting will continue after the alarm is lifted for one hour.

  • xviii. The location for a shareholder meeting should be the premises of the Company, or a place easily accessible to shareholders and suitable for a shareholder meeting. The meeting may begin no earlier than 9 a.m. and no later than 3 p.m.

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

  • If the meeting place cannot be further used and not all of the items (including extraordinary motions) on the meeting agenda have been addressed, the shareholders’ meeting may ratify a resolution to resume the meeting at another place.

The shareholder meeting may, in accordance with the provisions of Article 182 of the Company Act, be resolved to be postponed or resumed within five days. After the meeting is adjourned, shareholders cannot nominate another chair or seek another venue for the continuation of the meeting unless otherwise required by laws and regulations

  • xx. Resolutions adopted at a shareholders’ meeting shall be recorded in the minutes of the meeting, which shall be affixed with the signature or seal of the chair of the meeting and shall be distributed to all shareholders of the company within twenty days after the close of the meeting. The minutes may be distributed by public announcement. The meeting minutes should accurately record the year, month, day, and place of the meeting, the chair’s name, the methods of ratification, and a summary of the discussions and voting results (including statistics of voting rights), and disclose the number of voting rights won by each candidate in the event of an election of directors. The meeting minutes should be kept for the duration of the existence of the Company. The attendance list bearing the

40

signatures of shareholders present at the meeting and the powers of attorney of the proxies shall be kept by the Company for a minimum period of at least one year. If legal action is instituted by shareholders pursuant to Article 189 of the Company Act, the ballots shall be retained until the final ruling of the action.

  • xxi. Matters not provided for in these rules shall be governed by the Company Act, relevant laws and regulations and the Company’s Articles of Incorporation.

  • xxii. These Rules shall be effective upon the approval of the shareholders’ meeting, and the same applies to amendments as well.

41

Attachment 8

ICHIA TECHNOLOGIES INC. Procedure for Election of Directors

  • Revision date: June 12, 2020

  • Article 1 Unless otherwise provided by law or the Articles of Incorporation, the election of directors of the Company shall be governed by the Procedure.

  • Article 2 The Company should adopt the single registered cumulative voting system for the election of directors. Each share should have the same number of voting rights as the number of directors to be elected, which may be cast collectively for a single candidate or split among several candidates. The Board of Directors should prepare election ballots corresponding to the number of directors to be elected, specify the number of voting rights on the ballots and distribute the ballots to the shareholders attending the shareholder meeting. Attendance card numbers printed on the ballots may be used instead of recording the names of voting shareholders.

  • Article 3 The election of directors is based on a candidate nomination system. The shareholders’ meeting shall elect the candidates from the list of director candidates in accordance with the number of directors specified in the Company’s Articles of Incorporation; the candidates with the highest number of voting rights shall be elected sequentially. Independent directors and non-independent directors should be elected at the same time, but their respective elected numbers shall be calculated separately. When two or more persons receive the same number of votes, thus exceeding the specified number of directors, a decision shall be made by drawing lots, with the chair drawing lots for those not in attendance.

  • Article 4 Before the election begins, the chair should appoint a number of persons with shareholder status as vote monitoring and counting personnel to perform the respective duties. The ballot boxes shall be prepared by the Board of Directors and publicly checked by the vote monitoring personnel before voting beings.

  • Article 5 If a candidate is a shareholder, voters must indicate the candidate’s account name and shareholder account number in the “candidate” column of the ballot; for a non-shareholder, the candidate’s name and identification number should be indicated. However, when the candidate is a governmental or a corporate shareholder, the name of the government or the corporation should be indicated in the column for the candidate’s account name on the ballot, or both the name of the government or the corporation and the name of its representative shall be indicated. When there are several

42

representatives, the name of each representative should be indicated respectively.

Article 6 A ballot is invalid if one of the following is true:

  • i. Not using ballots prepared by the Board.

  • ii. Putting void ballots into the ballot box.

  • iii. The handwriting is blurred and unrecognizable or has been altered.

  • iv. If the person to be elected is a shareholder and their account name or shareholder account number does not match with the shareholder roster; if the person to be elected is not a shareholder and their name and identification number do not match after verification.

  • v. In addition to the account name and shareholder account number (identification number) of the person to be elected and the number of voting rights allocated, other words are included.

  • vi. The name of the person to be elected is the same as that of other shareholders without the shareholder’s account number or identification number to discern them.

  • Article 7 After the voting is completed, the ballot box should be opened on the spot. The results of the voting shall be announced by the chair on the spot.

  • Article 8 The Procedure shall come into effect upon the resolution of the shareholders’ meeting, and the same applies to amendments.

43

Attachment 9

ICHIA TECHNOLOGIES INC.

Shareholding of All Directors

  1. The total number of shares issued by the Company as of April 23, 2021 was 307,536,533 shares, and the number of shares legally required to be held by all directors was 12,301,461 shares in accordance with the "Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies.”

  2. The shareholdings of individual shareholders and all directors as recorded on the shareholder roster as of the date of cessation of stock transfer for the regular shareholders' meeting are as follows, which are in compliance with Article 26 of the Securities and Exchange Act.

Date of cessation of stock transfer: April 23,2021 Date of cessation of stock transfer: April 23,2021 Date of cessation of stock transfer: April 23,2021 Date of cessation of stock transfer: April 23,2021 Date of cessation of stock transfer: April 23,2021 Date of cessation of stock transfer: April 23,2021 Date of cessation of stock transfer: April 23,2021 Date of cessation of stock transfer: April 23,2021
Position Name Date
elected
Term
of
office
Shareholding when
elected
Shareholding on the
shareholder roster at
the date of cessation of
stock transfer
Number of
shares
Percentage
%(Note)

Number of
shares

Percentage
%
Chairperson Creative
Investment Co.,
Ltd.
Representative:
HuangChiu-Yung
2020.6.12 3
years
15,468,480
5.03
18,372,480
5.97
Vice
Chairperson
Huang Li-Lin 2020.6.12 3
years
4,732,083
1.54

4,732,083

1.54
Director Huang Tzu-Cheng 2020.6.12 3
years
1,285,000
0.42

1,285,000

0.42
Director Ferrari Investment
Co., Ltd.
Representative:
HuangTzu-Hsuan
2020.6.12 3
years
15,472,481
5.03
18,377,481
5.98
Independent
director
Chen Tai-Ran 2020.6.12 3
years
0
0

0

0
Independent
director
Huang Chin-Ming 2020.6.12 3
years
0
0

0

0
Independent
director
Hsu Wan-Lung 2020.6.12 3
years
0
0

0

0
Total number of shares held byall directors 36,958,044
12.02
42,767,044
13.91

Note 1: The total number of issued shares as of June 12, 2020 was 307,536,533 shares.

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