INVENTEC — AGM Information 2017

Jun 20, 2017

INVENTEC CORPORATION Minutes of 2017 Annual General Shareholders' Meeting (Translation)

Time�Friday, June 16, 2017. 9:00 a.m.

Place�No.16, Sec. 4, Jhongshan N. Rd., Shilin District, Taipei City.

Chientan Youth Activity Center’s Ching-Kuo Memorial Hall.

• Quorum�2,915,880,076 shares were represented by shareholders in person and by proxy (including by exercising voting rights electronically�1,691,884,786 shares), which are mounted to 81.28% of the Company's 3,587,475,066 issued and outstanding shares.

Chairman�Lee, Tsu-Chin Recorder�Pan, Mascha�Pai, Mina

Board Members Present�

Director�Lee, Tsu-Chin�Yeh, Kuo-I�Wen, Shih-Chih�Chang, Ching-Sung�

Huang, Kuo-Chun

Independent Director�Chen, Ruey-Long�Chang,Chang-Pang

Supervisor�Cheng, Hsien-Ho�Wang, Ping-Hui

Attendance�Li, Nigel N. T, Attorney-at- Law�Chen, Ying Ru, CPA

A. Meeting Agenda

1. Call the Meeting to Order: The Chairman announced that the aggregate shareholding of the shareholders present in person or proxy constituted a quorum. The Chairman called the meeting to order.

2. Chairman Remarks: (Omitted)

3. Report Items:

4. (1) 2016 Business Report

5. (2) 2016 Supervisors' Review Report

6. (3) The Status of Distribution Remuneration of Employees�Directors and Supervisors in 2016

7. (4) The Status of Endorsement and Guarantee

8. Ratification Items

9. (1) 2016 Business Report and Financial Statements

10. (2) Distribution of 2016 Profits

11. Discussion Items:

12. (1) To Amend the Company’s “Articles of Incorporation ”

13. (2) To Amend the Company’s “Rules of Procedure for Shareholders Meetings ”

14. (3) To Amend the Company’s “Procedures for Acquisition or Disposal of Assets ”

15. (4) To Amend the Company’s “Regulations Making of Endorsements/Guarantees ”

16. (5) To Amend the Company’s “Regulations Governing Loaning of Funds ”

17. Election Matters: Proposes to elect new directors

18. Other Proposals: Proposal of release the prohibition on Directors and their representatives from participation in competitive business

19. Extraordinary Motions

20. Adjournment

B. Report Items

1. 2016 Business Report (Please refer to Appendix 1 in the Meeting Agenda)

2. 2016 Supervisors' Review Report (Please refer to Appendix 2 in the Meeting Agenda)

4. 1. The Status of Distribution Remuneration of Employees Directors and Supervisors in 2016. Explanation: According to the article 26 of Articles of Incorporation, the board of directors and remuneration committee resolved to distribute NT $ 348,606,659 to remuneration of employees in cash and NT$ 97,609,865 to remuneration of directors and supervisors. There is no difference between the amount of distribution and the expense which is recognized in 2016.

4. The Status of Endorsement and Guarantee

The Company's aggregate amount of endorsements and guarantee on December 31, 2016 is as follows:

llows:
		Unit: NTD
Guarantor	Guarantee	Amounts
Inventec Corporation	TPV-INVENTA Holding Ltd., and TPV-INVENTA TechnologyCo.,Ltd.	321,600,000
	Inventec(Czech),s. r. o.	16,080,000
	Total	337,680,000

C. Ratification Items

Item 1 Proposed by the Board

Proposal: Ratification of the 2016 Business Report and Financial Statements.

• Explanation: The Company’s 2016 Individual Financial Statements and Consolidated Financial Statements, including the balance sheet, comprehensive income statement, statements of cash flows, and statement of changes in equity, were audited by independent accountants, Chen, Ying-Ju and Yang, Liu-Fong of KPMG Certified Public Accountants. Also Business Report and Financial Statements have been approved by the Board and examined by the Supervisors of Inventec Corporation. (Please refer to Appendix 1 for Business Report, Appendix 3 for Independent Accountants’ Audit Report and Individual Finance Statements, and Appendix 4 for Independent Accountants’ Audit Report and Consolidated Finance Statements.)

• Resolution: Approved and acknowledged as proposed by voting (a total of 2,915,880,076 shares with voting rights were present when votes were cast ; the number of voting rights for approval is 2,564,942,302, among which 1,341,087,685 was exercised by electronic transmission, or 87.96 % of the total voting rights when votes were cast�the number of votes against is 477,772, among which 477,772 was exercised by electronic transmission�the number of votes abstained is 350,640,002, among which 350,319,329 was exercised by electronic transmission)

Item2 Proposed by the Board

Proposal: Adoption of the Proposal for Distribution of 2016 Profits

• Explanation: ( 1) With regard to earnings in 2016, an earnings distribution table has been prepared in accordance with the Company’s Articles of Incorporation.

  • The distributable net profit for 2016 is NT$ 6,012,185,033 and the proposed cash dividend to shareholders is NT$1.45 per share (NT$ 5,201,838,846).The earnings distribution table was reviewed by the Supervisors and attached in Appendix 5.

• (2) In the event that, before the distribution record date, the proposed profit distribution is affected by buyback of shares, it is proposed that the Board of Directors be authorized to adjust the cash distribution ratio based on the number of actual shares outstanding on the record date.

• (3) Upon the approval of the Annual Meeting of Shareholders, it is proposed that the Board of Directors is authorized to resolve the ex-dividend record date.

Resolution: Approved and acknowledged as proposed by voting (a total of 2,915,880,076 shares with voting rights were present when votes were cast ; the number of voting rights for

approval is 2,575,424,088, among which 1,351,596,471 was exercised by electronic transmission, or 88.32 % of the total voting rights when votes were cast�the number of votes against is 488,577, among which 488,577 was exercised by electronic transmission�the number of votes abstained is 339,967,411, among which 339,826,738 was exercised by electronic transmission)

D. Discussion Items

Item1 Proposed by the Board

Proposal: Discussion of Amendments to the “Articles of Incorporation”.

Explanation: (1) Inventec establishes Audit Committee according to the Financial Supervisory Commission’s official document NO. 10200531121 hereby propose to amend “Articles of Incorporation”.

(2) Revise the wording to conform to related Act. Please refer to the comparison chart of amendments to “Articles of Incorporation” below.

Comparison Chart of Amendments to “Articles of Incorporation”

		Original Version		Amendment Version	Reason
Article 2		The business scope of the Company is as following: 1~23 (omitted) 24. F108031 Wholesale of Drugs, Medical Goods 25. F208031 Retail sale of Medical Equipments 26. ZZ99999 All business items that are not prohibited or restricted by law, except those that are subject to special approval.	Article 2	The business scope of the Company is as following: 1~23 (omitted) 24. ZZ99999 All business items that are not prohibited or restricted by law, except those that are subject to special approval.	Delete item24 and item 25
Chapter4 Article 16		DIRECTORS�SUPERVISORS AND AUDIT COMMITTEE The Company shall have seven to eleven directors (including not less thantwo independent directors, and not less than one-fifth of the director seats.) and three supervisors .The term of their offices shall be three years.The Company will replace supervisors with Audit Committee in accordance with article 14-4 of Securities and Exchange Act in 2017. The Audit Committee shall be composed of the entire number of independent directors.It shall not be fewer than three persons . The relative regulations of supervisors of the Articles will be null and void from the date of the establishment of the Audit	Chapter4 Article 16	DIRECTORS AND AUDIT COMMITTEE The Company shall have seven to eleven directors (including not less thanthree independent directors). The term of their offices shall be three years.The Company establishes audit committee and the Audit Committee shall be composed of the entire number of independent directors. The election shall adopt the candidate nomination system which is conformed to the Article 192-1 of the Company Act, and the shareholders shall elect the directors from the list of the nominated candidates and the directors may be re-elected for consecutive terms. Independent and non-independent directors	Conform to establish audit committee and remove the regulations of supervisors.

		Committee. The election shall adopt the candidate nomination system which is conformed to the Article 192-1 of the Company Act, and the shareholders shall elect the directorsand supervisors from the list of the nominated candidates and the directorsand supervisors may be re-elected for consecutive terms. Independent and non-independent directors shall be elected at the same time but on separate ballots. In case no election of new directorsand supervisors is effected after expiration of the term of office of existing directorsand supervisors , the term of office of out-going directorsand supervisors shall be extended until the time new directorsand supervisors have been elected and assumed their office. (The following content omitted.) Total registered shares owned by the directorsand supervisors of the Company shall not be less than a specified percentage of the Rules (The following content omitted.) Except where the Competent Authority has granted approval, the following relationships may not exist among more than half of a company's directors: 1. A spousal relationship. 2. A familial relationship within the second degree of kinship. Except where the Competent Authority has granted approval, a company shall have at least one or more supervisors, or one or more supervisors and directors, among whom no relationship under the preceding subparagraphs exists.		shall be elected at the same time but on separate ballots. In case no election of new directors is effected after expiration of the term of office of existing directors, the term of office of out-going directors shall be extended until the time new directors have been elected and assumed their office. (The following content omitted.) Total registered shares owned by the directors of the Company shall not be less than a specified percentage of the Rules (The following content omitted.) Except where the Competent Authority has granted approval, the following relationships may not exist among more than half of a company's directors: 1. A spousal relationship. 2. A familial relationship within the second degree of kinship.
Article 17		When one-third of the directorsor all supervisors are discharged, a special shareholders' meeting shall be convened by the Board of Directors within 60 days to elect new directors or supervisors to fill the vacancies. The term of office of the newly elected director shall be the same as the remaining term of the predecessor.	Article 17	When one-third of the directors are discharged, a special shareholders' meeting shall be convened by the Board of Directors within 60 days to elect new directors or supervisors to fill the vacancies. The term of office of the newly elected director shall be the same as the remaining term of the predecessor.	Conform to establish audit committee and amend relative regulations.
Article 19		Business policy of the Company and other important matters shall be decided by resolutions adopted by the Board of Directors. (The following content omitted.) The reasons for callinga board of	Article 19	Business policy of the Company and other important matters shall be decided by resolutions adopted by the Board of Directors. (The following content omitted.) The reasons for callinga board of	Conform to establish audit committee and amend relative regulations.

		directors meeting shall be notified to each directorand supervisor at least seven days in advance. (The following content omitted.)			directors meeting shall be notified to each director at least seven days in advance. (The following content omitted.)
Article 22		Except in performing his functional duties in accordance with the laws, supervisors can be present at the meeting of the board of directors with no right to vote.	Article 22		The authority of the audit committee and the other compliance issues shall be made according to the relevant laws and regulations, and be determined by the board of directors.	Conform to establish audit committee and amend relative regulations.
Article 23		No matter net income or loss, the Company shall pay remuneration for all directorsand supervisors conduct the business of the company. The remuneration of directors may be determined by taking into account their participation in the Company's business and their contribution value, and industry standards and the board meeting is authorized to resolve the amount of the remuneration During the term of their offices, the Company may purchase liability insurance for the directors to indemnify the potential liabilities, according to the relevant laws, to be borne by the directors when they perform their duties for the Company.	Article 23		No matter net income or loss, the Company shall pay remuneration for all directors conduct the business of the company. The remuneration of directors may be determined by taking into account their participation in the Company's business and their contribution value, and industry standards and the board meeting is authorized to resolve the amount of the remuneration During the term of their offices, the Company may purchase liability insurance for the directors to indemnify the potential liabilities, according to the relevant laws, to be borne by the directors when they perform their duties for the Company.	Conform to establish audit committee and amend relative regulations.
Article 25		At the close of each fiscal year, the board of directors shall prepare the following statements and records andshall forward the same to supervisors for their auditing not later than the 30th day prior to the meeting date of a general meeting of shareholders , and then submit the same to the shareholders' meeting for recognition: 1. Business Report, 2. Financial Statements, and 3. Proposal for distribution of profit or appropriation of losses.	Article 25		At the close of each fiscal year, the board of directors shall prepare the following statements and recordsand then submit the same to the shareholders'meeting for recognition in accordance with legal procedures : 1. Business Report, 2. Financial Statements, and 3. Proposal for distribution of profit or appropriation of losses.	Revise the wording.
Article 26		If the Company has a profit of the year shall distribute not less than 3% of the balance as remuneration to Employees and not more than 3% to Directorsand Supervisors of the Corporation. However, require that earnings shall first be offset against any deficit. The Corporation may issue stock or distribute cash to employees and the qualification requirements includingthe employees of	Article 26		If the Company has a profit of the year shall distribute not less than 3% of the balance as remuneration to Employees and not more than 3% to Directors of the Corporation. However, require that earnings shall first be offset against any deficit. The Corporation may issue stock or distribute cash to employees and the qualification requirements includingthe employees of	Conform to establish audit committee and amend relative regulations.

	subsidiaries of the company. The conditions and measures set by the Board of Directors.			subsidiaries of the company. The conditions and measures set by the Board of Directors.The remuneration of the supervisors prior to the establishment of the audit committee shall be distributed in accordance with preceding paragraph.
Article 29	This Articles of Incorporation was established on April 15, 1975. (contents omitted) The forty-eighth amendment was made on June 12, 2014. The forty-ninth amendment was made on June 20, 2016.	Article 29		This Articles of Incorporation was established on April 15, 1975. (contents omitted) The forty-eighth amendment was made on June 12, 2014. The forty-ninth amendment was made on June 20, 2016. The fiftieth amendment was made on June 16, 2017.	Add amendment number and date.

Resolution: Approved as proposed by voting (a total of 2,915,880,076 shares with voting rights were present when votes were cast ; the number of voting rights for approval is 2,571,545,634, among which 1,347,691,017 was exercised by electronic transmission, or 88.19 % of the total voting rights when votes were cast�the number of votes against is 4,340,914 among which 4,340,914 was exercised by electronic transmission � the number of votes abstained is 339,993,528, among which 339,852,855 was exercised by electronic transmission)

Item2 Proposed by the Board

Proposal: Discussion of Amendments to the “Rules of Procedure for Shareholders Meetings”.

• Explanation: (1) Inventec establishes audit committee according to the Financial Supervisory Commission’s official document NO. 10200531121 hereby propose to amend “Rules of Procedure for Shareholders Meetings”.

• (2) Revise the wording to conform to related rules. Please refer to the comparison chart of Amendments to “Rules of Procedure for Shareholders Meetings” below.

Comparison Chart of Amendments to “Rules of Procedure for Shareholders Meetings”

	Original Version		Amendment Version	Reason
Article 2	The Company’s shareholders meeting shall be convened by the board of directors unless applicable laws and regulations provide otherwise. The notice to convene an ordinary shareholders’ meeting shall be given to each shareholder no later than 30 days prior to the scheduled meeting date. The notice of the	Article 2	The Company’s shareholders meeting shall be convened by the board of directors unless applicable laws and regulations provide otherwise. The notice to convene an ordinary shareholders’ meeting shall be given to each shareholder no later than 30 days prior to the scheduled meeting date. The notice of the	Conform to establish audit committee and amend relative regulations

		shareholders meeting to be given by an issuer to shareholders who own less than 1,000 shares of nominal stocks may be given in the form on the MOPS no later than 30 days prior to the scheduled meeting date. The notice to convene an extraordinary shareholders’ meeting shall be given to each shareholder no later than 15 days prior to the scheduled meeting date. The notice of the shareholders meeting to be given by an issuer to shareholders who own less than 1,000 shares of nominal stocks may be given in the form on the MOPS no later than 15 days prior to the scheduled meeting date. The cause(s) or subject(s) of a meeting of shareholders to be convened shall be indicated in the individual notice and the public notice to be given to shareholders. The election or discharge of directorsor supervisors , the amendment of this Company’s Articles of Incorporation, the dissolution, merger, or spin-off the Company, or the matters specified in Article 185, paragraph 1 of the Company Law, or Article 26-1 or Article 43-6 of the Securities and Exchange Law, or Article 56-1 or Article 60-2 of the Regulations Governing the Offering and Issuance of Securities by Securities Issuers shall be listed among the reasons for the meeting, and may not be proposed as extraordinary motions.		shareholders meeting to be given by an issuer to shareholders who own less than 1,000 shares of nominal stocks may be given in the form on the MOPS no later than 30 days prior to the scheduled meeting date. The notice to convene a extraordinary shareholders’ meeting shall be given to each shareholder no later than 15 days prior to the scheduled meeting date. The notice of the shareholders meeting to be given by an issuer to shareholders who own less than 1,000 shares of nominal stocks may be given in the form on the MOPS no later than 15 days prior to the scheduled meeting date. The cause(s) or subject(s) of a meeting of shareholders to be convened shall be indicated in the individual notice and the public notice to be given to shareholders. The election or discharge of directors, the amendment of this Company’s Articles of Incorporation, the dissolution, merger, or spin-off the Company, or the matters specified in Article 185, paragraph 1 of the Company Law, or Article 26-1 or Article 43-6 of the Securities and Exchange Law, or Article 56-1 or Article 60-2 of the Regulations Governing the Offering and Issuance of Securities by Securities Issuers shall be listed among the reasons for the meeting, and may not be proposed as extraordinary motions.
Article 5		This Corporation shall specify in its shareholders meeting notices the time during which shareholder attendance registrations will be accepted, the place to register for attendance, and other matters for attention. (The following content omitted.) Where there is an election of directorsor supervisors ,pre-printed ballots shall also be furnished.	Article 5	This Corporation shall specify in its shareholders meeting notices the time during which shareholder attendance registrations will be accepted, the place to register for attendance, and other matters for attention. (The following content omitted.) Where there is an election of directors, pre-printed ballots shall also be furnished.	Conform to establish audit committee and amend relative regulations.
Article 12		A shareholder shall be entitled to one vote for each share held, except when the shares are restricted shares or are deemed non-voting shares. Except as otherwise provided in the Company Act and in this Corporation's articles of incorporation,thepassage of a	Article 12	A shareholder shall be entitled to one vote for each share held, except when the shares are restricted shares or are deemed non-voting shares. Except as otherwise provided in the Company Act and in this Corporation's articles of incorporation,thepassage of a	Revise the wording.

		proposal shall require an affirmative vote of a majority of the voting rights represented by the attending.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 solicitation by the chair. If there is any objection, the agenda item shall be put to a vote by casting ballots in accordance with the foregoing paragraph. (The following content omitted.)		proposal shall require an affirmative vote of a majority of the voting rights represented by the attending.At the time of a vote, for each proposal, the chair or a person designated by the chair shall first announce the total number of voting rights represented by the attending shareholders, followed by a poll of the shareholders. After the conclusion of the meeting, on the same day it is held, the results for each proposal, based on the numbers of votes for and against and the number of abstentions, shall be entered into the MOPS. (The following content omitted.)
Article 14		The election of directorsor supervisors at a shareholders meeting shall be held in accordance with the applicable election and appointment rules adopted by this Corporation, and the voting results shall be announced on-site immediately, including the names of those elected as directorsand supervisors and the numbers of votes with which they were elected. (The following content omitted.)	Article 14	The election of directors at a shareholders meeting shall be held in accordance with the applicable election and appointment rules adopted by this Corporation, and the voting results shall be announced on-site immediately, including the names of those elected as directors and the numbers of votes with which they were elected. (The following content omitted.)	Conform to establish audit committee and amend relative regulations.
Article 15		Matters relating to the resolutions of a shareholders meeting shall be recorded in the meeting minutes. (The following content omitted.) And shall be retained for the duration of the existence of this Corporation. “There is no objection from any shareholders after solicitation by the chair and the resolution is passed”shall be recorded in the minutes if no objection is voiced after solicitation by the chair before an agenda item is put to a vote, the number of approval votes cast and the percentage of the approval votes as to total votes shall be recorded in the minutes.	Article 15	Matters relating to the resolutions of a shareholders meeting shall be recorded in the meeting minutes. (The following content omitted.) And shall be retained for the duration of the existence of this Corporation.	Revise the wording.

Resolution: Approved as proposed by voting (a total of 2,915,880,076 shares with voting rights

were present when votes were cast ; the number of voting rights for approval is 2,575,381,712, among which 1,351,527,095 was exercised by electronic transmission, or 88.32 % of the total voting rights when votes were cast�the number of votes

against is 497,824, among which 497,824 was exercised by electronic transmission� the number of votes abstained is 340,000,540, among which 339,859,867 was exercised by electronic transmission)

Item3 Proposed by the Board

Proposal: Discussion of Amendments to the “Procedures for Acquisition or Disposal of Assets”.

• Explanation: (1) Inventec establishes audit committee according to the Financial Supervisory Commission’s official document NO. 10200531121 and to conform to the amendment of “Regulations Governing the Acquisition and Disposal of Assets by Public Companies” of Financial Supervisory Commission’s official document NO. 1060001296 hereby propose to amend “Procedures for Acquisition or Disposal of Assets”.

• (2) Revise the wording to conform to related procedures. Please refer to the comparison chart of Amendments to “Procedures for Acquisition or Disposal of Assets” below.

Comparison Chart of Amendments to “Procedures for Acquisition or Disposal of Assets”

	Original Version		Amendment Version	Reason
Article 4	Procedures of Evaluation and Operation for the Acquisition or Disposal of Assets: 1. When the Company acquires or disposes of assets. (The following content omitted.) (2) Level of authority: (a) Acquisition or disposal of long-term securities shall be evaluated by finance department and be approved by the board of directors. (b) Acquire or dispose of real estate from related party shall prepare relevant information and be approved by the board of directorsand be recognized by supervisors in accordance with article 8. ((c)~(d) omitted) (e) Acquisition or disposal of assets which governed by Article 185 of the Company Act shall be approved by the board of directors and submit to shareholders’ meeting for approval. (The following content omitted.) 3. The Company acquires or disposes of real estate or equipment, except for transactions with governmental agencies, (The following content omitted.)	Article 4	Procedures of Evaluation and Operation for the Acquisition or Disposal of Assets: 1. When the Company acquires or disposes of assets. (The following content omitted.) (2) Level of authority: Transaction amount reaches 5% or more of the Company’s net worth of latest financial report shall be subject to the consent of audit committee and be submitted to board of director for a resolution. (a) Acquisition or disposal of long-term securities shall be evaluated by finance department and be approved by the board of directors. (b) Acquire or dispose of real estate from related party shall prepare relevant information and be approved by the board of directors in accordance with article 8. ((c)~(d) omitted) (e) Acquisition or disposal of assets which governed by Article 185 of the Company Act shall be subject to the consent ofaudit committee and be submitted to board of director for a resolution and submit to shareholders’	Conform to establish audit committee and amend relative regulations.

				meeting for approval. (The following content omitted.) 3. The Company acquires or disposes of real estate or equipment, except for transactions with governmental agencies, (The following content omitted.)
Article 6		Where the Company acquires or disposes of memberships or intangible assets and the transaction amount reaches 20 percent or more of paid-in capital or NT$300 million or more, except in transactions with a governmentorganization , the company shall engage a certified public accountant prior to the date of occurrence of the event to render an opinion on the reasonableness of the transaction price; the CPA shall comply with the provisions of Statement of Auditing Standards No. 20 published by the ARDF.	Article 6	Where the Company acquires or disposes of memberships or intangible assets and the transaction amount reaches 20 percent or more of paid-in capital or NT$300 million or more, except in transactions with a governmentagency , the company shall engage a certified public accountant prior to the date of occurrence of the event to render an opinion on the reasonableness of the transaction price; the CPA shall comply with the provisions of Statement of Auditing Standards No. 20 published by the ARDF.	Revise the wording.
Article 8		When the Company engages in any acquisition or disposal of assets from or to a related party (The following content omitted.) except in trading of government bonds or bonds under repurchase and resale agreements, or subscription or redemption of domestic money market funds, the Company may not proceed to enter into a transaction contract or make a payment until the following matters have been approved by the board of directors andrecognized by the supervisors . (The following content omitted.) The calculation of the transaction amounts referred to in the preceding paragraph shall be made in accordance with Article 27, and "within the preceding year" as used herein refers to the year preceding the date of occurrence of the current transaction. Items that have been approved by the board of directorsand recognized by the supervisors in accordance with Regulations Governing the Acquisition and Disposal of Assets by Public Companies don’t need be counted toward the transaction amount. (The following content omitted.)	Article 8	When the Company engages in any acquisition or disposal of assets from or to a related party (The following content omitted.) except in trading of government bonds or bonds under repurchase and resale agreements, or subscription orrepurchase of domestic money market funds which is published by domestic securities investment trust enterprises ,the Company may not proceed to enter into a transaction contract or make a payment until the following matters have been approved byaudit committee and passed by the board of directors (The following content omitted.) The calculation of the transaction amounts referred to in the preceding paragraph shall be made in accordance with Article 27, and "within the preceding year" as used herein refers to the year preceding the date of occurrence of the current transaction. Items that have been approved by the board of directors in accordance with Regulations Governing the Acquisition and Disposal of Assets by Public Companies don’t need be counted toward the transaction amount. (The following content omitted.)	Conform to establish audit committee and amend relative regulations.

Article 11	Where the Company acquires real property from a related party and the results of appraisals conducted in accordance with Article 8 and Article 9 are uniformly lower than the transaction price, the following steps shall be taken: (The following content omitted.) 2.Supervisors shall comply with Article 218 of Company Act . (The following content omitted.)	Article 11	Where the Company acquires real property from a related party and the results of appraisals conducted in accordance with Article 8 and Article 9 are uniformly lower than the transaction price, the following steps shall be taken: (The following content omitted.) 2.Audit committee shall comply withArticle 14-4 of Securities and Exchange Act.	Conform to establish audit committee and amend relative regulations.
Article 19	The Company that conducts a merger, demerger, acquisition, or transfer of shares, prior to convening the board of directors to resolve on the matter, shall engage a CPA, attorney, or securities underwriter to give an opinion on the reasonableness of the share exchange ratio, acquisition price, or distribution of cash or other property to shareholders, and submit it to the board of directors for deliberation and approval.	Article 19	The Company that conducts a merger, demerger, acquisition, or transfer of shares, prior to convening the board of directors to resolve on the matter, shall engage a CPA, attorney, or securities underwriter to give an opinion on the reasonableness of the share exchange ratio, acquisition price, or distribution of cash or other property to shareholders, and submit it to the board of directors for deliberation and approval.The requirement of obtaining an aforesaid opinion on reasonableness issued by an expert may be exempted in the case of a merger by the company of a subsidiary in which it directly or indirectly holds 100% of the issued shares or authorized capital, and in the case of a merger between subsidiaries in which the company directly or indirectly holds 100% of the respective subsidiaries’issued shares or authorized capital.	Conform to the amendment of Regulations Governing the Acquisition and Disposal of Assets by Public
Article 27	Procedures for Announcement: (The following content omitted.) The Company shall report related information to the website designated by FSC for announcement based on its nature in stipulated form and reporting within 2 days of the transaction date if the assets acquired or disposed of by the Company are as below: 1. Acquisition or disposal of real property from or to a related party, (The following content omitted.) However, trading of bonds or bonds with repurchasing and reselling conditions, purchasing or redemption domestic money market funds, are not subject to this limit. 2. Merger,demerger,acquisitions	Article 27	Procedures for Announcement: (The following content omitted.) The Company shall report related information to the website designated by FSC for announcement based on its nature in stipulated form and reporting within 2 days of the transaction date if the assets acquired or disposed of by the Company are as below. 1. Acquisition or disposal of real property from or to a related party, (The following content omitted.) However, trading of bonds or bonds with repurchasing and reselling conditions, purchasing or repurchase of domestic money market funds which is published by domestic securities investment trust	Conform to the amendment of Regulations Governing the Acquisition and Disposal of Assets by Public

	or transfer of shares. 3. Losses from derivatives trading reaching the limits on aggregate losses or losses on individual contracts set out in the procedures adopted by the company. 4. Where an asset transaction other than any of those referred to in the preceding three subparagraphs, 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 government bonds. (2) Trading of bonds under repurchase/resale agreements, or subscription or redemption of domestic money market funds. (3) Where the type of asset acquired or disposed is equipment/machinery for business use, the trading counterparty is not a related party, and the transaction amount is less than NT$500 million. (4) Where real estate is acquired under an arrangement on engaging others to build on the company's own land, engaging others to build on rented land, joint construction and allocation of housing units, joint construction and allocation of ownership percentages, or joint construction and separate sale, and the amount the company expects to invest in the transaction is less than NT$500 million. (The following content omitted.) If there are errors or omissions, shall declare and report all items again after making additions and corrections. (The following content omitted.)		enterprises ,are not subject to this limit. 2. Merger, demerger, acquisitions or transfer of shares. 3. Losses from derivatives trading reaching the limits on aggregate losses or losses on individual contracts set out in the procedures adopted by the company. 4.Where the type of asset acquired or disposed is equipment/machinery for business use, the trading counterparty is not a related party, and the transaction amount reaches NT$1 billion or more.. 5.Where real estate is acquired under an arrangement on engaging others to build on the company's own land, engaging others to build on rented land, joint construction and allocation of housing units, joint construction and allocation of ownership percentages, or joint construction and separate sale, and the amount the company expects to invest in the transaction reaches NT$500 million. 6. Where an asset transaction other than any of those referred to in the precedingfive subparagraphs, 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 government bonds. (2) Trading of bonds under repurchase/resale agreements, or subscription orrepurchase of domestic money market funds which is published by domestic securities investment trust enterprises ,(The following content omitted.) If there are errors or omissions, shall declare and report all items againwithin 2 days when the Company noted after making additions and corrections. (The following content omitted.)

Article 31		The Company's internal audit personnel shall quarterly audit the procedure for acquisition or disposal of assets and the situation of implementation, and prepare an audit report. If any material violation is discovered,all supervisors shall be notified in writing. In addition, internal audit personnel shall punish manager and in-charge personnel depend on the violation situation.	Article 31	The Company's internal audit personnel shall quarterly audit the procedure for acquisition or disposal of assets and the situation of implementation, and prepare an audit report. If any material violation is discovered,audit committee shall be notified in writing. In addition, internal audit personnel shall punish manager and in-charge personnel depend on the violation situation.	Conform to establish audit committee and amend relative regulations.
Article 32		The regulations shall be approved by the board of directors, then delivered to all supervisors and proposed to the shareholders’ meeting for approval. If any director expresses an objection on the record or by a written statement, the Company shall submit the objection toall supervisors and propose to the shareholders’ meeting for discussion. Any amendments shall also follow thisprocedure.	Article 32	The regulations shall be subject to the consent ofaudit committee, thenbe submitted to board of directorsfor a resolution and proposed to the shareholders’ meeting for approval.Any amendments shall also follow this procedure. If any director expresses an objection on the record or by a written statement, the Company shall submit the objection to the shareholders’ meetingfor discussion.	Conform to establish audit committee and amend relative regulations.

Resolution: Approved as proposed by voting (a total of 2,915,880,076 shares with voting rights

were present when votes were cast ; the number of voting rights for approval is 2,575,223,300 among which 1,351,368,683 was exercised by electronic transmission, or 88.32 % of the total voting rights when votes were cast�the number of votes against is 659,081, among which 659,081 was exercised by electronic transmission� the number of votes abstained is 339,997,695 among which 339,857,022 was exercised by electronic transmission)

Item4 Proposed by the Board

Proposal: Discussion of Amendments to the “Regulations Making of Endorsements/Guarantees”.

Explanation: (1) Inventec establishes audit committee according to the Financial Supervisory Commission’s official document NO.10200531121 hereby proposes to amend “Regulations Making of Endorsements/Guarantees”.

• (2) Revise the wording to conform to related regulations. Please refer to the comparison chart of Amendments to “Regulations Making of Endorsements/Guarantees” below.

Comparison Chart of Amendments to “Procedures for Acquisition or Disposal of Assets”

	Original Version		Amendment Version	Reason
Article 4	Total amount of endorsements/guarantees of the Company, (The followingcontent	Article 4	Total amount of endorsements/guarantees of the Company, (The followingcontent	Revise the wording.

		omitted.) The board of directors may authorize the Chairman to decide such matters when the transaction is within a specified amount and then submit to the board of directors for ratification.The details of the execution of the above matter and other related matters shall be submitted to the shareholders meeting for its record. (The following content omitted.)			omitted.) The board of directors may authorize the Chairman to decide such matters when the transaction is within a specified amount and then submit to the board of directors for ratification.The amount of endorsements/ guarantees reaches 5% or more than the company's net worth as stated in its latest financial statement, shall be subject to the consent of audit committee and be submitted to board of director for a resolution. (The following content omitted.)
Article 5		The company shall execute the following control activities when supervising its subsidiaries' audit management: (The following content omitted.) The company shall adopt rectification plans and submit the rectification plans toall the supervisors ,and shall complete the rectification according to the timeframe set out in the plan.	Article 5		The company shall execute the following control activities when supervising its subsidiaries' audit management: (The following content omitted.) The company shall adopt rectification plans and submit the rectification plans toaudit committee ,and shall complete the rectification according to the timeframe set out in the plan.	Conform to establish audit committee and amend relative regulations.
Article 9		The company's internal auditors shall audit the Procedures for Making of Endorsements/Guarantees and the implementation thereof no less frequently than quarterly and prepare written records accordingly. They shall promptly notifyall the supervisors in writing of any material violation found. (The following content omitted.)	Article 9		The company's internal auditors shall audit the Procedures for Making of Endorsements/Guarantees and the implementation thereof no less frequently than quarterly and prepare written records accordingly. They shall promptly notifyaudit committee in writing of any material violation found. (The following content omitted.)	Conform to establish audit committee and amend relative regulations.
Article 10		The regulations shall approve by the board of directors, submit to each supervisor and submit them for approval by the shareholders' meeting, where any director expresses dissent and it is contained in the minutes or a written statement, the company shall submit the dissenting opinion toeach supervisor and for discussion by the shareholders' meeting.The same shall apply to any amendments to the Procedures.	Article 10		The regulations shallapprove by audit committee and then submitted to board of directorsfor a resolution and submit them for approval by the shareholders' meeting,the same shall apply to any amendments to the Procedures, where any director expresses dissent and it is contained in the minutes or a written statement, the company shall submit the dissenting opinion for discussion by the shareholders 'meeting.	Conform to establish audit committee and amend relative regulations.

Resolution: Approved as proposed by voting (a total of 2,915,880,076 shares with voting rights

were present when votes were cast ; the number of voting rights for approval is 2,574,465,863 among which 1,350,611,246 was exercised by electronic transmission,

or 88.29 % of the total voting rights when votes were cast�the number of votes against is 708,927, among which 708,927 was exercised by electronic transmission� the number of votes abstained is 340,705,286, among which 340,564,613 was exercised by electronic transmission)

Item5 Proposed by the Board

Proposal: Discussion of Amendments to the “Regulations Governing Loaning of Funds”.

Explanation: (1) Inventec establishes audit committee according to the Financial Supervisory Commission’s official document NO.10200531121 hereby proposes to amend “Regulations Governing Loaning of Funds”.

(2) Revise the wording to conform to related regulations. Please refer to the comparison chart of Amendments to “Regulations Governing Loaning of Funds” below.

Comparison Chart of Amendments to “Regulations Governing Loaning of Funds”

	Original Version		Amendment Version	Reason
Article 4	Financing amount shall not exceed 50% of the lender's net worth on the most current financial statements. (The following content omitted.) The restriction in the preceding paragraph 1 shall not apply to loan made between foreign companies in which the company holds, directly or indirectly, 100% of the voting shares. Total financing amount shall not exceed 50% of the Company's net worth of latest financial report, individual financing amount shall not exceed 50% of loanable funds. The durations of loans means one year, or where the company's operating cycle exceeds one year, one operating cycle.	Article 4	Financing amount shall not exceed 50% of theCompany’s net worth on the most current financial statements. (The following content omitted.) The restriction in the preceding paragraph 1 shall not apply to loan made between foreign companies in which the company holds, directly or indirectly, 100% of the voting shares. Total financing amount shall not exceed 50% of theCompany's net worth of latest financial report, individual financing amount shall not exceed 50% of loanable funds. The durations of loans means one year, or where the company's operating cycle exceeds one year, one operating cycle.	Revise the wording.
Article 8	When the borrower applies for a loan, the Company shall evaluate its business conditions, finance and solvency, borrow purpose etc and create credit information by detailed review procedure. After signing by chairman and approval of the board of directors, the Company can lend to the borrower. (The following content omitted.)	Article 8	When the borrower applies for a loan, the Company shall evaluate its business conditions, finance and solvency, borrow purpose etc and create credit information by detailed review procedure. After signing by chairman and approval of the board of directors, the Company can lend to the borrower.Total financing amount reaches 2% or more than the Company’s net worth as stated in its latest financial report shall be subject to the consent of audit	Conform to establish audit committee and amend relative regulations.

				committee and be submitted to board of director for a resolution. (The following content omitted.)
Article 13		The company's internal auditors shall audit the Procedures for Loaning Funds to Others and the implementation thereof no less frequently than quarterly and prepare written records accordingly. They shall promptly notifyall the supervisors in writing of any material violation found. (The following content omitted.)	Article 13	The company's internal auditors shall audit the Procedures for Loaning Funds to Others and the implementation thereof no less frequently than quarterly and prepare written records accordingly. They shall promptly notifyaudit committee in writing of any material violation found. . (The following content omitted.)	Conform to establish audit committee and amend relative regulations.
Article 14		If, as a result of a change in circumstances, an entity for which loan is made does not meet the requirements of these Regulations or the loan balance exceeds the limit, the company shall adopt rectification plans and submit the rectification plans toall the supervisors ,and shall complete the rectification according to the timeframe set out in the plan. (The following content omitted.)	Article 14	If, as a result of a change in circumstances, an entity for which loan is made does not meet the requirements of these Regulations or the loan balance exceeds the limit, the company shall adopt rectification plans and submit the rectification plans toaudit committee ,and shall complete the rectification according to the timeframe set out in the plan. (The following content omitted.)	Conform to establish audit committee and amend relative regulations.
Article 15		The regulations shall approve by the board of directors, submit to each supervisor and submit them for approval by the shareholders' meeting, where any director expresses dissent and it is contained in the minutes or a written statement, the company shall submit the dissenting opinion toeach supervisor and for discussion by the shareholders' meeting. The same shall apply to any amendments to the Procedures.	Article 15	The regulations shall be subject to the consent ofaudit committee, and be submittedto board of directorsfor a resolution and submit them for approval by the shareholders' meeting.The same shall apply to any amendments to the Procedures ,where any director expresses dissent and it is contained in the minutes or a written statement, the company shall submit the dissenting opinion for discussion by the shareholders' meeting.	Conform to establish audit committee and amend relative regulations.

Resolution: Approved as proposed by voting (a total of 2,915,880,076 shares with voting rights

were present when votes were cast ; the number of voting rights for approval is 2,574,454,472, among which 1,350,599,855 was exercised by electronic transmission, or 88.29 % of the total voting rights when votes were cast�the number of votes against is 720,277 among which 720,277 was exercised by electronic transmission� the number of votes abstained is 340,705,327, among which 340,564,654 was exercised by electronic transmission)

E. Election Matters Proposed by the Board

Proposal: Proposes to Elect New Directors.

• Explanation: (1) The present directors and supervisors (14[th] ) of the Company were elected at shareholders’ meeting on June 12, 2014 for a term of office of three years and the term of office will expire in June 11, 2017. In case no election of new directors is effected after expiration of the term of office of existing directors, the term of office of directors shall be extended until the time new directors have been elected in accordance with Article 195 of the Company Act.

• (2) According to Article of Incorporation, The Company shall elect new directors at shareholders’ meeting of this year. The 15[th] nine directors (including three independent directors) shall be elected and their three-year term will start from June 16, 2017 and conclude on June 15, 2020. In addition, the entire number of independent directors shall compose audit committee to replace supervisors. The term of present directors and supervisors will end until the shareholders’ meeting is completed. The election adopts the candidate nomination system and the shareholders shall elect the directors from the list of the nominated candidates. For the “Procedures for Election of Directors” of the Company, please refer to appendix 11 in the Meeting Agenda.

• (3) The list of candidates for directors and independent directors had been approved by the board of directors; please refer to related information below:

Type	Name of nominee	Educations	Experiences	Current Positions	Concurrent position in another company	Shareholdi ng (shares)
Director	Yeh, Kuo-I	University of San Francisco	Chairman, Inventec Corporation	Chairman, Inventec Group Charity Foundation Director, Inventec Corporation(Hong Kong), Ltd. Director, WK Technology Fund Director, WK Technology Fund V Director, WK Technology Fund VI Director, WK Technology Fund VIII Director, WK Technology Fund IV Director, PK Venture Capital Corp., Director, PK�Venture Capital Corp., Director, Kuo Hsieh Investment Co. Ltd., Director, Fu Tai Investment Co. Ltd., Director, Royal Base Corporation Director, WK Technology Fund VII	Director, WK Technology Fund Director, WK Technology Fund V Director, WK Technology Fund VI Director, WK Technology Fund VIII Director, WK Technology Fund IV Director, PK Venture Capital Corp., Director, PK�Venture Capital Corp., Director, Kuo Hsieh Investment Co. Ltd., Director, Fu Tai Investment Co. Ltd., Director, Royal Base Corporation Supervisor, WK Technology Fund VII	244,361,330
Director	Lee,	Bachelor of	Chairman,	Chairman,Inventec	Chairman,Esther	115,833,835

	Tsu-Chin	Economics, Tunghai University	Inventec Corporation	Corporation Chairman, Inventec Investments Co., Ltd. Chairman, Esther Investment Co., Ltd. Director, Inventec Group Charity Foundation Director, Inventec Corporation (Hong Kong), Ltd. Director, Inventec (Cayman) Corp. Director, IEC (Cayman) Corporation Director, Inventec Holding (North America) Corp. Director, Inventec Electronics (USA) Corp. Director, Inventec Manufacturing (North America) Corp. Director, Inventec Distribution (North America) Corp. Director, Inventec Configuration (North America) Corp. Director, IEC Technologies, S.de R. L.de C.V. Chief Executive Officer, Inventec Development Japan Corporation	Investment Co., Ltd.
Director	Wen, Shih-Chi h	Xihu Vocational High School of Industry and Commerce	Chairman,	Chairman, Shyh Shiunn	Chairman, Shyh Shiunn	35,685,590
			Shyh Shiunn	Investment Corp.	Investment Corp.
			Investment	Director, Inventec Huan Hsin (Zhejiang) Technology Co., Ltd.
			Corp.
			Vice President, Inventec Corporation
Director	Chang, Ching-Su ng	Master of Electrical Engineering, National Taiwan University	Chairman, Inventec Appliances Corporation	Chairman, Inventec Appliances Corporation Chairman, Inventec Appliances (Shanghai) Co.Ltd Chairman, Inventec Appliances (Pudong) Corp. Chairman, Inventec Appliances (Jiangning) Corp. Chairman, Inventec Appliances (Nanjing) Corp. Chairman, Inventec Appliances (XI'AN) Corporation Chairman, Inventec Appliances (Nanchang) Corporation Chairman,Inventec	None	788,644

				Appliances (Shanghai) Enterprise Co., Ltd. Director, Inventec Appliances (Cayman) Holding Corp. Director, Inventec Appliances (USA) Distribution Corp. Director, Inventec Appliances Corp. USA Inc. Director, Inventec Group CharityFoundation
Director	Huang, Kuo-Chu n	Bachelor of Electric Engineering, National Cheng Kung University	Chairman, TPV-INVE NTA Technology Co, Ltd Qume Electronics, Taiwan	General Manager, Inventec Corporation Chairman, Inventec Huan Hsin (Zhejiang) Technology Co., Ltd. Chairman, TPV-Inventa Holding Ltd. Chairman, TPV-INVENTA Technology Co, Ltd Chairman, TPV-INVENTA Technology(Fujian) Co, Ltd Director, Chairman, Inventec Investments Co., Ltd. Director, Inventec Holding (North America) Corp. Director, Inventec Electronics (USA) Corp. Director, Inventec Manufacturing (North America) Corp. Director, Inventec Distribution (North America) Corp. Director, Inventec Configuration (North America) Corp. Director, IEC Technologies, S.de R. L.de C.V.	Chairman, TPV-Inventa Holding Ltd. Chairman, TPV-INVENTA Technology Co, Ltd Chairman, TPV-INVENTA Technology(Fujian) Co, Ltd	1,461,985
Director	Cho, Tom-Hw ar	Electrical Engineering, National Taiwan University	Chairman, Inventec Solar Energy Corporation Chairman, Inventec Multimedia & Telecom Corp. Chairman, Inventec Enterprise Systems Corporation General Manager, Inventec	Chairman, Inventec Solar Energy Corporation Director, Inventec Appliances Corporation	Chairman, Inventec Solar Energy Corporation	1,004,311

			Corporation General Manager, Inventec Multimedia & Telecom Corp. General Manager, Inventec Multimedia & Telecom (TIANJIN) Co., Ltd. Director, Simplo Technology Co., Ltd. Director, E28 Limited Director, Inventec Corporation (Scotland) Co., Ltd. KUO FENG CORP.
Independ ent Director	Chang, Chang-Pa ng	Master of Laws, National Cheng-chi University Bachelor of Law, Fu Jen Catholic University	Chief Executive Officer, Lien Chan Foundation for Peace and Developmen t Chairman, Fuhwa Financial Holding Co., LTD Deputy Minister, Ministry of Economic Affairs Deputy Secretary-G eneral, Executive Yuan Administrati ve Deputy Minister, Ministry of Finance Chairperson, Securities and Futures Commission ,Ministryof	Chief Executive Officer, Lien Chan Foundation for Peace and Development Director, Inventec Group Charity Foundation Independent Director, Formosa Petrochemical Corp. Independent Director, Silitech Technology Corporation. Independent Director, Powerchip Technology Corporation. Director, Maxigen Biotech Inc. Supervisor, Jintex Corporation Ltd.	Independent Director, Formosa Petrochemical Corp. Independent Director, Silitech Technology Corporation. Independent Director, Powerchip Technology Corporation. Director, Maxigen Biotech Inc. Supervisor, Jintex Corporation Ltd.	0

			Finance
Independ ent Director	Chen, Ruey-Lo ng	Bachelor of Economics, National Chung-Hsing University	Chairman, Sinocon Industrial Standards Foundation Chairman, Institute for Information Industry Minister, Ministry of Economic Affairs	Chairman, Sinocon Industrial Standards Foundation Director, Inventec Group Charity Foundation Independent Director, China Petrochemical Development Corporation. Independent Director, Formosa Chemicals & Fibre Corporation Chairman, Powerchip Technology Corporation. Director, HannStar Board Corporation. Director, Asia Cement Corporation	Independent Director, China Petrochemical Development Corporation. Independent Director, Formosa Chemicals & Fibre Corporation Chairman, Powerchip Technology Corporation. Director, HannStar Board Corporation. Director, Asia Cement Corporation	0
					Director, Gintech Energy
					Corporation
					Director, Bank of Panhsin Director, Teknowledge Development Corp. Director, PowerGate Optical, Inc.
				Director, Gintech Energy
				Corporation
				Director, Bank of Panhsin Director, Teknowledge Development Corp. Director, PowerGate Optical,Inc.
Independ ent Director	Shyu, Jyuo-Min	Doctor of Electrical Engineering and Computer Science, U. C. Berkeley Master of Electrical Engineering, National Taiwan University Bachelor of Electrical Engineering, National Taiwan University	Minister, Ministry of Science and Technology President, Industrial Technology Research Institute Dean, National Tsing Hua University, College of Electrical Engineering and Computer Science	President, Cloud	None	0
				Computing & IoT
				Association in Taiwan
				Professor, National Tsing
				Hua University,
				Department of Computer
				Science

Election Results:

(1) Directors (arranged in order of the number of votes obtained)

Shareholder Account No. or ID No.	Name	Votes Obtained (shares)
00000009	Lee, Tsu-Chin	2,589,733,410
00000001	Yeh, Kuo-I	2,539,733,350
00000026	Wen, Shih-Chih	2,489,733,358

00000157	Cho, Tom-Hwar	2,439,733,375
00000037	Chang, Ching-Sung	2,389,731,007
00000307	Huang, Kuo-Chun	2,339,733,262
(2) Independent Directors (arranged in order of the number of votes obtained)
Shareholder Account No. or ID No.	Name	Votes Obtained (shares)
N102640***	Chang, Chang-Pang	2,329,732,787
Q100765***	Chen, Ruey-Long	2,299,732,265
F102333***	Shyu, Jyuo-Min	2,269,732,798

F. Other Proposals Proposed by the Board

Proposal: Proposal for Release the Prohibition on Directors and Their Representatives from Participation in Competitive Business.

• Explanation: (1) According to provisions of Company Act Article 209 Item 1, a director who

• does anything for himself or on behalf of another person that is within the scope of the company's business, shall explain to the meeting of shareholders the essential contents of such an act and secure its approval.

• (2) Propose to the shareholders’ meeting to approved that the prohibition of business strife on current re-elected directors were lifted from the on board date. For the scope of the new directors to lift the competitive behavior restrictions, please refer to the concurrent position in another company of the list of candidates for directors and independent directors on p.18 of the meeting agenda.

Resolution: Approved as proposed by voting (deducted 339,135,695 shares due to the conflict of interest, a total of 2,516,744,387 shares with voting rights were present when votes were cast ; the number of voting rights for approval is 2,133,939,591, among which 1,273,535,079 was exercised by electronic transmission, or 84.79 % of the total voting rights when votes were cast�the number of votes against is 941,840, among which 941,840 was exercised by electronic transmission�the number of votes abstained is 381,862,950 among which 381,722,277 was exercised by electronic transmission)

G. Extraordinary Motions None

H. Adjournment

Meeting adjourned: 9:47 am.

**In case of any discrepancy between the English and Chinese version of those minutes of 2017 Annual General Shareholders’ Meeting of Inventec Corporation, the Chinese version shall prevail.

Appendix 1

Business Report

Ladies and gentlemen, welcome to the Inventec Shareholders' Meeting. Looking back over 2016, major economic recovery of the company was slow. The growth rate was not as good as the previous year, yet in the face of the fast-changing industry environment, the Inventec Group still managed to increase its overall operating income compared to 2015 by adhering to its principles of innovative thinking, focusing on the industry and adjusting the product portfolio,. Despite the fact that with the overall global economic indicators the company expected a faster growth rate than of 2015, there are still several variables such as the increase of global trade protection, and the future development of the EU. Inventec will still actively seek to increase its profits, growth, and strengthen its long-term competitiveness to face future challenges. I hereby describe the 2016 operation performance and the business plan of this year as follows:

Operation performance:

The individual revenue and consolidated revenue of Inventec in 2016 amounted to NT$Three Hundred and Eight Billion Seven Hundred Million and NT$Four Hundred and Twenty-Eight Billion Four Hundred Million respectively. The product portfolios still mainly consist of computer products as they were in 2015 (in 2015, the individual revenue was NT$Two Hundred and Eighty-Nine Billion Three Hundred Million, and the consolidated revenue totaled NT$Three Hundred and Ninety-Five Billion Four Hundred Million). Individual revenue increased by 6.69%, and consolidated revenue increased by 8.34%. With respect to product categories, the revenue of the notebook computer increased by 0.03% year-on-year, mainly due to the increase in shipments of commercial machines. The revenue of server products increased by 11% compared to the previous year due to an improved product portfolio, as well as the active development of new products and customer coverage. With respect to wireless devices and mobile communication products, they contributed NT$Sixty-Three Billion Five Hundred Million to the operating income, and increase of 35% compared to the previous year due to the active shipment and expansion of production capacity. As for solar energy products, the overall revenue contribution of solar energy of the Group is approximately NT$Thirteen Billion Five Hundred Million, an increase of 5% year-on-year. As for profitability, the annual net profit attributable to parent company shareholders reached NT$Five Billion Six Hundred Million. Earnings per share were NT$1.57, an increase of NT$Seven Hundred and Thirty Million compared to the previous year, with profits increasing by 1.32%.

2017 business plan and future development strategy:

Despite the forecast of major international financial institutions that the global economy will gradually recover, we subsequently still need to pay close attention to potential variables such as the trend of the US policy on trade, the EU's political and economic situation, and economic growth in mainland China, together with the frequent fluctuation of the international exchange rate, all of which make the overall operating challenges more difficult. In the face of changes to the operation environment of the information industry, Inventec will make timely adjustments to its operating strategy, reduce the exchange-loss risk, continuously carry out research and development for innovative products, and improve product-added value to seek new momentum and expand its operational growth.

With respect to personal computer products, Inventec has accumulated knowledge of notebook computer design and professional ODM experience over the years, and in response to the changing trends in the notebook computer industry, we continue to serve customers and develop light and portable products to meet the needs of the market according to the demands of major international manufacturers, and offer advantages in research and development design and production and manufacturing, Inventec had a great performance in 2016. In the future, we will continue to stay ahead of the market in fields such as cloud computing applications and large data centers, etc., to improve future operational potential by developing artificial intelligence products and actively seeking new customers. Furthermore, with regards to smart handheld products and wireless intelligent terminal products, stimulated by the growth in performance in 2016, we actively expanded new product lines to march towards the fields of the smart home and smart factory through spreading customer risks and combining products with the development of cloud technology and services as well continuously improved our automated processes and reduced production costs. As for the solar energy industry, we are still focusing on integrating solar cells, wafer and modules manufacturing, and improving product conversion efficiency and yield rates in response to future competition and challenges in the market.

Corporate governance and corporate social responsibility

Integrity has always been the highest governing philosophy of Inventec. We firmly believe that in the pursuit of enterprise growth and creating enterprise value, we can only improve our enterprise management quality and competitiveness by implementing good corporate governance structure and effective internal control system. Inventec has passed the assessment of the "Corporate Governance Best Practice Principles" and the "Corporate Social Responsibility Best Practice

Principles" to strengthen the purpose of the Board of Directors, safeguard the rights and interests of shareholders and interested parties, and improve information transparency to actively implement corporate governance and social commitment. Inventec has also continuously been ranked in the top 5% corporate governance enterprises in the "Second and third session of corporate governance evaluation", indicating that Inventec's Board of Directors attach great importance to corporate governance.

With respect to social care, Inventec and the "Inventec Group Charity Foundation" rely on caring volunteers to devote their time to relevant charity activities on a long-term bases by adhering to the idea of giving back to society. The Group also continuously makes contributions to disadvantaged groups and emergency relief funds for major disaster. Specific actions include the donation to the Tainan City Government for the February 6[th] earthquake disaster, annual charity donations as year-end gifts, long-term adoption of school children from Huei Ming School, encourages colleagues to regularly raise funds to support the New Life Promotion Association, and more, with the aim of helping disadvantaged groups achieve economic independence.

With regards to environmental protection, in order to reduce the impact of company operations on the environment, Inventec Group hopes to march towards its sustainable corporate objective of "Energy saving, waste reduction and health" through its environmental sustainability management system, active promotion of the "green energy environmental protection" strategy, good management of the green-energy industry and reduce its carbon footprint.

Future prospects

2017 is the year of leadership reform for Inventec. Following this Shareholders' Meeting, director members will be adjusted to nine seats, three of whom will be independent directors who will establish the Audit Committee with the goal of strengthening the internal supervision mechanism through the independent directors' professional competence and detached position to assist the Board of Directors in making operational decisions and help improve operational performance.

As well as the changes in the lineup of the Board of Directors as mentioned above, Inventec will still adhere to professionalism and continue to challenge ourselves. In terms of operating management, we will continuously strengthen inventory management, accelerate automated processes, improve product technology capabilities, promote "Industry 4.0" to accelerate transformation and upgrade, and achieve production intelligence and modularity in response to the demand of end customers with innovative products and service content with the aim of further expanding the Group's operating scale and room for profit. Once again, ladies and gentlemen, we sincerely thank you for your support and encouragement to Inventec, and we wish you all the best.

Chairman: Lee, Tsu-Chin

President: Huang, Kuo-Chun

Accounting Officer: Yu, Chin-Pao

Appendix 2

Supervisors' Review Report

Date: Apr.26, 2017

The Board of Directors has prepared and submitted to us the Company’s 2016 financial statements which have been audited and certified by Ying-Ju Chen and Liu-Fong Yang of KPMG Certified Public Accountants, along with Company's business report and earnings distribution proposals. We, the Supervisors, have duly examined the same as correct and accurate. We hereby report to the 2017 Annual General Shareholders Meeting in accordance with Article 219 of the Company Act for your review.

Inventec Corporation

Supervisor: Wang, Ping-Hui

Supervisor: Cheng, Hsien-Ho

Supervisor: Shyh Shiunn Investment Corp. (Representative: Yang, Cyong-Nan)

Appendix 3-Independent Auditors’ Report and Individual Financial Statements for Year 2016 Independent Auditors’ Report

To the Board of Directors of Inventec Corporation:

Opinion

We have audited the financial statements of Inventec Corporation (“the Company”), which comprise the statement of financial position as of December 31, 2016 and 2015, and the statement of comprehensive income, changes in equity and cash flows for the year ended December 31, 2016 and 2015, and notes to the financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as at December 31, 2016 and 2015, 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 audit in accordance with the “Regulations Governing Auditing and Certification of Financial Statements by Certified Public Accountants” and the auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Certified Public Accountants Code of Professional Ethics in Republic of China (“the Code”), 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 of 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 financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

1. Revenue Recognition

Please refer to Note 4(p) and Note 6(p) for accounting policies of revenue recognition and related disclosure of revenue, respectively.

Description of the key audit matter:

In order to satisfy the delivery requirement of some products, the Group set up multiple warehouses to meet the demand of picking up goods for clients. Revenue recognition is based on the information provided by warehouses.

How the matter was addressed in our audit:

In relation to the key audit matter above, we have performed certain key audit procedures that included assessing the accounting policies and appropriateness of revenue recognition; assessing appropriateness of the internal control of revenue recognition; inspecting whether internal control have been appropriately executed; inspecting whether sales income have been appropriately recognized.

2. Allowance for Inventory Valuation and Obsolescence Losses

Please refer to Note 4(g) and Note 6(d) for accounting policies, and related disclosure information for inventory, respectively.

Description of the key audit matter:

The Group’s materials may be obsolescence or slow-moving due to the risk of price decline in inventory, the Group prepared material for designing products and forecast orders may be canceled or changed, or changed on components and quantities. Therefore, the valuation of inventories has been identified as a key audit matter.

How the matter was addressed in our audit:

In relation to the key audit matter above, we have performed certain key audit procedures that included assessing the appropriateness of inventories valuation policies; ensuring the process of inventory valuation is in conformity with the accounting policies; inspecting the inventory aging report; recalculating allowance for inventory valuation based on the Group’s policies; and performing retrospective test.

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

Management is responsible for the preparation and fair presentation of the 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 financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Company’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 Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance are responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Financial Statements

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

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

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

2. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. 3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

3. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the 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 auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.

4. Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the 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 of the investment in other entities accounted for using the equity method to express an opinion on this financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.

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

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

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

The engagement partners on the audit resulting in this independent auditors’ report are Ying-Ju Chen and Liu-Fong Yang.

KPMG

Taipei, Taiwan (Republic of China) March 28, 2017

Notes to Readers

The accompanying financial statements are intended only to present the statement of financial position, financial performance and its cash flows in accordance with the accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such financial statements are those generally accepted and applied in the Republic of China.

The auditor’s report and the accompanying financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language auditor’s report and financial statements, the Chinese version shall prevail.

(English Translation of Financial Statements and Report Originally Issued in Chinese) INVENTEC CORPORATION

BALANCE SHEETS

December 31, 2016 and 2015

(Expressed in Thousands of New Taiwan Dollars)

ASSETS Current Assets� 1100 Cash and cash equivalents 1110 Current financial assets at fair value through profit or loss 1125 Current available-for-sale financial assets, net 1170 Accounts receivable, net 1180 Accounts receivable due from related parties, net 1200 Other receivables, net 1310 Inventories 1479 Other current assets Non-current assets� 1523 Non-current available-for-sale financial assets, net 1543 Non-current financial assets at cost, net 1550 Investments accounted for using equity method, net 1600 Property, plant and equipment 1780 Intangible assets 1900 Other non-current assets TOTAL ASSETS	2016.12.31	2015.12.31 Amount % 6,486,944 5 85,770 - 574,923 - 28,243,138 21 20,960,140 16 34,049,157 25 818,051 1 413,371 - 91,631,494 68 331,492 - 220,121 - 36,111,836 27 5,739,243 4 56,851 - 1,622,581 1 44,082,124 32 135,713,618 100 LIABILITIES AND EQUITY Current Liabilities� 2100 Short-term borrowings 2160 Notes payable to related parties 2170 Accounts payable 2180 Accounts payable to related parties 2230 Current tax liabilities 2200 Other payables 2399 Other current liabilities 2313 Unearned revenue Non-current Liabilities� 2540 Long-term borrowings 2640 Net defined benefit liability, non-current 2670 Other non-current liabilities Total Liabilities Equity attributable to owners of parent� 3110 Share capital 3200 Capital surplus Retained earnings: 3310 Legal reserve 3350 Unappropriated retained earnings 3400 Other equity interest Total Equity TOTAL LIABILITIES AND EQUITY	2016.12.31		2015.12.31
	Amount % $ 10,176,052 7 91,416 - 732,898 - 26,342,053 18 33,491,604 23 27,507,715 19 663,811 - 125,648 -		Amount $ 9,791,271 12,132 27,285,270 32,882,858 572,348 5,180,560 8,696,250 2,967,671	%	Amount % 5,380,080 4 12,132 - 26,274,818 19 22,571,175 17 622,025 - 5,210,014 4 5,555,470 4 2,577,507 2
				7 - 19 22 - 3 6 2
	99,131,197 67		87,388,360	59	68,203,221 50
	225,248 - 355,491 - 33,861,485 23 12,310,646 9 73,653 - 1,387,003 1		3,600,000 709,165 854,325	2 1 1	9,189,600 7 993,591 1 846,502 -
			5,163,490	4	11,029,693 8
			92,551,850	63	79,232,914 58
			35,874,751 2,913,096 8,910,416 6,575,897 518,713	24 2 6 5 -	35,874,751 26 2,912,784 2 8,354,052 6 6,529,767 6 2,809,350 2
	48,213,526 33
			54,792,873	37	56,480,704 42
	$ 147,344,723 100		$ 147,344,723	100	135,713,618 100

Please refer to financial statements.

(English Translation of Financial Statements and Report Originally Issued in Chinese) INVENTEC CORPORATION

STATEMENTS OF COMPREHENSIVE INCOME

For the Years Ended December 31, 2016 and 2015

(Expressed in Thousands of New Taiwan Dollars)

4110 Sales revenue 5000 Operating costs Gross profit from operations 5910 Less: Unrealized profit (loss) from sales 5920 Add: Realized profit (loss) on from sales Gross profit from operations Operating expenses: 6100 Selling expenses 6200 Administrative expenses 6300 Research and development expenses Total operating expenses Net operating income 7010 Other income 7020 Other gains and losses, net 7050 Finance costs, net 7775 Share of loss of associates and joint ventures accounted for using equity method Total non-operating income and expenses 7900 Profit (loss) from continuing operations before tax 7950 Less: Tax income (expense) 8200 Profit for the period Other comprehensive income (loss): 8310 Components of other comprehensive income that will not be reclassified to profit or loss 8311 Gains (losses) on remeasurements of defined benefit plans 8330 Share of other comprehensive income of subsidiaries, associates and joint ventures accounted for using equity method, components of other comprehensive income that will not be reclassified to profit or loss 8349 Income tax related to components of other comprehensive income that will not be reclassified to profit or loss Components of other comprehensive income that will not be reclassified to profit or loss 8360 Components of other comprehensive income that will be reclassified to profit or loss 8361 Exchange differences on translation 8362 Unrealised gains (losses) on valuation of available-for-sale financial assets 8380 Share of other comprehensive income of subsidiaries, associates and joint ventures accounted for using equity method, components of other comprehensive income that will be reclassified to profit or loss 8399 Income tax related to components of other comprehensive income that will be reclassified to profit or loss Components of other comprehensive income that will be reclassified to profit or loss Other comprehensive income, net 8500 Total comprehensive income Earning per share attributable to stockholders of parent 9750 Basic earnings per share (NT dollars) 9850 Diluted earnings per share (NT dollars)	For the year ended December 31,	For the year ended December 31,	For the year ended December 31,	% 100 96
	2016	% 100 96	2015
	Amount $ 308,709,688 295,852,992		Amount 289,354,169 277,304,726
	12,856,696 15,140 15,615	4 - -	12,049,443 15,615 12,315	4 - -
	12,857,171	4	12,046,143	4
	1,273,132 1,848,541 4,515,568	- 1 1	1,643,997 1,954,999 4,645,432	- 1 2
	7,637,241	2	8,244,428	3
	5,219,930	2	3,801,715	1
	41,556 (50,911) (378,289) 1,693,631	- - - -	22,553 1,499,444 (183,330) 1,442,902	- 1 - -
	1,305,987	-	2,781,569	1
	6,525,917 888,797	2 -	6,583,284 1,019,651	2 -
	5,637,120	2	5,563,633	2
	15,665 (25,163) (2,663)	- - -	(51,776) (4,895) 8,802	- - -
	(12,161)	-	(47,869)	-
	(26,375) 92,253 (2,356,515) -	- - (1) -	3,751 55,086 (258,721) -	- - - -
	(2,290,637)	(1)	(199,884)	-
	(2,302,798)	(1)	(247,753)	-
	$ 3,334,322	1	5,315,880	2
	$	1.57		1.55
	$	1.56		1.54

Please refer to financial statements.

(English Translation of Financial Statements and Report Originally Issued in Chinese) INVENTEC CORPORATION

STATEMENTS OF CHANGES IN EQUITY

For the Years Ended December 31, 2016 and 2015 (Expressed in Thousands of New Taiwan Dollars)

Balance as of January 1, 2015 Net income (loss) for the period Other comprehensive income (loss) for the period Total comprehensive income (loss) for the period Appropriation and distribution of retained earnings: Legal reserve appropriated Cash dividends of ordinary share Others Balance as of December 31, 2015 Net income (loss) for the period Other comprehensive income (loss) for the period Total comprehensive income (loss) for the period Appropriation and distribution of retained earnings: Legal reserve appropriated Cash dividends of ordinary share Others Balance as of December 31, 2016	Capital Stock	Capital Surplus	Retained	Earnings	Other Equity Interest Exchange Differences on Translation Unrealized Gains (Losses) on of Foreign Financial Statements Available for Sale Financial Assets Total Equity 2,868,962 140,272 57,578,038 - - 5,563,633 (264,790) 64,906 (247,753)
	Share Capital		Legal Reserve	Unappropriated Retained Earnings
	$ 35,874,751 - -	2,920,718 - -	7,644,271 - -	8,129,064 5,563,633 (47,869)
	-	-	-	5,515,764	(264,790) 64,906 5,315,880
	- - -	- - (7,934)	709,781 - -	(709,781) (6,278,081) (127,199)	- - - - - (6,278,081) - - (135,133)
	35,874,751 - -	2,912,784 - -	8,354,052 - -	6,529,767 5,637,120 (12,161)	2,604,172 205,178 56,480,704 - - 5,637,120 (2,381,945) 91,308 (2,302,798)
	-	-	-	5,624,959	(2,381,945) 91,308 3,334,322
	- - -	- - 312	556,364 - -	(556,364) (5,022,465) -	- - - - - (5,022,465) - - 312
	$ 35,874,751	2,913,096	8,910,416	6,575,897	222,227 296,486 54,792,873

Note: For the years ended December 31, 2016 and 2015, the remuneration to directors and supervisors amounted to $97,610 and $98,258, respectively and remuneration of employees amounted to $348,607 and $336,884, respectively, which had been deducted by calculating each period profit.

Please refer to financial statements.

(English Translation of Financial Statements and Report Originally Issued in Chinese) INVENTEC CORPORATION

STATEMENTS OF CASH FLOWS

For the Years Ended December 31, 2016 and 2015 (Expressed in Thousands of New Taiwan Dollars)

Cash flows from operating activities� Profit before income tax Adjustments: Adjustments to reconcile profit before income tax to net cash provided by operating activities Depreciation expenses Amortization expenses Provisions for bad debt expenses Interest expenses Interest income Share of profit of associates and joint ventures accounted for using equity method Gain on disposal of property, plant, and equipment Gain on disopsal of intangible assets Gain on disopsal of other assets Gain on disposal of investments Impairment loss on financial assets Total adjustments to reconcile profit Changes in operating assets and liabilities: Changes in operating assets: Increase in financial assets held for trading (Increase) decrease in accounts receivable Decrease in other receivables Decrease in inventories Decrease (Increase) in other current assets Total changes in operating assets Changes in operating liabilities: Decrease in financial liabilities held for trading Decrease in notes payable Increase (decrease) in accounts payable Decrease in other payables Increase in other current liabilities Decrease in net defined liabilities, non-current Increase in unearned revenue Total changes in operating liabilities Total changes in operating assets and liabilities Total adjustments Cash inflow generated from operations Interests received Dividends received Interests paid Income taxes paid Net cash flows from operating activities	For the years ended December 31, 2016 2015 $ 6,525,917 6,583,284 239,419 215,700 421,028 503,967 3,215 3,766 378,289 183,330 (41,556) (22,553) (1,693,631) (1,442,902) (2,713) - (58) - (69) - - (994) 25,400 -	For the years ended December 31, 2016 2015 $ 6,525,917 6,583,284 239,419 215,700 421,028 503,967 3,215 3,766 378,289 183,330 (41,556) (22,553) (1,693,631) (1,442,902) (2,713) - (58) - (69) - - (994) 25,400 -
	2016
	$ 6,525,917 239,419 421,028 3,215 378,289 (41,556) (1,693,631) (2,713) (58) (69) - 25,400
	(670,676)	(559,686)
	(5,646) (10,633,594) 6,540,367 154,240 287,723	(20,534) 5,524,841 14,766,269 40,704 (323,136)
	(3,656,910)	19,988,144
	- - 11,322,135 (70,310) 3,140,780 (268,761) 390,164	(17,095) (12,131) (13,234,310) (50,231) 3,344,088 (15,147) 323,080
	14,514,008	(9,661,746)
	10,857,098	10,326,398
	10,186,422	9,766,712
	16,712,339 42,631 1,507,000 (380,317) (1,187,910)	16,349,996 21,849 1,268,000 (182,674) (1,499,812)
	16,693,743	15,957,359

Please refer to financial statements.

(English Translation of Financial Statements and Report Originally Issued in Chinese) INVENTEC CORPORATION

STATEMENTS OF CASH FLOWS

For the Years Ended December 31, 2016 and 2015

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from investing activities: Proceeds from capital reduction of available-for-sale financial assets Acquisition of financial assets at cost Proceeds from disposal of financial assets at cost Acquisition of investments accounted for using equity method Proceeds from disposal of investments accounted for using equity method Proceeds from capital reduction of investments accounted for using equity method Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Acquisition of intangible assets Proceeds from disposal of intangible assets Increase in other non-current assets Net cash used in investing activities Cash flows from financing activities: Increase (decrease) in short-term borrowings Proceeds from long-term borrowings Repayments of long-term borrowings Decrease in other non-current liabilities Cash dividends paid Net cash flows used in financing activities Net decrease in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period	For the years ended December 31, 2016 2015 40,522 35,371 (160,770) (15,235) - 88,354 (165,000) (1,074,394) - 482,184 194,243 - (6,162,368) (131,683) 3,143 - (285,035) (239,021) 113 - (263,738) (780,940)	For the years ended December 31, 2016 2015 40,522 35,371 (160,770) (15,235) - 88,354 (165,000) (1,074,394) - 482,184 194,243 - (6,162,368) (131,683) 3,143 - (285,035) (239,021) 113 - (263,738) (780,940)
	2016
	40,522 (160,770) - (165,000) - 194,243 (6,162,368) 3,143 (285,035) 113 (263,738)
	(6,798,890)	(1,635,364)
	4,411,191 4,800,000 (10,389,600) (4,871) (5,022,465)	(674,419) 9,189,600 (15,029,000) (2,651) (6,278,081)
	(6,205,745)	(12,794,551)
	3,689,108 6,486,944	1,527,444 4,959,500
	$ 10,176,052	6,486,944

Please refer to financial statements.

Appendix 4-Independent Auditors’ Report and Consolidated Financial Statements for Year 2016 Independent Auditors’ Report

To the Board of Directors of Inventec Corporation:

Opinion

We have audited the consolidated financial statements of Inventec Corporation and its subsidiaries (“the Group”), which comprise the consolidated statement of financial position as of December 31, 2016 and 2015, and the consolidated statement of comprehensive income, changes in equity and cash flows for the years ended December 31, 2016 and 2015, and notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at December 31, 2016 and 2015, 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 with the International Financial Reporting Standards (“IFRSs”), International Accounting Standards (“IASs”), interpretation as well as related guidance endorsed by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

We conducted our audit in accordance with the Regulations Governing Auditing and Certification of Financial Statements by Certified Public Accountants and the auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the Certified Public Accountants Code of Professional Ethics in Republic of China (“the Code”), 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 of our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

1. Revenue Recognition

Please refer to Note 4(r) and Note 6(s) for accounting policies of revenue recognition and related disclosure of revenue, respectively.

Description of the key audit matter:

In order to meet the delivery requirement of some products, the Group set up multiple warehouses to meet the demand of picking up goods for oversea clients. Revenue recognition is based on the information provided by warehouses.

How the matter was addressed in our audit:

In relation to the key audit matter above, we have performed certain key audit procedures that included assessing the accounting policies and appropriateness of revenue recognition; assessing appropriateness of the internal control of revenue recognition; inspecting whether the internal controls have been appropriately executed; inspecting whether the sales income have been appropriately recognized.

2. Allowance for Inventory Valuation and Obsolescence Losses

Please refer to Note 4(h) and Note 6(d) for accounting policies, and related disclosure information for inventory, respectively.

Description of the key audit matter:

The Group’s materials may be obsolescence or slow-moving due to the risk of price decline in inventory, the material prepared for designing products and forecast orders may be canceled or changed, or changed on components and quantities. Therefore, the valuation of inventories has been identified as a key audit matter.

How the matter was addressed in our audit:

In relation to the key audit matter above, we have performed certain key audit procedures that included assessing the appropriateness of inventories valuation policies; ensuring the process of inventory valuation is in conformity with the accounting policies; inspecting the inventory aging report; recalculating allowance for inventory valuation based on the Group’s policies; and performing retrospective test.

3. The offsetting agreements of financial assets and liabilities

Please refer to Note 4(g), 6(b) and 6(w) and 6(j) for accounting policy and detailed information on the agreements of financial assets and liabilities offsetting.

Description of the key audit matter:

In order to use fund flexibly, the Group handled multiple kinds of financial instruments which IAS was endorsed by FSC to offset financial assets and liabilities and be reported in the balance sheet. The disclosure of financial instruments which are not expired on the balance sheet date would influence the judgment of report reader.

How the matter was addressed in our audit:

In relation to the key audit matter above, we have performed certain key audit procedures that included examining whether the amount of the signed contract were within the scope authorized by the board of directors; sampling transactions in 2016 to examine whether contracts were signed with banks; review the contracts to check if the regulation of offsetting criteria was met; and assessing whether the disclosure of financial assets and liabilities offsetting is appropriate.

Other Matter

Inventec Corporation has additionally prepared its parent company only financial statements as of and for the years ended December 31, 2016 and 2015, on which we have issued an unqualified opinion.

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

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and with the IFRSs, IASs, interpretation as well as related guidance endorsed by the Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing the 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 supervisors) 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 auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the auditing standards generally accepted in the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

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

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

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

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

4. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our 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 auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.

5. Evaluate the overall presentation, structure and content of the consolidated financial statements,

including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

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

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

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

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

The engagement partners on the audit resulting in this independent auditors’ report are Ying-Ju Chen and Liu-Fong Yang.

KPMG

Taipei, Taiwan (Republic of China) March 28, 2017

The accompanying consolidated financial statements are intended only to present the consolidated statement of financial position, financial performance and its cash flows in accordance with the accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such consolidated financial statements are those generally accepted and applied in the Republic of China.

The auditor’s report and the accompanying consolidated financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language auditor’s report and consolidated financial statements, the Chinese version shall prevail.

Notes to Readers

(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese) INVENTEC CORPORATION AND ITS SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

December 31, 2016 and 2015

(Expressed in Thousands of New Taiwan Dollars)

ASSETS Current Assets� 1100 Cash and cash equivalents (Notes (4) and (6)(a)) 1110 Current financial assets at fair value through profit or loss (Notes (4) and (6)(b)) 1125 Current available-for-sale financial assets, net (Notes (4) and (6)(b)) 1170 Accounts receivable, net (Notes (4) and (6)(c)) 1180 Accounts receivable due from related parties, net (Notes (4), (6)(c) and (7)) 1200 Other receivables, net (Notes (4), (6)(c) and (7)) 1310 Inventories net (Notes (4) and (6)(d)) 1479 Other current assets (Notes (4), (6)(k) and (6)(n)) Non-current assets� 1523 Non-current available-for-sale financial assets, net (Notes (4) and (6)(b)) 1543 Non-current financial assets at cost, net (Notes (4) and (6)(b)) 1550 Investments accounted for using equity method, net (Notes (4) and (6)(e)) 1600 Property, plant and equipment (Notes (4) and (6)(h)) 1760 Investment property, net (Notes (4) and (6)(i)) 1780 Intangible assets (Notes (4) and (6)(j)) 1900 Other non-current assets (Notes (4), (6)(k) and (6)(o)) TOTAL ASSETS	2016.12.31	2015.12.31 Amount % 37,123,631 21 221,615 - 3,290,684 2 60,343,565 34 20,254 - 1,004,386 1 28,959,904 16 2,613,620 2 133,577,659 76 331,492 - 502,173 - 532,888 - 34,660,330 20 548,071 - 872,905 1 4,720,955 3 42,168,814 24 175,746,473 100 LIABILITIES AND EQUITY Current Liabilities� 2100 Short-term borrowings (Note (6)(l)) 2120 Current financial liabilities at fair value through profit or loss (Notes (4) and (6)(b)) 2160 Notes payable to related parties (Note (7)) 2170 Accounts payable 2180 Accounts payable to related parties (Note (7)) 2230 Current tax liabilities 2200 Other payables (Note (7)) 2322 Long-term borrowings, current portion (Note (1)) 2399 Other current liabilities 2313 Unearned revenue Non-current Liabilities� 2540 Long-term borrowings (Note (6)(l)) 2640 Net defined benefit liability, non-current (Notes (4) and (6)(n)) 2670 Other non-current liabilities (Notes (4) and (6)(o)) Total Liabilities Equity attributable to owners of parent� 3110 Share capital (Note (6)(p)) 3200 Capital surplus (Note (6)(p)) 3300 Retained earnings (Note (6)(p)) 3400 Other equity (Note (6)(p)) Total equity attributable to owners of parent 36XX Non-controlling interests Total Equity TOTAL LIABILITIES AND EQUITY	**2016.12.31 **		2015.12.31 Amount % 7,744,025 4 88,985 - 12,132 - 58,582,313 33 27,239 - 2,446,103 2 17,456,471 10 266,800 - 8,993,423 5 3,154,378 2
	Amount % $ 25,972,444 14 190,544 - 2,693,920 1 71,269,249 39 1,085 - 980,596 1 31,935,038 18 3,750,245 2		Amount $ 14,580,403 106 12,132 69,024,369 8,167 2,025,353 12,249,690 411,211 13,219,521 3,552,004	%
				8 - - 38 - 1 7 - 8 2
	136,793,121 75
	225,248 - 434,143 - 380,091 - 38,666,219 21 520,221 - 890,024 1 4,464,150 3
			115,082,956	64	98,771,869 56
			4,063,889 747,274 1,971,836	2 - 1	11,293,260 6 1,030,424 1 1,752,071 1
			6,782,999	3	14,075,755 8
			121,865,955	67	112,847,624 64
	45,580,096 25		35,874,751 2,913,096 15,486,313 518,713	20 2 8 -	35,874,751 20 2,912,784 2 14,883,819 8 2,809,350 2
			54,792,873 5,714,389	30 3	56,480,704 32 6,418,145 4
			60,507,262	33	62,898,849 36
	$ 182,373,217 100		$ 182,373,217	100	175,746,473 100

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

(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese) INVENTEC CORPORATION AND ITS SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

For the Years Ended December 31, 2016 and 2015

(Expressed in Thousands of New Taiwan Dollars)

4110 Sales revenue (Notes (4), (6)(s) and (7)) 5000 Operating costs (Notes (4) and (7)) Gross profit from operations Operating expenses: 6100 Selling expenses 6200 Administrative expenses 6300 Research and development expenses 6400 Total operating expenses Net operating income Non-operating income and expenses: 7010 Other income (Note (6)(u)) 7020 Other gains and losses, net (Note (6)(u)) 7050 Finance costs, net (Note (6)(u)) 7060 Share of profit (loss) of associates and joint ventures accounted for using equity method, net (Notes (4) and (6)(e)) Total non-operating income and expenses 7900 Profit from continuing operations before tax 7950 Less: Tax expense (Notes (4) and (6)(o)) 8200 Profit for the period Other comprehensive income (loss): 8310 Components of other comprehensive income that will not be reclassified to profit or loss 8311 Gains (losses) on remeasurements of defined benefit plans 8320 Share of other comprehensive income of associates and joint ventures accounted for using equity method, components of other comprehensive income that will not be reclassified to profit or loss 8349 Income tax related to components of other comprehensive income that will not be reclassified to profit or loss Components of other comprehensive income that will not be reclassified to profit or loss 8360 Components of other comprehensive income that will be reclassified to profit or loss 8361 Exchange differences on translation 8362 Unrealised gains (losses) on valuation of available-for-sale financial assets 8370 Share of other comprehensive income of associates and joint ventures accounted for using equity method, components of other comprehensive income that will be reclassified to profit or loss 8399 Income tax related to components of other comprehensive income that will be reclassified to profit or loss Components of other comprehensive income that will be reclassified to profit or loss Other comprehensive income, net 8500 Total comprehensive income Profit (loss), attributable to: 8610 Profit (loss), attributable to owners of parent 8620 Profit (loss), attributable to non-controlling interests Comprehensive income attributable to: 8710 Comprehensive income, attributable to owners of parent 8720 Comprehensive income, attributable to non-controlling interests Earning per share attributable to stockholders of parent (Notes (4) and (6)(r)) 9750 Basic earnings per share (NT dollars) 9850 Diluted earnings per share (NT dollars)	For the year ended December 31,	For the year ended December 31,	For the year ended December 31,	% 100 95
	2016	% 100 94	2015
	Amount $ 428,466,015 404,508,245		Amount 395,470,221 373,764,813
	23,957,770	6	21,705,408	5
	2,450,780 4,625,422 8,697,105	1 1 2	2,688,381 4,792,827 8,816,932	1 1 2
	15,773,307	4	16,298,140	4
	8,184,463	2	5,407,268	1
	938,703 (1,407,751) (599,371) (26,135)	- - - -	2,112,228 676,152 (914,173) (97,605)	1 - - -
	(1,094,554)	-	1,776,602	1
	7,089,909 2,118,536	2 1	7,183,870 2,208,135	2 1
	4,971,373	1	4,975,735	1
	(10,240) (3,650) 1,747	- - -	(58,068) 69 9,781	- - -
	(12,143)	-	(48,218)	-
	(2,388,221) 106,707 (21,653) -	- - - -	(640,299) 48,545 12,423 381,929	- - - -
	(2,303,167)	-	(197,402)	-
	(2,315,310)	-	(245,620)	-
	$ 2,656,063	1	4,730,115	1
	$ 5,637,120 (665,747)	1 -	5,563,633 (587,898)	1 -
	$ 4,971,373	1	4,975,735	1
	$ 3,334,322 (678,259)	1 -	5,315,880 (585,765)	1 -
	$ 2,656,063	1	4,730,115	1
	$	1.57		1.55
	$	1.56		1.54

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

(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese) INVENTEC CORPORATION AND ITS SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

For the Years Ended December 31, 2016 and 2015

(Expressed in Thousands of New Taiwan Dollars)

Equity Attributable to Owners of Parent

Balance as of January 1, 2015 Net income (loss) for the period Other comprehensive income (loss) for the period Total comprehensive income (loss) for the period Appropriation and distribution of retained earnings: Legal reserve appropriated Cash dividends of ordinary share Changes in non-controlling interests Others Balance as of December 31, 2015 Net income (loss) for the period Other comprehensive income (loss) for the period Total comprehensive income (loss) for the period Appropriation and distribution of retained earnings: Legal reserve appropriated Cash dividends of ordinary share Changes in non controlling interests Others Balance as of December 31, 2016	Capital Stock	Capital Surplus	Retained	Earnings	Other Equity Interest	Total Equity Attributable to Owners of Parent	Non Controlling Interests Total Equity 6,844,752 64,422,790 (587,898) 4,975,735 2,133 (245,620)
					Exchange Differences on Unrealized Gains (Losses) Translation of Foreign Financial Statements on Available for Sale Financial Assets 2,868,962 140,272 - - (264,790) 64,906
	Share Capital		Legal Reserve	Unappropriated Retained Earnings
	$ 35,874,751 - -	2,920,718 - -	7,644,271 - -	8,129,064 5,563,633 (47,869)		57,578,038 5,563,633 (247,753)
	-	-	-	5,515,764	(264,790) 64,906	5,315,880	(585,765) 4,730,115
	- - - -	- - - (7,934)	709,781 - - -	(709,781) (6,278,081) - (127,199)	- - - - - - - -	- (6,278,081) - (135,133)	- - - (6,278,081) 16,943 16,943 142,215 7,082
	35,874,751 - -	2,912,784 - -	8,354,052 - -	6,529,767 5,637,120 (12,161)	2,604,172 205,178 - - (2,381,945) 91,308	56,480,704 5,637,120 (2,302,798)	6,418,145 62,898,849 (665,747) 4,971,373 (12,512) (2,315,310)
	-	-	-	5,624,959	(2,381,945) 91,308	3,334,322	(678,259) 2,656,063
	- - - -	- - - 312	556,364 - - -	(556,364) (5,022,465) - -	- - - - - - - -	- (5,022,465) - 312	- - - (5,022,465) (25,497) (25,497) - 312
	$ 35,874,751	2,913,096	8,910,416	6,575,897	222,227 296,486	54,792,873	5,714,389 60,507,262

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

(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese) INVENTEC CORPORATION AND ITS SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

For the Years Ended December 31, 2016 and 2015

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from operating activities� Profit before income tax Adjustments: Adjustments to reconcile profit before income tax to net cash provided by operating activities Depreciation expenses Amortization expenses Provisions for bad debt expenses Interest expenses Interest income Share based payments Share of losses of associates and joint ventures accounted for using equity method Losses (gains) on disposal of property, plant, equipment and investment property Gain on disposal of investments Impairment losses on non financial assets Impairment loss on financial assets Others Total adjustments to reconcile profit Changes in operating assets and liabilities: Changes in operating assets: Decrease in financial assets helding for trading (Increase) decrease in accounts receivable (Increase) decrease in other receivables (Increase) decrease in inventories (Increase) decrease in other current assets Total changes in operating assets Changes in operating liabilities: (Decrease) increase in financial liabilities held for trading Decrease in notes payable Increase (decrease) in accounts payable (Decrease) increase in other payables Increase in other current liabilities Decrease in net defined benefit liabilities, non-current Increase in unearned revenue Total changes in operating liabilities Total changes in operating assets and liabilities Total adjustments Cash inflow generated from operations Interests received Interests paid Income taxes paid Net cash flows from operating activities	For the years ended December 31, 2016 2015 $ 7,089,909 7,183,870 3,979,496 3,976,246 826,049 964,995 78,294 25,179 599,371 914,173 (938,703) (2,112,228) - 8,533 26,135 97,605 107,408 (136,531) (39,338) (331,861) 560,738 140,379 236,893 - 143,582 (772)	For the years ended December 31, 2016 2015 $ 7,089,909 7,183,870 3,979,496 3,976,246 826,049 964,995 78,294 25,179 599,371 914,173 (938,703) (2,112,228) - 8,533 26,135 97,605 107,408 (136,531) (39,338) (331,861) 560,738 140,379 236,893 - 143,582 (772)
	2016
	$ 7,089,909 3,979,496 826,049 78,294 599,371 (938,703) - 26,135 107,408 (39,338) 560,738 236,893 143,582
	5,579,925	3,545,718
	26,560 (17,321,753) (361,890) (4,779,063) (1,173,336)	215,185 11,810,327 2,596,999 2,892,534 1,610,970
	(23,609,482)	19,126,015
	(85,212) - 18,803,980 (4,260,195) 4,310,556 (289,065) 402,776	48,343 (12,131) (20,374,773) 3,370,735 4,276,868 (41,869) 355,366
	18,882,840	(12,377,461)
	(4,726,642)	6,748,554
	853,283	10,294,272
	7,943,192 1,119,429 (865,301) (2,263,349)	17,478,142 2,269,550 (864,916) (1,861,137)
	5,933,971	17,021,639

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

(English Translation of Consolidated Financial Statements and Report Originally Issued in Chinese) INVENTEC CORPORATION AND ITS SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (CONT'D)

For the Years Ended December 31, 2016 and 2015

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from investing activities: Acquisition of available-for-sale financial assets Proceeds from disposal of available-for-sale financial assets Proceeds from capital reduction of available-for-sale financial assets Acquisition of financial assets at cost Proceeds from capital reduction of financial assets at cost Acquisition of investments accounted for using equity method Proceeds from capital reduction of investments accounted for using equity method Acquisition of property, plant and equipment Proceeds from disposal of property, plant, equipment and investment property Acquisition of intangible assets Net cash inflows from business combination Increase in other non-current assets Net cash flows from (used in) investing activities Cash flows from financing activities: Increase (decrease) in short-term borrowings Proceeds from long-term debt Repayments of long-term borrowings Increase in other non-current liabilities Cash dividends paid Change in non-controlling interests Net cash flows used in financing activities Effect of exchange rate changes on cash and cash equivalents Net decrease in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period	For the years ended December 31, 2016 2015 (5,882,296) (23,452,524) 6,495,338 28,952,230 40,522 35,371 (168,762) (55,595) - 88,354 - (367,399) 100,307 - (10,692,904) (3,762,999) 396,107 250,519 (291,583) (239,988) - 1,305,370 (932,370) (145,720)	For the years ended December 31, 2016 2015 (5,882,296) (23,452,524) 6,495,338 28,952,230 40,522 35,371 (168,762) (55,595) - 88,354 - (367,399) 100,307 - (10,692,904) (3,762,999) 396,107 250,519 (291,583) (239,988) - 1,305,370 (932,370) (145,720)
	2016
	(5,882,296) 6,495,338 40,522 (168,762) - - 100,307 (10,692,904) 396,107 (291,583) - (932,370)
	(10,935,641)	2,607,619
	7,457,841 5,500,000 (12,506,543) 45,808 (5,022,465) (25,497)	(8,351,998) 10,957,946 (15,617,889) 13,762 (6,278,081) 249,395
	(4,550,856)	(19,026,865)
	(1,598,661) (11,151,187) 37,123,631	(1,210,503) (608,110) 37,731,741
	$ 25,972,444	37,123,631

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

Appendix 5

Inventec Corporation Profit Distribution Table

Year 2016

	Unit: NTD� Total amount 950,937,666 (12,160,206) 5,637,119,526 (563,711,953) 6,012,185,033 (5,201,838,846) 810,346,187
Items:	Total amount
Beginningretained earnings	950,937,666
Less: Defined benefit plans remeasurement	(12,160,206)
Add: Net profit after tax	5,637,119,526
Less: 10% legal reserve	(563,711,953)
Distributable net profit	6,012,185,033
Less: Distributable items: Cash Dividend to shareholders (NT$1.45 per share)
Unappropriated retained earnings	810,346,187