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INVENTEC AGM Information 2022

Aug 2, 2022

52026_rns_2022-08-02_b011e3ab-6e6d-414d-aaa0-11d914382891.pdf

AGM Information

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INVENTEC CORPORATION Minutes of 2022 Annual General Shareholders' Meeting

(Translation)

Time�Thursday, June 14, 2022. 9:00 a.m.

Place�International Reception Room of The Grand Hotel, No. 1, Sec. 4, Zhongshan N. Rd., Zhongshan Dist., Taipei City.

  • Quorum�2,841,693,466 shares were represented by shareholders in person and by proxy (including by exercising voting rights electronically�1,919,579,090 shares), which are mounted to 79.21% of the Company’s 3,587,475,066 issued and outstanding shares.

Chairman�Cho, Tom-Hwar Recorder�Wu, Jennifer

Board Members Present�

  • Director�Cho, Tom-Hwar / Yeh, Kuo-I / Wen, Shih-Chih / Lee, Tsu-Chin / Yeh, LiCheng

Independent Director�Chang, Chang-Pang (audit committee convenor) / Chen, RueyLong��Wea, Chi-Lin

Attendance�Wu, Zhi-Guang , Attorney Lin, Wan-Wan, CPA

A. 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.

B. Chairman Remarks: (Omitted)

C. Report Items

  1. 2021 Business Report (Please refer to Appendix 1)

  2. 2021 Audit Committee’s Review Report (Please refer to Appendix 2)

  3. The Status of Distribution Remuneration of Employees and Directors of Board in 2021. Explanation:

  4. (1) According to the Article 26 of Articles of Incorporation, 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% of the balance as remuneration to Directors of Board.

  5. (2) The Board of Directors and Remuneration Committee resolved to distribute NT$ 558,930,501 as remuneration to employees in cash and NT$ 83,422,463 as remuneration to Directors of Board. There is no difference between the amount of distribution and the expense which has been recognized in 2021.

1

  1. The Status of Distribution of Profits in Cash Dividends to Shareholders in 2021. Explanation:

  2. (1) According to the Article 27 of Articles of Incorporation, the Company authorizes the Board of Directors to distribute dividends and bonuses in cash after resolution, and to report the foregoing to the shareholders’ meeting.

  3. (2) The distributable net profit for 2021 is NT$ 5,562,405,541. The proposed cash dividend to shareholders is NT$1.4 per share and NT$ 5,022,465,092 as the sum.

  4. (3) The Board of Directors had resolved this profits distribution proposal and would set the exdividend date, payment date and arrange other related matters. In addition, the Board of Directors are authorized to adjust the cash distribution ratio in case of change in the number of issued and outstanding shares of the Company.

Questions for non-operating income and expenditure, influence of Inventec Solar Energy Corporation’s debt on Inventec, influence of international deflation on Inventec were raised by shareholder account number 596098.

The above shareholders’ questions were answered by chairman and the personnel appointed by the chairman.

D. Ratification Items

Item 1 Proposed by the Board

Proposal: Ratification of the 2021 Business Report and Financial Statements.

  • Explanation: The Company’s 2021 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, Lin, Wan-Wan and Guo, Rou-Lan of KPMG Certified Public Accountants. Also Business Report and Financial Statements have been examined by the Audit Committee of Inventec Corporation and approved by the Board of Directors afterwards. (Please refer to Appendix 1 for Business Report, Appendix 3 for Independent Accountants’ Audit Report and Individual Financial Statements, and Appendix 4 for Independent Accountants’ Audit Report and Consolidated Financial Statements.)

  • Resolution: Approved and acknowledged as proposed by voting (a total of 2,841,693,466 shares with voting rights were present when votes were cast; the number of voting rights for approval is 2,631,707,471, among which 1,709,698,855 was exercised by electronic

2

transmission, or 92.61� of the total voting rights when votes were cast; the number of votes against is 440,288, among which 440,288 was exercised by electronic transmission; the number of votes abstained is 209,545,707, among which 209,439,947 was exercised by electronic transmission)

Question for “Non-operating income and expenses” on annual report was raised by shareholder account number 596098.

The above shareholders' question was answered by the personnel appointed by the chairman.

Item 2 Proposed by the Board

Proposal: Adoption of the Proposal for Distribution of 2021 Profits

Explanation: The 2021 Profit distribution table had been resolved by the Board of Directors and reviewed by the Audit Committee, please refer to Appendix 5.

Resolution: Approved and acknowledged as proposed by voting (a total of 2,841,693,466 shares with voting rights were present when votes were cast; the number of voting rights for approval is 2,635,246,646, among which 1,713,238,030 was exercised by electronic transmission, or 92.73� of the total voting rights when votes were cast; the number of votes against is 467,310, among which 467,310 was exercised by electronic transmission�the number of votes abstained is 205,979,510, among which 205,873,750 was exercised by electronic transmission)

E. Discussion Items

Item 1 Proposed by the Board

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

Explanation: Propose to amend Article 11-1 and Article 29 of the “Articles of Incorporation” according to the Article 172-2 of the “Company Act” amended per presidential order NO. 11000115851 promulgated on December 29, 2021.Please refer to the comparison chart of amendments below.

Comparison Chart of Amendments to “Articles of Incorporation”

Original Version Amendment Version Reason
Article 11-
1
The Company’s shareholders’
meeting can be held by means of
visual communication network or
other methods promulgated by the
central competent authority and
Amend to
comply with
Article 172-2 of
the Company
Act so include

3

shall be conduct in accordance
with the Company Act and other
relevant regulations.
means of visual
communication
network or
other methods
promulgated by
the central
competent
authority and
make holding
shareholders'
meetings more
flexible.
Article 29 This Articles of Incorporation was
established on April 15, 1975.
The first amendment was made on
May 27, 1975.
(The following content omitted.)
Article 29 This Articles of Incorporation was
established on April 15, 1975.
The first amendment was made on
May 27, 1975.
(The following content omitted.)
The fifty-third amendment was
made on June 14, 2022.
Add amendment
date.

Resolution: Approved as proposed by voting (a total of 2,841,693,466 shares with voting rights were present when votes were cast; the number of voting rights for approval is 2,571,518,466, among which 1,649,509,850 was exercised by electronic transmission, or 90.49� of the total voting rights when votes were cast; the number of votes against is 35,150,087, among which 35,150,087 was exercised by electronic transmission; the number of votes abstained is 235,024,913, among which 234,919,153 was exercised by electronic transmission)

Item 2 Proposed by the Board

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

Explanation: Propose to amend Article 3, Article 4, Article 5, Article 8, Article 10, Article 11, Article 12, Article 13, Article 15, Article 16, and Article 19 of the “Rules of Procedure for Shareholders Meetings” according to amendment of the “Company Act”, “Regulations Governing the Administration of Shareholder Services of Public Companies” and the Sample Template for “XXX Co., Ltd. Rules of Procedure for Shareholders Meetings”. Please refer to the comparison chart of amendments below.

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

Original Version Amendment Version Reason
Article 3 For each shareholders meeting, a
shareholder may appoint a proxy
to attend the meeting by
providing the proxy form issued
by this Corporation and stating the
scope of the proxy's authorization.
(The following content omitted.)
When duplicate proxy forms are
delivered, the one received earliest
shall prevail unless a declaration is
made to cancel the previous proxy
appointment.
Article 3 For each shareholders meeting, a
shareholder may appoint a proxy to
attend the meeting by
providing the proxy form issued by
this Corporation and stating the
scope of the proxy's authorization.
(The following content omitted.)
When duplicate proxy forms are
delivered, the one received earliest
shall prevail unless a declaration is
made to cancel the previous proxy
appointment.
Add following
content in this
article: after
duplicate proxy
forms are
delivered,
shareholders
who want to
attend the
shareholders'
meeting via
visual

4

After the service of the power of
attorney of a proxy to the
company, in case the shareholder
issuing the said proxy intends to
attend the shareholders’ meeting
in person or to exercise his/her/its
voting power in writing or by way
of electronic transmission, a proxy
rescission notice shall be filed
with the company two days prior
to the date of the shareholders’
meeting as scheduled in the
shareholders’ meeting notice so as
to rescind the proxy at issue,
otherwise, the voting power
exercised by the authorized proxy
at the meeting shall prevail.
After the service of the power of
attorney of a proxy to the company,
in case the shareholder issuing the
said proxy intends to attend the
shareholders’ meeting in person or
via visual communication network
or to exercise his/her/its voting
power in writing or by way of
electronic transmission, a proxy
rescission notice shall be filed with
the company two days prior to the
date of the shareholders’ meeting as
scheduled in the
shareholders’ meeting notice so as
to rescind the proxy at issue,
otherwise, the voting power
exercised by the authorized proxy
at the meeting shall prevail.
communication
network shall
file a proxy
rescission
notice with the
Company in
writing.
Article 4 The venue for a shareholders
meeting shall be the premises of
this Corporation, or a place easily
accessible to shareholders and
suitable for a shareholders
meeting. The meeting may begin
no earlier than 9 a.m. and no later
than 3 p.m. Full consideration
shall be given to the opinions of
the independent directors with
respect to the place and time of the
meeting.
Article 4 The venue for a shareholders’
meeting shall be the premises of
this Corporation, or a place easily
accessible to shareholders and
suitable for a shareholders meeting.
The meeting may begin no earlier
than 9 a.m. and no later than 3 p.m.
Full consideration shall be given to
the opinions of the independent
directors with respect to the place
and time of the meeting.
When the Company convene a
shareholders’meeting by means of
visual communication networks,
it’s no restriction of venue as stated
in the preceding paragraph.
Add following
content in this
Article: When
the Company
convene a
shareholders’
meeting by
means of visual
communication
networks, the
venue is no
restriction.
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 time during which
shareholder attendance
registrations will be accepted, as
stated in the preceding paragraph,
shall be at least 30 minutes prior
to the time the meeting
commences. The place at which
attendance registrations are
accepted shall be clearly marked
and a sufficient number of suitable
personnel assigned to handle the
registrations.Shareholders and
their proxies (collectively,
"shareholders")shall attend
shareholders meetings
based on attendance cards, sign-in
cards, or other certificates of
attendance. (The following content
Article 5 This Corporation shall specify in its
shareholders meeting notices the
time during which shareholders,
solicitors, proxies (
hereinafter referred to as
shareholders)
attendance registrations will be
accepted, the place to register for
attendance, and other matters for
attention.
In case the shareholders'meeting is
to be held in the form of a video
conference, the shareholders'
participation in the video
conference, the method with which
they exercise their rights, whether
the video conference was held due
to natural disasters, accidents, or
other force majeure, and alternative
plans for shareholders who are
unable to attend the video
conference shall be fully recorded.
The time during which shareholder
attendance registrations will be
accepted, as stated in the preceding
1. Add
registration
time, procedures
and pre-meeting
registration for
shareholders
who participate
in the meeting
in the form of
video
conference.
2. Add
following
content in this
Article:
In case the
shareholders'
meeting is to be
held in the form
of a video
conference,
when the
Company
calculatingthe

5

omitted.)
Attendance and voting at
shareholders meetings shall be
calculated based on numbers of
shares. The number of shares in
attendance shall be calculated
according to the shares indicated
by the attendance book and sign-in
cards handed in plus the number
of shares whose voting rights are
exercised by correspondence or
electronically. (The following
content omitted.)
paragraph, shall be at least 30
minutes prior to the time the
meeting commences. The place at
which attendance registrations are
accepted shall be clearly marked
and a sufficient number of suitable
personnel assigned to handle the
registrations.Shareholders shall
register on the video conference
platform 30 minutes prior to the
start of the shareholders’meeting.
Those who have completed the
registration are deemed to have
attended the shareholders'meeting
in person.
Shareholders shall attend
shareholders meetings
based on attendance cards, sign-in
cards, or other certificates of
attendance. (The following content
omitted.)
In case the shareholders'meeting is
to be held in the form of a video
conference, shareholders who wish
to attend shall register with the
Company two days prior to the start
of the meeting.
Attendance and voting at
shareholders meetings shall be
calculated based on numbers of
shares. The number of shares in
attendance shall be calculated
according to the shares indicated by
the attendance book and sign-in
cardsand the shares registered on
the video conference platform,
handed in plus the number of shares
whose voting rights are exercised
by correspondence or
electronically. (The following
content omitted.)
total number of
shares in
attendance, the
number of
shares registered
on the video
conference
platform shall
be added.
Article 8 The chair shall call the meeting to
order and announce relevant
information of the number of
non-voting rights and the number
of shares attending at the
appointed meeting time. However,
when the attending shareholders
do not represent a majority of the
total number of issued shares,
(The following content omitted.)
If the quorum is not met after two
postponements as referred to in
the preceding paragraph, and the
attending shareholders still
represent less than one third of the
total number of issued shares, a
tentative resolution may be
adoptedpursuant to Article 175,
Article 8 The chair shall call the meeting to
order and announce relevant
information of the number of
non-voting rights and the number of
shares attending at the appointed
meeting time.In case the Company
holds a shareholders'meeting
through video conferencing, the
chair and the minutes taker shall be
located in the same place in
Taiwan. Furthermore, the chair
shall announce the address of the
gathering place at the time of the
meeting.
However, when the attending
shareholders do not represent a
majority of the total number of
issued shares, (The following
Add location of
the chair and the
minutes taker of
the shareholders'
meeting held in
the form of a
video
conference,
and if a tentative
resolution
adopted, the
Company shall
convene another
shareholders'
meeting.
Furthermore,
In case the
shareholders'

6

paragraph 1 of the Company Act;
all shareholders shall be notified
of the tentative resolution and
another shareholders meeting shall
be convened within 1 month.
When, prior to conclusion of the
meeting, (The following content
omitted.)
content omitted.)
If the quorum is not met after two
postponements as referred to in the
preceding paragraph, and the
attending shareholders still
represent less than one third of the
total number of issued shares, a
tentative resolution may be adopted
pursuant to Article 175, paragraph 1
of the Company Act; all
shareholders shall be notified of the
tentative resolution and another
shareholders meeting shall be
convened within 1 month.In case
the shareholders'meeting is to be
held in the form of a video
conference, shareholders who wish
to attend shall re-register with the
Company in accordance with the
provisions of Article 5.
When, prior to conclusion of the
meeting, (The following content
omitted.)
meeting is to be
held in the form
of a video
conference,
shareholders
who wish to
attend shall
register with the
Company.
Article 10 Except with the consent of the
chair, a shareholder may not speak
more than twice on the same
proposal, and a single speech may
not exceed 5 minutes. If the
shareholder's speech violates the
rules or exceeds the scope of the
agenda item, the chair may
terminate the speech.
When a juristic person shareholder
appoints two or more
representatives to attend a
shareholders meeting, only one of
the representatives so appointed
may speak on the same proposal.
After an attending shareholder has
spoken, the chair may respond in
person or direct relevant
personnel to respond.
Article 10 Except with the consent of the
chair, a shareholder may not speak
more than twice on the same
proposal, and a single speech may
not exceed 5 minutes. If the
shareholder's speech violates the
rules or exceeds the scope of the
agenda item, the chair may
terminate the speech.
When a juristic person shareholder
appoints two or more
representatives to attend a
shareholders meeting, only one of
the representatives so appointed
may speak on the same proposal.
After an attending shareholder has
spoken, the chair may respond in
person or direct relevant personnel
to respond.
In case the shareholders'meeting is
to be held in the form of a video
conference, shareholders
participating in the video
conference may ask questions in
texts on the video conferencing
platform once the chair announces
the start of the meeting until the
meeting ends. The number of
questions asked for each proposal
shall not exceed two, and each
question shall be limited to 200
words. However, the provisions of
the preceding article and paragraph
1 of this Article shall not apply.
If the question mentioned in the
preceding paragraph does not
violate any rules and does not
Add the
methods,
procedures, and
restrictions of
asking questions
for shareholders
who participate
in the
shareholders'
meeting in the
form of a video
conference.

7

exceed the scope of the proposal,
the question shall be disclosed on
the video conferencing platform.
Article 11 The chair shall allow ample
opportunity during the meeting for
explanation and discussion of
proposals and of amendments or
extraordinary motions put forward
by the shareholders; (The
following content omitted.)
the results of the voting, including
the statistical tallies of the
numbers of votes, shall be
announced on-site at the meeting,
and a record made of the vote.
Article 11 The chair shall allow ample
opportunity during the meeting for
explanation and discussion of
proposals and of amendments or
extraordinary motions put forward
by the shareholders; (The following
content omitted.)
the results of the voting, including
the statistical tallies of the numbers
of votes, shall be announced on-site
at the meeting, and a record made
of the vote.
In case the Company holds a
shareholders'meeting via video
conference, the shareholders
participating in the video
conference shall vote on various
proposals through the video
conferencing platform after the
Chair announces the start of the
meeting. Shareholders shall
complete their voting before the
Chair announces the close of
voting, and those who fail to cast
their votes before the deadline will
be deemed as having abstained
from voting.
In case the shareholders'meeting is
to be held in the form of a video
conference, the votes shall be
counted at that time, and the voting
and election results shall be
announced after the Chair
announces the close of voting. For
shareholders who have registered to
attend the shareholders'meeting via
video conference in accordance
with the provisions of Article 5 but
wish to attend the physical
shareholders'meeting in person,
they shall cancel their registration
in the same manner as they signed
up for it two days before the start of
the shareholders'meeting. Those
who fail to cancel within the time
limit may only attend the
shareholders'meeting via the video
conference.
Those who exercise their voting
rights in writing or electronic
transmission without revoking their
intentions and still participate in the
shareholders'meeting via video
conference shall not exercise their
voting rights on the original
proposal, propose amendments to
Shareholders
who exercise
their voting
rights in writing
or electronic
transmission
without
revoking their
intentions can
still register to
participate in
the shareholders'
meeting via
video
conference.
However, they
shall not
exercise their
voting rights on
the original
proposal,
propose
amendments to
the original
proposal, or
exercise their
voting rights for
amendments to
the original
proposal, except
for extempore
motions.

8

the original proposal, or exercise
their voting rights for amendments
to the original proposal, except for
extempore motions.
In case the shareholders'meeting is
to be held in the form of a video
conference, the voting and election
results shall be disclosed on the
video conferencing platform in
accordance with the rules
immediately after the voting is over
and shall remain for at least 15
minutes after the chairman
announces the dismissal of the
meeting.
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. (The following
content omitted.)
A shareholder intending to
exercise voting rights by
correspondence or electronic
means under the preceding
paragraph shall deliver a written
declaration of intent to the
Company before two days
before the date of the shareholders
meeting. (The following content
omitted.)
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. (The following content
omitted.)
A shareholder intending to exercise
voting rights by correspondence or
electronic meansor via the video
conferenceunder the preceding
paragraph shall deliver a written
declaration of intent to the
Company before two days
before the date of the shareholders
meeting. (The following content
omitted.)
Add the
shareholders can
attend the
meeting via the
video
conference.
Article 13 When a meeting is in progress, the
chair may announce a break based
on time considerations. (The
following content omitted.)
Article 13 When a meeting is in progress, the
chair may announce a break based
on time considerations. (The
following content omitted.)
In case the shareholders'meeting is
to be held in the form of a video
conference, the Company may
provide a simple connection test for
shareholders before the meeting and
then also provide relevant services
immediately before and during the
meeting to assist in the technical
issues of communication. Except
for matters that do not require
postponing or resuming the meeting
announced by the Chair separately
at the start of the meeting, as
stipulated in Article 44-20 of the
Regulations Governing the
Administration of Shareholder
Services of Public Companies, any
disconnection of the video
conferencing platform or
participation for up to 30 minutes
due to natural disaster, accidents, or
other force majeure before the
Chair announces the dismissal of
Add handling of
disconnection of
the video
conference.

9

the meeting shall result in the meeting being postponed or resumed within 5 days of the meeting, to which Article 182 of the Company Act shall not apply. For the meeting that shall be postponed or resumed due to the occurrence of the preceding paragraph, shareholders who have not registered to participate in the original shareholders' meeting via video conference shall not participate in the postponed or resumed meeting. For a meeting that shall be postponed or resumed in accordance with the second paragraph, regarding shareholders who have signed up for the original shareholders' meeting via video conference and have signed in but do not participate in the postponed or resumed meeting, the number of shares, the voting rights, and the election rights exercised by those shareholders at the original shareholders' meeting shall be included in the total number of shares, voting rights, and election rights of shareholders present at the postponed or resumed meeting. For the shareholders' meeting that is postponed or resumed in accordance with the provisions of Paragraph 2, it is not necessary to re-discuss and resolve the resolutions for which the voting and counting of votes have already been completed and the voting results or the list of elected directors have already been announced. In case the video conferencing cannot be resumed due to the occurrence of Paragraph 2, if, after deducting the number of shares held by the shareholders who participate in the video conference, the total number of shares held by the attending shareholders still reaches the statutory quorum for the shareholders' meeting, the shareholders meeting shall be continued, and postponing or resuming the meeting in accordance with Paragraph 2 is not necessary. For shareholders who participate in the shareholders' meeting via video conference due to the occurrence of the preceding paragraph that requires the meeting to be continued, the number of shares

10

held by the shareholders present in
the video conference shall be
included in the number of total
shares held by the attending
shareholders. However, they shall
be deemed to have abstained from
all of the resolutions of said
shareholders'meeting.
To postpone or resume the meeting
in accordance with the provisions
of Paragraph 2, the relevant
preparatory work shall be
completed in accordance with the
date of the original shareholders'
meeting, as well as all of the
provisions listed in Article 44-20 of
the Regulations Governing the
Administration of Shareholder
Services of Public Companies.
In case the shareholders'meeting is
to be held in the form of a video
conference, shareholders who are
unable to take part in the video
conference shall be provided with
alternative plans.
Article 15 Matters relating to the resolutions
of a shareholders meeting shall be
recorded in the meeting minutes.
The meeting minutes shall be
signed or sealed by the chair of the
meeting pursuant to Article 183 of
the Company Act.
The meeting minutes shall
accurately record the year, month,
day, and place of the meeting, the
chair's full name, the methods by
which resolutions were adopted,
and a summary of the
deliberations and voting results,
(including the statistical tallies of
the numbers of votes). Where
there is an election of directors,
the statistical tallies of the
numbers of votes for each
candidate shall be disclosed and
shall be retained for the duration
of the existence of this
Corporation.
Article 15 Matters relating to the resolutions
of a shareholders meeting shall be
recorded in the meeting minutes.
The meeting minutes shall be
signed or sealed by the chair of the
meeting pursuant to Article 183 of
the Company Act.
The meeting minutes shall
accurately record the year, month,
day, and place of the meeting, the
chair's full name, the methods by
which resolutions were adopted,
and a summary of the deliberations
and voting results, (including the
statistical tallies of the numbers of
votes). Where there is an election of
directors, the statistical tallies of the
numbers of votes for each candidate
shall be disclosed and shall be
retained for the duration of the
existence of this Corporation.
In case the shareholders'meeting is
to be held in the form of a video
conference, except for matters that
shall be recorded in accordance
with the preceding paragraph, the
minutes of the shareholders'
meeting shall include the start and
end time of the shareholders'
meeting, the method with which the
meeting is held, whether the video
conference was held due to natural
disasters, accidents, or other force
majeure, and the situation and
Add the matters
that shall be
recorded in the
minutes of the
shareholders'
meeting via
video
conference.

11

troubleshooting methods in the face
of obstacles.
In case the shareholders'meeting is
to be held in the form of a video
conference, except for matters that
shall be recorded in accordance
with the preceding paragraph, the
meeting minutes shall include the
alternative plans for shareholders
who are unable to attend the video
conference.
Article 16 On the day of a shareholders
meeting, this Corporation shall
compile in the prescribed format a
statistical statement of the number
of shares obtained by solicitors
through solicitation and the
number of shares represented by
proxies, and shall make an express
disclosure of the same at the
place of the shareholders meeting.
If matters put to a resolution at a
shareholders meeting constitute
material information under
applicable laws or regulations or
under Taiwan Stock Exchange
Corporation regulations, this
Corporation shall upload the
content of such resolution to the
MOPS within the prescribed time
period.
Article 16 On the day of a shareholders
meeting, this Corporation shall
compile in the prescribed format a
statistical statement of the number
of shares obtained by solicitors
through solicitation and the
number of shares represented by
proxies,and the number of shares
whose voting rights are
exercised by correspondence or
electronicallyand shall make an
express disclosure of the same at
the place of the shareholders
meeting.
In case the shareholders'meeting is
to be held in the form of a video
conference, the Company shall
upload the aforementioned
information to the video
conferencing platform at least 30
minutes before the start of the
shareholders’meeting and said
information shall remain until the
end of the meeting.
In case the shareholders'meeting is
to be held in the form of a video
conference, the total number of
shares held by the attending
shareholders shall be disclosed on
the video conferencing platform.
The same shall apply if the total
number of shares and voting rights
of the shareholders attending the
meeting is otherwise calculated
during the meeting.
If matters put to a resolution at a
shareholders meeting constitute
material information under
applicable laws or regulations or
under Taiwan Stock Exchange
Corporation regulations, this
Corporation shall upload the
content of such resolution to the
MOPS within the prescribed time
period.
Add which
information
shall be
disclosed in the
meeting minutes
in case the
shareholders'
meeting is to be
held in the form
of a video
conference
Article 19 This Corporation, beginning from
the time it accepts shareholder
attendance registrations,shall
Article 19 This Corporation, beginning from
the time it accepts shareholder
attendance registrations,shall
Add the video
conference shall
be recorded in

12

make an uninterrupted audio and
video recording of the registration
procedure, the proceedings of
the shareholders meeting, and the
voting and vote counting
procedures.
The recorded materials of the
preceding paragraph shall be
retained for at least 1 year. If,
however, a shareholder files a
lawsuit pursuant to Article 189 of
the Company Act, the recording
shall be retained until the
conclusion of the litigation.
make an uninterrupted audio and
video recording of the registration
procedure, the proceedings of
the shareholders meeting, and the
voting and vote counting
procedures.
The recorded materials of the
preceding paragraph shall be
retained for at least 1 year. If,
however, a shareholder files a
lawsuit pursuant to Article 189 of
the Company Act, the recording
shall be retained until the
conclusion of the litigation.
In case the shareholders'meeting is
to be held in the form of a video
conference, records shall be kept of
shareholders'registration, sign-up,
sign-in, proposals, votes, company
vote counting results, etc. The
video conference shall also be
continuously recorded without
interruption in both audio and video
format.
The materials and audio and video
recordings mentioned in the
preceding paragraph shall be kept
during the period of existence, and
the audio and video recordings shall
be handed over to those entrusted
with the handling of video
conference affairs for safekeeping.
both audio and
video format.

Resolution: Approved as proposed by voting (a total of 2,841,693,466 shares with voting rights represent when votes were cast; the number of voting rights for approval is 2,571,523,726, among which 1,649,515,110 was exercised by electronic transmission, or 90.49% of the total voting rights when votes were cast; the number of votes against is 35,146,864, among which 35,146,864 was exercised by electronic transmission; the number of votes abstained is 235,022,876, among which234,917,116 was exercised by electronic transmission)

Item 3 Proposed by the Board

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

Explanation: Propose to amend Article 3, Article 4, Article 5, Article 6, Article 8 and Article 27 of the “Procedures for Acquisition or Disposal of Assets” according to the “Regulations Governing the Acquisition and Disposal of Assets by Public Companies” amended per January 28, 2022 Financial Supervisory Commission’s official document NO.1110380465. Please refer to the comparison chart of amendments below.

13

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

Original Version Amendment Version Amendment Version Reason
Article 3 Terms used in these Procedures
are defined as follows:
1. Assets acquired or disposed
through mergers, demergers,
acquisitions, or transfer of
shares in accordance with
law. (The following content
omitted.)
When issuing an appraisal report
or opinion, the personnel referred
to in the preceding paragraph shall
comply with the following:
1. Prior to accepting a case, they
shall prudently assess their own
professional capabilities,
practical experience, and
independence.
2. When examining a case, they
shall appropriately plan and
execute adequate working
procedures, in order to produce
a conclusion and use the
conclusion as the basis for
issuing the report or opinion.
The related working procedures,
data collected, and conclusion
shall be fully and accurately
specified in the case working
papers.
3. They shall undertake an item-
by-item evaluation of the
~~comprehensiveness, accuracy~~,
and reasonableness of the
sources of data used the
parameters, and the
information, as the basis for
issuance of the appraisal report
or the opinion.
4. They shall issue a statement
attesting to the professional
competence and independence
of the personnel who prepared
the report or opinion, and that
they have evaluated and found
that the information used is
reasonable and accurate, and
that they have complied with
applicable laws and regulations.
Article 3 Terms used in these Procedures
are defined as follows:
1. Assets acquired or disposed
through mergers, demergers,
acquisitions, or transfer of
shares in accordance with
law. (The following content
omitted.)
When issuing an appraisal report
or opinion, the personnel referred
to in the preceding paragraph
shall comply withself-discipline
rules of their respective
associationsand the following:
1. Prior to accepting a case, they
shall prudently assess their own
professional capabilities,
practical experience, and
independence.
2. Whenexecutinga case, they
shall appropriately plan and
execute adequate working
procedures, in order to produce
a conclusion and use the
conclusion as the basis for
issuing the report or opinion.
The related working
procedures, data collected, and
conclusion shall be fully and
accurately specified in the case
working papers.
3. They shall undertake an item-
by-item evaluation of the
appropriatenessand
reasonableness of the sources
of data used the parameters,
and the information, as the
basis for issuance of the
appraisal report or the opinion.
4. They shall issue a statement
attesting to the professional
competence and independence
of the personnel who prepared
the report or opinion, and that
they have evaluated and found
that the information used is
appropriate and reasonable and
that they have complied with
applicable laws and
regulations.
Revise the
wordings and
add procedures
for requiring
external experts
that when
issuing opinion
shall comply
with self-
discipline rules
of their
respective
associations.
1.
2.
3.
4.
Article 4 Procedures of Evaluation and
Operation for the Acquisition or
Disposal of Assets:
1. The case-handling units (The
following content omitted.)
Article 4 Procedures of Evaluation and
Operation for the Acquisition or
Disposal of Assets:
1. The case-handling units (The
following content omitted.)
Article 3 has
already been
amended to
require external
experts issuing

14

3. In acquiring or disposing of real
property, equipment or right-of-
use assets, unless transactions
with domestic governmental
agencies, engaging others to
build on its own land, engaging
others to build on rented land or
the acquisition or disposal of
equipment for business use or
right-of-use assets, the
appraisal report shall be
obtained prior to the date of
occurrence of the event from a
professional appraiser if the
transaction amount is more
than 20% of the Company’s
paid-in capital or NTD 300
million and shall further
comply with the following
provisions:
(1) (The following content
omitted.)
(3) Where any one of the
following circumstances
applies with respect to the
professional appraiser's
appraisal results, unless all
the appraisal results for the
assets to be acquired are
higher than the transaction
amount, or all the appraisal
results for the assets to be
disposed of are lower than
the transaction amount, a
certified public accountant
shall be engaged to perform
the appraisal~~in~~
~~accordance with the~~
~~provisions of Statement of~~
~~Auditing Standards No. 20~~
~~published by the ROC~~
~~Accounting Research and~~
~~Development Foundation~~
~~(ARDF)~~and render a
specific opinion regarding
the reason for the
discrepancy and the
appropriateness of the
transaction price: (The
following content omitted.)
3. In acquiring or disposing of
real property, equipment or
right-of-use assets, unless
transactions with domestic
governmental agencies,
engaging others to build on its
own land, engaging others to
build on rented land or the
acquisition or disposal of
equipment for business use or
right-of-use assets, the
appraisal report shall be
obtained prior to the date of
occurrence of the event from a
professional appraiser if the
transaction amount is more
than 20% of the Company’s
paid-in capital or NTD 300
million and shall further
comply with the following
provisions:
(1) (The following content
omitted.)
(3) Where any one of the
following circumstances
applies with respect to the
professional appraiser's
appraisal results, unless all
the appraisal results for the
assets to be acquired are
higher than the transaction
amount, or all the appraisal
results for the assets to be
disposed of are lower than
the transaction amount, a
certified public accountant
shall be engaged to perform
the appraisal
and render a specific
opinion regarding the
reason for the discrepancy
and the appropriateness of
the transaction price: (The
following content omitted.)
opinions in
accordance with
self-discipline
rules of their
respective
associations and
it’s included the
Auditing
Standards No.
20 published by
the ROC
mentioned in
this Article, so
that delete it.
Article 5 The Company acquiring or
disposing of securities shall, prior
to the date of occurrence of the
event, obtain financial statements
of the issuing company for the
most recent period, certified or
reviewed by a certified public
accountant, for reference in
appraising the transaction price,
Article 5 The Company acquiring or
disposing of securities shall, prior
to the date of occurrence of the
event, obtain financial statements
of the issuing company for the
most recent period, certified or
reviewed by a certified public
accountant, for reference in
appraising the transaction price,
Article 3 has
already been
amended to
require external
experts issuing
opinions in
accordance with
self-discipline
rules of their

15

and if the dollar amount of the
transaction is 20 percent of the
company's paid-in capital or
NT$300 million or more,
the company shall additionally
engage a certified public
accountant prior to the date
of occurrence of the event to
provide an opinion regarding the
reasonableness of the
transaction price.~~If the CPA needs~~
~~to use the report of an expert as~~
~~evidence, the CPA shall do so in~~
~~accordance with the provisions of~~
~~Statement of Auditing Standards~~
~~No. 20 published by the ARDF.~~
This requirement does not apply,
however, to publicly quoted prices
of securities that have an active
market, or where otherwise
provided by Procedures of the
Financial Supervisory
Commission (FSC).
and if the dollar amount of the
transaction is 20 percent of the
company's paid-in capital or
NT$300 million or more,
the company shall additionally
engage a certified public
accountant prior to the date
of occurrence of the event to
provide an opinion regarding the
reasonableness of the
transaction price.
This requirement does not apply,
however, to publicly quoted
prices of securities that have an
active market, or where otherwise
provided by Procedures of the
Financial Supervisory
Commission (FSC).
respective
associations,
and the
provision
mentioned in
this Article is
already
included, so that
delete it.
Article 6 Where the Company acquires or
disposes of memberships or
intangible assets, right-of-
use assets or memberships and the
transaction amount reaches 20
percent or more of paid-in capital
or NT$300 million or more,
except in transactions with a
domestic government agency, 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, right-of-
use assets or memberships and the
transaction amount reaches 20
percent or more of paid-in capital
or NT$300 million or more,
except in transactions with a
domestic government agency, 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 reason for
the amendment
is the same as
stated in the
previous article
Article 8 When the Company engages in
any acquisition or disposal of
assets from or to a
related party (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 byPublic
Article 8 When the Company engages in
any acquisition or disposal of
assets from or to a
related party (The following
content omitted.)
The Company, or its non-public
listed subsidiary has the
transaction of the preceding
paragraph with related party and
the transaction amount reaches 10
percent or more of the Company's
total assets, the Company may not
proceed to sign a transaction
contract or make a payment until
the Company submit the
information referred to in the
preceding paragraph to the
shareholders’meeting and grant
Regulate major
related party
transactions
shall be
approved by the
shareholders'
meeting in
advance.

16

Companies don’t need be
counted toward the transaction
amount. (The following content
omitted.)
approval. However, the
transaction between the Company
and the subsidiaries or
between the subsidiaries, this
restriction shall not apply.
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 bythe shareholders’
meeting andthe 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.)
Article 27 Procedures for Announcement:
The Company shall compile
monthly reports on the status of
derivatives trading engaged in up
to the end of the preceding month
by itself and any subsidiaries that
are not domestic public companies
and enter the information in the
prescribed format. (The following
content omitted.)
6. Where an asset transaction other
than any of those referred to in
the preceding five
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 domestic
government bonds.
(The following content
omitted.)
Article 27 Procedures for Announcement:
The Company shall compile
monthly reports on the status of
derivatives trading engaged in up
to the end of the preceding month
by itself and any subsidiaries that
are not domestic public
companies and enter the
information in the prescribed
format. (The following content
omitted.)
6. Where an asset transaction
other than any of those referred
to in the preceding five
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 domestic
government bondsor
foreign bonds with a credit
rating not lower than the
sovereign rating of the ROC.
(The following content
omitted.)
Currently,
company
purchase
domestic bonds
is exempt from
public
disclosure.
Therefore,
disclosing
transaction
information is
eased and public
disclosure of
trading foreign
bonds with a
credit rating not
lower than the
sovereign rating
of the ROC can
also be
exempted

Resolution: Approved as proposed by voting (a total of 2,841,693,466 shares with voting rights were present when votes were cast; the number of voting rights for approval is 2,609,499,135 among which 1,687,490,519 was exercised by electronic transmission,

17

or 91.82� of the total voting rights when votes were cast; the number of votes against is 463,013, among which 463,013 was exercised by electronic transmission; the number of votes abstained is 231,731,318 among which 231,625,558 was exercised by electronic transmission)

Item 4 Proposed by the Board

Proposal: Proposal for Release the Prohibition on Director Chen, Ruey-Long 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) The meeting of shareholders on June 14, 2021 approved that the prohibition of business strife on current directors were lifted from the on board date. Proposal for release the prohibition on current director from participation in competitive business. Please refer the list of current director’s new position in other companies below.

List of Current Director’s New Position in Other Companies

Position Name Serve in other Company Position in other company
Director Chen, Ruey-Long Tatung Company Director
  • Resolution: Approved as proposed by voting (a total of 2,841,693,466 shares with voting rights were present when votes were cast; the number of voting rights for approval is 2,602,509,454 among which 1,680,500,838 was exercised by electronic transmission, or 91.58� of the total voting rights when votes were cast; the number of votes against is 1,407,579, among which 1,407,579 was exercised by electronic transmission; the number of votes abstained is 237,776,433 among which 237,670,673 was exercised by electronic transmission)

F . Extraordinary Motions �None

G. Adjournment

Meeting adjourned: 9:47 am.

**In case of any discrepancy between the English version and the Chinese version of the minute of 2022 Annual General Shareholders’ Meeting of Inventec Corporation, the Chinese version shall prevail.

18

Appendix 1

Business Report

Dear shareholders, thank you for participating in the Inventec shareholders' meeting. Due to the impact of COVID-19 on trade over the past year, the severe imbalance between the supply and demand of semiconductors, shipping logistics, and energy issues have all led to long-term tightness, in the supply chain. As the post-epidemic era approaches, such uncertain factors as the intensity of global inflation and the impact of geopolitical tensions will continue to have a profound impact on the economic development of countries around the world.

Inventec's goal has always been to develop high-quality products with core competitiveness, optimize its logistics workflow, and adopt flexible business strategies. Thanks to the efforts of our colleagues, we have succeeded to prosper the revenue this year at a high level of more than NT$500 billion, setting a new record with unprecedented achievement. We hereby thank all shareholders for their unwavering support hitherto. Please find the 2021 business performance report and the 2022 business plan and future outlook below:

2021 Annual Business Report:

In 2021, the consolidated operating revenue reached more than NT$519.7 billion, an increase of 2.25% from 2020 (consolidated revenue of more than NT$508.2 billion); meanwhile, the consolidated operating profit reached more than NT$4.7 billion, an increase of 6.38% from 2020. However, under the adjusted influence of asset revitalization on non-operating income and expenditure, the consolidated net profit before tax was more than NT$7.6 billion, a decrease of 25.58% from 2020. Furthermore, the net profit after tax attributable to shareholders of the parent company surpassed NT$6.5 billion, a decrease of 13.38% from 2020. Consolidated earnings per share after tax was NT$1.82, a slight decrease from NT$2.10 in 2020.

Benefiting from the work-from-home economy under the influence of the COVID-19 epidemic, the revenue of laptop computer products increased by 10% compared with the same period last year. On the other hand, despite data centers' increasing demand for server products, the revenue decreased by 4% compared to the same period last year, primarily due to the supply chain shortage. Although old smart devices are gradually being replaced by new smart devices with an adjustment observed in customer orders, the revenue from this area still contributed more than NT$32.4 billion.

Corporate Governance and Sustainability

Ethical corporate management has always been the prime principle of our corporate governance. By operating functional committees and corporate governance units under the board of directors, we improve corporate governance, enhance information transparency, and strengthen communication channels for stakeholders. We will also focus intensely on environment, social, and governance (ESG)related issues, the disclosure of relevant information, and publication of a CSR report to reinforce the company's competitiveness for sustainable management. In cooperation with the "Inventec Group Charity Foundation," we also endeavor to carry out public welfare activities and provide social care services.

Impacts of external competition, the regulatory environment, and the overall business environment and the company’s countermeasures

As global trade competition intensifies and the influence of geopolitical tensions becomes widespread, the impact of inflation on economic development can no longer be ignored. In response to unfair trade practices with its competitor nations, the US government has issued comprehensive 100Day critical product supply chain reviews to strengthen relationship with its trading allies and enhance

the global supply chain resilience. As the global economy develops toward a green economy, countries from around the world have pledged to adopt "net zero emission" reduction measures to gradually reduce the potential risks of climate change on corporate sustainability. As for the aforesaid shifting development of industrial environment, the carbon reduction and energy transition requirements will indubitably bring major challenges to the manufacturing industry. To this end, in order to cope with changes to the external business environment and also meet the customer satisfaction, the company has put forward resource integration with a strategic layout and resonate with action plans for digital transformation.

2022 Annual Business Plan and Future Outlook

Due to the various effects of COVID-19 variants that continue to affect the stabilization of the epidemic, geopolitical rivalries between Russia and Ukraine, supply chain disruption, and global inflation that may rise higher than expected, all major research institutions have lowered their forecasted growth rates for the 2022 global economy. In cooperation with global logistics services and supply chain management, the company expects that operating income will continue to grow once the impact of material shortages is alleviated. The annual business plan is described from several aspects as below:

I. Aspects of products business:

  1. The server business will benefit from the conversion to new platforms, integrated 5G services, and the increased proportion of orders for AI, edge computing, cloud applications, etc. The global market share is projected to optimistic growth this year.

  2. Due to the change in work style and learning mode of the general public under the influence of the COVID-19 epidemic, the demand for laptop computers is booming. In addition to the continuous development of mid-to-high-end hybrid business laptops, the company has also cooperated with brand manufacturers to launch new models of gaming laptops. With the advantages of long-term R&D, design, and manufacturing, laptop computer sales can be maintained at a high level.

  3. Due to the gradual bridging of the gap between supply and demand on product, the sales of smart devices this year will be significantly better than that of the previous year, targeting smart home and smart wearable devices, medical application products etc.

  4. In terms of emerging businesses, automotive electronics developing in the direction of electric vehicles (EV) and self-driving cars will contribute to significant growth after passing the certification of car manufacturers. As for the application of medical devices, the company is cooperating with medical centers and clinics to provide telemedicine healthcare and medical platform.

II. Division of production at home and abroad

Based on existing production capacity, Inventec endeavors to implement the domestic and overseas production bases in coordination with customer demands. Inventec continues to expand its production bases in North America and Europe. In Asia, it maintains China and Taiwan as prime production centers. Overseas decentralized production focuses on supporting the comprehensive product line, ranging from servers and laptops to automotive electronics and other product lines.

  • III. Environment, Social, and Governance (ESG) Sustainable Development Practices:

  • Environment aspect: In response to extreme climate change, the company carries out greenhouse gas management and has adopted the principle of science-based targets (SBT) to gradually achieve energy-saving and carbon reduction targets. The company further conducts enterprise water resource management based on the principles of "water conservation and recycling."

  • Social aspect: The company focuses on protecting stakeholders’ rights and equities to ensure

corporate sustainability. The company also provides social care services to disadvantaged groups.

  1. Governance aspect: Adhering to the principle of integrity management, the company implements the Corporate Governance 3.0-Sustainability Blueprint. the Company has improved its effectiveness by continuing to strengthen the functions of the Board of Directors and conduct internal and external evaluations of Board of directors performance. To achieve a complementary balance between upper and lower governance, the company has also strengthened its disclosure of financial information and emphasized on risk management of information security, thereby promoting the development of corporate sustainability.

Based on the core concept of "innovation, quality, open mind, and execution" and the corporate culture of strict management and thorough execution, Inventec strives to continue to grow with the spirit of "care more, take more responsibility" to face the challenging business environment through experience inheritance, resource sharing, continuous attention to ESG issues, net zero emissions, digital transformation, and other goals. By maintaining a competitive advantage in the five important ABCD5 technologies, the company can provide customers with a full range of product design and solution services. In the future, Inventec will continue to uphold professionalism, challenge itself, improve the company's core competitiveness, and bring better profits and sustainable corporate development to all shareholders and employees.

Finally, best wishes to you all !

Chairman: Cho, Tom-Hwar President: Wu, Yung-Tsai Accounting Officer: Yu, Chin-Pao

Appendix 2

Audit Committee’s Review Report

Date: Mar.15, 2022

The Board of Directors has prepared and submitted to us the Company’s 2021 Business Report, Financial Statements and proposal for profit distribution. The Financial Statements have been audited, certified and issued an audit report by Wan-Wan Lin and Rou-Lan Kuo of KPMG Certified Public Accountants. The Business Report, Financial Statements and profit distribution proposal have been reviewed and determined to be correct and accurate by the Audit Committee members. According to Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act, we hereby submit this report.

Inventec Corporation

Convener of the Audit Committee: Chang, Chang-Pang

Appendix 3-Independent Auditors’ Report and Individual Financial Statements for Year 2021

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 balance sheet as of December 31, 2021 and 2020, and the statements of comprehensive income, changes in equity and cash flows for the years then ended, 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, 2021 and 2020, and its financial performance and its cash flows for the years then ended December 31, 2021 and 2020 in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and 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 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. Inventory Valuation

Please refer to Note 4(g), Note 5(a), and Note 6(e) for accounting policies, significant accounting assumptions and judgments, major sources of estimation uncertainty, and related disclosure information for inventory, respectively.

Description of the key audit matter:

The Company’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 estimation of inventory valuation based on the Company’s policies.

Responsibilities of Management and Those Charged with Governance for the 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 (including the Audit Committee) 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.

  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 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 auditors’ report to the related disclosures in the financial statements or, if such disclosures are inadequate, to

  5. 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.

  6. 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.

  7. Obtain sufficient appropriate audit evidence regarding the financial information of the investment in other entities accounted for using the equity method to express an opinion on the financial statements. We are responsible for the direction, supervision and performance of the audit. We remain soley 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 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 Wan-Wan Lin and Rou-Lan Kuo.

KPMG

Taipei, Taiwan (Republic of China) March 15, 2022

Notes to Readers

The accompanying parent company only financial statements are intended only to present the financial position, financial performance and 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 parent company only financial statements are those generally accepted and applied in the Republic of China.

The independent auditors’ audit report and the accompanying parent company only 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 independent auditors’ audit report and parent company only financial statements, the Chinese version shall prevail.

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) INVENTEC CORPORATION

BALANCE SHEETS

December 31, 2021 and 2020

(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))
1120
Current financial assets at fair value through other comprehensive income (Notes (4) and (6)(b))
1170
Accounts receivable, net (Note (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)(d) and (7))
1310
Inventories (Notes (4) and (6)(e))
1470
Other current assets (Notes (4) and (6)(k))

Non-current assets
1510
Non-current financial assets at fair value through profit or loss (Notes 4 and 6(b))
1517
Non-current financial assets at fair value through other comprehensive income (Notes (4) and (6)(b))
1550
Investments accounted for using equity method (Notes (4) and (6)(f))
1600
Property, plant and equipment (Notes (4) and (6)(h))
1755
Right-of-use assets (Notes (4) and (6)(i))
1780
Intangible assets (Notes (4) and (6)(j))
1900
Other non-current assets (Notes (4), (6)(k), (6)(p), (7) and (8))

TOTAL ASSETS
December 31, 2021 December 31, 2020
Amount
%

5,266,122
3
267,589
-

1,405,689
1

59,166,735
29

27,718,823
13

54,926,635
27

2,387,945
1
2,871,207
1

154,010,745
75
821,436
-

2,215,585
1

33,775,936
16

13,535,629
7
9,057
-
66,262
-

1,807,999
1

52,231,904
25
206,242,649
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))
2130
Current contract liabilities (Note (6)(s))
2170
Accounts payable
2180
Accounts payable due to related parites, net (Note (7))
2230
Current tax liabilities
2200
Other payables (Note (7))
2280
Current lease liabilities (Note (6)(m))
2322
Long-term borrowings, current portion (Note (6)(l))
2399
Other current liabilities

Non-current Liabilities
2540
Long-term borrowings (Note (6)(l))
2580
Non-current lease liabilities (Note (6)(m))
2640
Net defined benefit liability, non-current (Notes (4) and (6)(o))
2670
Other non-current liabilities, others (Notes (4) and (6)(p))

Total Liabilities
Equity:
3110
Ordinary shares (Note (6)(q))
3200
Capital surplus (Note (6)(q))
Retained earnings (Note (6)(q)):
3310
Legal reserve
3320
Special reserve
3350
Unappropriated retained earnings
3400
Other equity (Note (6)(q))
Total Equity
TOTAL LIABILITIES AND EQUITY
December 31, 2021 December 31, 2020
Amount
%

24,193,173
12
182,068
-

6,236,379
3

42,861,735
21

47,377,719
23
1,295,766
-

5,644,166
3
4,152
-

300,000
-

7,856,199
4

188,106,930
77

788,955
-

2,151,728
1
37,875,505
16
13,081,621
5
8,352
-
155,539
-
1,581,217
1

178,953,972
73


135,951,357
66

2,450,000
1
3,423
-
589,919
-
4,667,829
2


8,446,000
4
5,024
-
656,171
-

3,199,438
2

7,711,171
3


12,306,633
6

55,642,917
23

186,665,143
76


148,257,990
72

35,874,751
15
2,899,592
1
12,093,033
5
1,901,925
1
7,030,001
3
(2,714,598)
(1)


35,874,751
17

2,899,284
1

11,345,901
6

1,822,004
1

7,944,644
4

(1,901,925)
(1)


57,084,704
24




57,984,659
28
$
243,749,847
100

$
243,749,847
100


206,242,649
100

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

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

STATEMENTS OF COMPREHENSIVE INCOME

For the Years Ended December 31, 2021 and 2020

(Expressed in Thousands of New Taiwan Dollars)

4000
Operating revenue (Notes (4), (6)(s) and (7))
5000
Operating costs (Notes (4), (6)(e) and (7))
Gross profit from operations
5910
Less:Unrealized profit (loss) from sales (Note (7))
5920
Add:Realized profit (loss) from sales (Note (7))
Operating expenses (Notes (4)(q)):
6100
Selling expenses
6200
Administrative expenses
6300
Research and development expenses
6450
Expected credit loss
Net operating income
Non-operating income and expenses (Notes (4), (6)(f) and (6)(u)):
7100
Interest income
7010
Other income
7020
Other gains and losses
7050
Finance costs
7070
Share of profit of subsidiaries, associates and joint ventures accounted for using equity method
7900
Profit before tax
7950
Less: Income tax expenses (Notes (4) and (6)(p))
8200
Profit
Other comprehensive income (loss):
8310
Components of other comprehensive income (loss) that will not be reclassified to profit or loss
8311
Gains (losses) on remeasurements of defined benefit plans
8316
Unrealized gains from investments in equity instruments measured at fair value through other
comprehensive income
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
Less: Income tax related to components of other comprehensive income that will not be
reclassified to profit or loss
8360
Components of other comprehensive income (loss) that will be reclassified to profit or loss
8361
Exchange differences on translation of foreign financial statements
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
Less: Income tax related to components of other comprehensive income that will be reclassified to
profit or loss
Other comprehensive income, net of income tax
8500
Total comprehensive income
Earnings per share (Notes (4) and (6)(r))
9750
Basic earnings per share (NT dollars)
9850
Diluted earnings per share (NT dollars)
For the y ear ende d December 31,
2021 %
100
97
2020
Amount
$ 440,973,660
427,814,434
Amount
407,434,848
395,650,876
%
100
97

13,159,226
17,394
11,807
3
-
-

11,783,972
11,807
14,174
3
-
-

13,153,639
3
11,786,339
3

2,062,040
1,815,954
6,430,989
74,291
1
-
1
-

1,760,505
1,895,856
5,826,007
44,784
-
1
1
-

10,383,274
2
9,527,152
2

2,770,365
1
2,259,187
1

10,466
154,191
100,515
(423,852)
5,088,208
-
-
-
-
1

26,738
62,496
(226,992)
(712,190)
8,184,317
-
-
-
-
2

4,929,528
1
7,334,369
2

7,699,893
1,162,128
2
-

9,593,556
2,045,571
3
1

6,537,765
2
7,547,985
2

16,050
15,162
(259,598)
3,210
-
-
-
-

(63,130)
352,106
4,050
(12,626)
-
-
-
-

(231,596)
-
305,652
-

(52,317)
(517,286)

-
-
-
-

(65,492)
(396,739)
-
-
-
-
(569,603) - (462,231) -

(801,199)
-
(156,579)
-

$
5,736,566
2
7,391,406
2

$
1.82 2.10
$ 1.81 2.08

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

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

STATEMENTS OF CHANGES IN EQUITY

For the Years Ended December 31, 2021 and 2020

(Expressed in Thousands of New Taiwan Dollars)

Balance at January 1, 2020
Profit 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
Special reserve appropriated
Cash dividends on ordinary shares
Changes in equity of associates and joint ventures accounted for using equity
method
Disposal of subsidiaries or investments accounted for using equity method
Changes in ownership interests in subsidiaries
Disposal of investments in equity instruments designated at fair value through
other comprehensive income
Balance at December 31, 2020
Profit 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
Special reserve appropriated
Cash dividends on ordinary share
Changes in equity of associates and joint ventures accounted for using equity
method
Disposal of investments in equity instruments designated at fair value through
other comprehensive income
Balance at December 31, 2021
Share capital Capital
Surplus
Retained Earnings Other Equity Other Equity Total
Equity

55,271,148
7,547,985

(156,579)
Exchange
Differences on
Translation

of Foreign
Financial
Statements
Unrealized gains
(losses) from
financial assets
measured at fair
value
through other
comprehensive
income
Oradinary
Shares
Legal
Reserve
Special reserve
Unappropriated
Retained Earnings

10,799,605
1,646,357
5,858,979
-
-
7,547,985
-
-
(43,201)
$ 35,874,751
-
-

2,913,461
-
-

(2,005,134)

-

(462,231)

183,129
-

348,853
- -
-
-
7,504,784



(462,231)



348,853



7,391,406
-
-
-
-
-
-
-
-
-
-
679
-
(14,856)
-

546,296
-
(546,296)
-
175,647
(175,647)
-
-
(4,663,718)

-
-
-
-
-
(19,258)

-
-
-
-
-
(14,200)



-

-

-
-

-
-

-


-
-
-
-
19,258
-
14,200


-
-
(4,663,718)
679

-
(14,856)

-
35,874,751
-
-

2,899,284
-
-


11,345,901
1,822,004
7,944,644
-
-
6,537,765
-
-
12,847


(2,467,365)

-

(569,603)


565,440
-

(244,443)


57,984,659
6,537,765

(801,199)
- -
-
-
6,550,612



(569,603)



(244,443)



5,736,566
-
-
-
-
-
-
-
-
308
-

747,132
-
(747,132)
-
79,921
(79,921)
-
-
(6,636,829)

-
-
-
-
-
(1,373)



-

-

-
-

-


-
-
-
-
1,373


-
-
(6,636,829)
308

-
$
35,874,751

2,899,592


12,093,033
1,901,925
7,030,001


(3,036,968)


322,370


57,084,704

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

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

STATEMENTS OF CASH FLOWS

For the Years Ended December 31, 2021 and 2020

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from operating activities:
Profit before tax
Adjustments:
Adjustments to reconcile profit
Depreciation expense
Amortization expense
Expected credit loss
Interest expense
Interest income
Dividend income
Share of profit of subsidiaries, associates and joint ventures accounted for using equity
method
Gain on disposal of property, plant and equipment
Gain on disposal of other assets
Gain on disposal of investments accounted for using equity method
Unrealized foreign exchange (gain) loss
Total adjustments to reconcile profit
Changes in operating assets and liabilities:
Changes in operating assets:
Decrease (increase) in financial assets at fair value through profit or loss, mandatorily
measured at fair value
Increase in accounts receivable
Increase in other receivable
(Increase) decrease in inventories
Decrease (increase) in other current assets
Total changes in operating assets
Changes in operating liabilities:
(Decrease) increase in financial liabilities held for trading
Increase in contract liabilities
Increase in accounts payable
(Decrease) increase in other payables
Increase in other current liabilities
Decrease in net defined benefit liabilities
Total changes in operating liabilities
Total changes in operating assets and liabilities
Total adjustments
Cash inflow (outflow) generated from operations
Interest received
Dividends received
Interest paid
Income taxes paid
Net cash flows from (used in) operating activities
For the years ended December 31,
2021
2020
$ 7,699,893
9,593,556
634,481
561,757
650,761
578,179
74,291
44,784
423,852
712,190
(10,466)
(26,738)
(123,577)
(30,069)
(5,088,208)
(8,184,317)
(7,017)
(52)
(339)
-
25,025
(20,602)
(144,632)
647,091
(3,565,829)
(5,717,777)
122,521
(277,459)
(17,387,183)
(13,264,562)
(3,590,528)
(7,651,920)
(8,966,285)
1,490,976
2,148,982
(2,486,104)
(27,672,493)
(22,189,069)
(69,935)
73,893
455,983
681,559
27,351,060
13,020,360
(171,999)
372,754
724,686
2,903,673
(50,202)
(47,360)
28,239,593
17,004,879
567,100
(5,184,190)
(2,998,729)
(10,901,967)
4,701,164
(1,308,411)
10,899
27,158
790,087
1,367,069
(403,837)
(702,702)
(148,181)
(94,652)
4,950,132
(711,538)
2021
$ 7,699,893
634,481
650,761
74,291
423,852
(10,466)
(123,577)
(5,088,208)
(7,017)
(339)
25,025
(144,632)

(3,565,829)

122,521
(17,387,183)
(3,590,528)
(8,966,285)
2,148,982

(27,672,493)

(69,935)
455,983
27,351,060
(171,999)
724,686
(50,202)

28,239,593

567,100

(2,998,729)

4,701,164
10,899
790,087
(403,837)
(148,181)

4,950,132

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

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

STATEMENTS OF CASH FLOWS

For the Years Ended December 31, 2021 and 2020

(Expressed in Thousands of New Taiwan Dollars)

Cash flows used in investing activities:
Acquisition of financial assets at fair value through other comprehensive income
Proceeds from capital reduction of financial assets at fair value through other comprehensive
income
Acquisition of financial assets at fair value through profit or loss
Acquisition 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 flows used in investing activities
Cash flows from financing activities:
Increase in short-term borrowings
Proceeds from long-term borrowings
Repayments of long-term borrowings
Increase (decrease) in other non-current liabilities
Cash dividends paid
Payment of lease liabilities
Net cash flows from financing activities
Net increase in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
For the years ended December 31,
2021
2020
(41,845)
-
4,838
-
(32,250)
(214,979)
(194,740)
(100,000)
(190,345)
(1,023,258)
25,306
90,301
(247,305)
(117,321)
40
-
(309,677)
(740,559)
For the years ended December 31,
2021
2020
(41,845)
-
4,838
-
(32,250)
(214,979)
(194,740)
(100,000)
(190,345)
(1,023,258)
25,306
90,301
(247,305)
(117,321)
40
-
(309,677)
(740,559)
2021
(41,845)
4,838
(32,250)
(194,740)
(190,345)
25,306
(247,305)
40
(309,677)

(985,978)

(2,105,816)

8,648,131
18,145,000
(17,198,000)
5,529
(6,636,829)
(5,854)

2,732,587
19,343,800
(14,019,800)
(2,243)
(4,663,718)
(5,810)

2,957,977

3,384,816

6,922,131
5,266,122

567,462
4,698,660

$
12,188,253

5,266,122

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

Appendix 4-Independent Auditors’ Report and Consolidated Financial Statements for Year 2021

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 balance sheets as of December 31, 2021 and 2020, and the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at December 31, 2021 and 2020, and its consolidated financial performance and its consolidated cash flows for the years then ended December 31, 2021 and 2020 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”), Interpretations developed by the International Financial Reporting Interpretations Committee (“IFRIC”) or the former Standing Interpretations Committee (“SIC”) endorsed and issued into effect 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. Inventory Valuation

Please refer to Note 4(h), Note 5 and Note 6(e) for accounting policies, significant accounting assumptions and judgments, major sources of estimation uncertainty 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 estimation of inventory valuation based on the Group’s policies.

2. The offsetting agreements of financial assets and liabilities

Please refer to Note 4(g), 6(b) and 6(y) 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 reporting 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 2021 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.

3. Disposal of property, plant and equipment and right-of-use assets of subsidiaries

Please refer to Note 4(j), 4(l), 6(h) and 6(i) for accounting policy and detailed information for disposal of property, plant and equipment and right-of-use assets of subsidiaries.

Description of the key audit matter:

For optimizing idled assets, lowing the Group’s operating costs, the Group disposed the idled assets. Due to the significance of the amount, the disposal of property, plant and equipment and right-of-use assets 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 includes examining whether the disposal of property; plant and equipment has been approved by the Board of Directors; obtaining the professional valuation report in accordance with the Company's acquisition and disposal of assets processing procedures; verifying to the sale documents, confirming and calculating whether the gains and losses on the disposal are appropriate; examining whether depreciation recognition has been terminated at the asset disposal date, and that the cost and accumulated depreciation have been removed from the account.

Other Matter

Inventec Corporation has additionally prepared its parent company only financial statements as of and for the years ended December 31, 2021 and 2020, 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 Regulations Governing the Preparation of Financial Reports by Securities Issuers and 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 the Audit Committee or 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.

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

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

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

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

The engagement partners on the audit resulting in this independent auditors’ report are Wan-Wan Lin and Rou-Lan Kuo.

KPMG

Taipei, Taiwan (Republic of China) March 15, 2022

Notes to Readers

The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and 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 independent auditors’ audit 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 independent auditors’ audit report and consolidated financial statements, the Chinese version shall prevail.

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

CONSOLIDATED BALANCE SHEETS

December 31, 2021 and 2020

(Expressed in Thousands of New Taiwan Dollars)

ASSETS
Current Assets
1100
Cash and cash equivalents (Note (4) and (6)(a))
1110
Current financial assets at fair value through profit or loss (Note (4) and (6)(b))
1120
Current financial assets at fair value through other comprehensive income (Note (4) and (6)(b))
1170
Accounts receivable, net (Notes (4), (6)(c) and (7))
1200
Other receivables, net (Notes (6)(d) and (7))
1310
Inventories (Note (4) and (6)(e))
1470
Other current assets (Notes (6)(l), (4)(q) and (8))

Non-current assets
1510
Non-current financial assets at fair value through profit or loss
(Note (4) and (6)(b))
1517
Non-current financial assets at fair value through other comprehensive income (Note (4) and (6)(b))
1550
Investments accounted for using equity method (Note (4) and (6)(f))
1600
Property, plant and equipment (Notes (4), (6)(h) and (8))
1755
Right-of-use assets (Notes (4), (6)(i) and (8))
1780
Intangible assets (Note (4) and (6)(k))
1900
Other non-current assets (Notes (6)(k), (6)(r) and (8))

TOTAL ASSETS
December 31, 2021 December 31, 2020
Amount
%

32,951,595
16

782,284
-

1,405,689
1

91,811,309
43
844,441
-

41,416,323
19

4,258,311
2

173,469,952
81
911,660
-

3,657,808
2
211,643
-

28,004,583
13

3,403,891
2
875,801
-

3,626,099
2

40,691,485
19
214,161,437
100
LIABILITIES AND EQUITY
Current Liabilities
2100
Short-term borrowings (Note (6)(n))
2120
Current financial liabilities at fair value through profit or loss (Notes (4) and (6)(b))
2130
Current contract liabilities (Note (6)(v))
2170
Accounts payable (Note (7))
2230
Current tax liabilities
2200
Other payables (Note (7))
2322
Long-term borrowings, current portion (Note (6)(n))
2280
Current lease liabilities (Note (6)(o))
2399
Other current liabilities, others (Note (6)(m) and (6)(r))

Non-current Liabilities
2540
Long-term borrowings (Note (6)(n))
2640
Net defined benefit liability, non-current (Note (4) and (6)(q))
2580
Non-current lease liabilities (Note (4) and (6)(o))
2670
Other non-current liabilities, others (Note (6)(m) and (6)(r))

Total Liabilities
Equity attributable to owners of parent
3110
Ordinary shares (Note (6)(s))
3200
Capital surplus (Note (6)(s))
3300
Retained earnings (Note (6)(s))
3400
Other equity (Note (6)(s))
Total equity attributable to owners of parent
36XX
Non-controlling interests
Total Equity
TOTAL LIABILITIES AND EQUITY
December 31, 2021 December 31, 2020
Amount
%

31,890,755
15
250,136
-

7,828,232
4

74,370,226
35

2,296,677
1

11,595,245
5

330,744
-
216,479
-

11,765,194
6

207,623,422
84

893,885
-
4,192,435
2
300,127
-
27,466,491
11
3,162,003
1
967,451
-
3,009,608
2

180,080,218
72


140,543,688
66

3,790,708
2
589,919
-
693,497
-
6,062,986
3


8,990,825
4
656,171
-
748,035
-

5,331,975
3

11,137,110
5


15,727,006
7

191,217,328
77


156,270,694
73

39,992,000
16

35,874,751
14
2,899,592
1
21,024,959
9
(2,714,598)
(1)


35,874,751
17

2,899,284
1

21,112,549
10

(1,901,925)
(1)


57,084,704
23
(686,610)
-




57,984,659
27
(93,916)
-

56,398,094
23


57,890,743
27
$
247,615,422
100

$
247,615,422
100


214,161,437
100

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

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

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

For the years ended December 31, 2021 and 2020

(Expressed in Thousands of New Taiwan Dollars)

4000
Operating revenue (Notes (6)(v) and (7))
5000
Operating costs (Notes (6)(e) and (7))
5900
Gross profit from operations
Operating expenses (Notes (6)(c), (6)(w) and (7)):
6100
Selling expenses
6200
Administrative expenses
6300
Research and development expenses
6450
Expected credit losses
6900
Net operating income
Non-operating income and expenses:
7100
Interest income (Notes (6)(x))
7010
Other income (Note (6)(x) and (7))
7020
Other gains and losses (Note (6)(x))
7050
Finance costs (Note (6)(x))
7060
Shares of profit (loss) of associates and joint ventures accounted for using equity method (Note
(6)(f))

7900
Profit before tax
7950
Less: Income tax expenses (Note (4) and (6)(r))
8000
Profit
Other comprehensive income (loss):
8310
Components of other comprehensive income (loss) that will not be reclassified to profit or loss
8311
Gains (losses) on remeasurements of defined benefit plans
8316
Unrealized gains (losses) from investments in equity instruments measured at fair value through
other comprehensive income
8320
Shares 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
8360
Components of other comprehensive income (loss) that will be reclassified to profit or loss
8361
Exchange differences on translation of foreign financial statements
8370
Shares 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
Other comprehensive income, net of income tax
8500
Total comprehensive income
Profit, attributable to:
8610
Profit, 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 (loss), attributable to non-controlling interests
Earnings per share (Note (4) and (6)(u))
9750
Basic earnings per share (NT dollars)
9850
Diluted earnings per share (NT dollars)
For the
2021
For the
2021
years end ed Dec ember 31
%
100
96
2020
Amount
$ 519,732,048
497,437,486
A mount
508,294,198
487,181,281
%
100
96

22,294,562
4
21,112,917
4

3,076,667
3,866,479
10,593,339
33,443
-
1
2
-

2,795,370
4,190,267
9,715,204
(29,010)
-
1
2
-

17,569,928
3
16,671,831
3

4,724,634
1
4,441,086
1

1,075,960
378,252
2,220,446
(738,437)
38,329
-
-
-
-
-
-

1,186,629
276,301
5,514,251
(1,054,244)
(18,318)
-
-
1
-
-
1

2,974,550

5,904,619

7,699,184
1,752,091
1
-

10,345,705
3,772,727
2
1

5,947,093
1
6,572,978
1

16,762
(242,078)
(2,511)
3,769
-
-
-
-

(53,824)
365,376
(16,646)
(10,746)
-
-
-
-

(231,596)
-
305,652
-

(574,653)
2,914
-
-
-
-

(457,317)
(639)
-
-
-
-
(571,739) - (457,956) -

(803,335)
-
(152,304)
-
$
5,143,758
1
6,420,674
1
$
6,537,765
(590,672)
1
-

7,547,985
(975,007)
1
-
$
5,947,093
1
6,572,978
1
$
5,736,566
(592,808)
1
-

7,391,406
(970,732)
1
-
$
5,143,758
1
6,420,674
1
$ 1.82 2.10
$ 1.81 2.08

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

(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS INVENTEC CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

For the Years Ended December 31, 2021 and 2020

(Expressed in Thousands of New Taiwan Dollars)

Balance at January 1, 2020
Profit 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
Special reserve appropriated
Cash dividends on ordinary shares
Disposal of subsidiaries or investments accounted for using
equity method
Changes in ownership interests in subsidiaries
Changes in non-controlling interests
Disposal of investments in equity instruments designated at
fair value through other comprehensive income
Others
Balance at December 31, 2020
Profit 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
Special reserve appropriated
Cash dividends on ordinary shares
Disposal of investments in equity instruments designated at
fair value through other comprehensive income
Others
Balance at December 31, 2021
Equity attributable to owners of parent Equity attributable to owners of parent Equity attributable to owners of parent Total Equity
attributable to
owners of
parent
Non - controllin
g interests

55,271,148
1,700,080
7,547,985
(975,007)

(156,579)
4,275
Total
Equity

56,971,228

6,572,978

(152,304)
Share Capital Capital
Surplus
Retained Earnings Other Equity
Exchange
Differences on
Translation
Unrealized
gains (losses)
from financial
assets measured
at fair value
of Foreign
Financial
Statements
through other
comprehensive
income

(2,005,134)
183,129

-
-

(462,231)
348,853
Ordinary
shares
Legal
Reserve
Special
Reserve

10,799,605
1,646,357
-
-
-
-
Unappropriated
Retained
Earnings
$ 35,874,751
-
-


2,913,461
-
-

5,858,979
7,547,985
(43,201)
- - -
-

7,504,784




(462,231)
348,853




7,391,406
(970,732)



6,420,674
-
-
-
-
-
-
-
-
-
-
-
-
(14,856)
-
-
679
546,296
-
-
175,647
-
-
-
-

-
-
-
-
-
-

-
-

(546,296)

(175,647)
(4,663,718)
(19,258)
-
-
(14,200)
-




-
-

-
-

-
-

-
19,258
-
-
-
-

-
14,200
-
-



-
-
-
-
(4,663,718)
-

-
-
(14,856)
-
-
(823,820)

-
-
679
556


-
-
(4,663,718)
-
(14,856)

(823,820)
-

1,235
35,874,751
-
-

2,899,284
-
-

11,345,901
1,822,004
-
-
-
-

7,944,644
6,537,765
12,847

(2,467,365)
565,440

-
-

(569,603)
(244,443)

57,984,659
(93,916)
6,537,765
(590,672)

(801,199)
(2,136)


57,890,743

5,947,093

(803,335)
- - -
-

6,550,612




(569,603)
(244,443)




5,736,566
(592,808)



5,143,758
-
-
-
-
-
-
-
-
-
308
747,132
-
-
79,921
-
-
-
-

-
-

(747,132)

(79,921)
(6,636,829)
(1,373)
-




-
-

-
-

-
-

-
1,373
-
-



-
-
-
-
(6,636,829)
-

-
-
308
114


-
-
(6,636,829)
-

422
$
35,874,751

2,899,592

12,093,033
1,901,925

7,030,001

(3,036,968)
322,370

57,084,704
(686,610)

56,398,094

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

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

CONSOLIDATED STATEMENTS OF CASH FLOWS

For the Years Ended December 31, 2021 and 2020

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from operating activities:
Profit before tax
Adjustments:
Adjustments to reconcile profit:
Depreciation expense
Amortization expense
Expected credit loss (gain)
Interest expense
Interest income
Dividend income
Share-based payments transactions
Shares of (gain) loss of associates and joint ventures accounted for using equity method
Gains on disposal of property, plant and equipment
Losses (gains) on disposal of investments accounted for using equity method
Impairment losses on non-financial assets
Unrealized foreign exchange (gains) losses
Others
Total adjustments to reconcile profit
Changes in operating assets and liabilities:
Changes in operating assets:
Decrease (increase) in financial assets at fair value through profit or loss, mandatorily measured at
fair value
Increase in accounts receivable
Increase in other receivables
Increase in inventories
Decrease (increase) in other current assets
Total changes in operating assets
Changes in operating liabilities:
(Decrease) increase in financial liabilities held for trading
(Decrease) increase in contract liabilities
Increase in accounts payable
Decrease in other payables
Increase in other current liabilities
Decrease in net defined benefit liabilities, non-current
Total changes in operating liabilities
Total changes in operating assets and liabilities
Total adjustments
Cash (outflow) inflow generated from operations
Interest received
Dividends received
Interest paid
Income taxes paid
Net cash flows (used in) from operating activities
2021
$ 7,699,184
2,361,213
901,608
33,443
738,437
(1,075,960)
(133,902)
422
(38,329)
(1,458,999)
47,269
550,703
(228,023)
1,401
2020

10,345,705

2,901,598

951,942

(29,010)

1,054,244

(1,186,629)

(30,069)

1,235

18,318

(4,773,910)

(24,435)

952,222

908,619
(775)

1,699,283

743,350

107,325
(12,291,774)
(79,815)
(22,067,263)
1,967,814

(409,902)
(3,405,318)
(4,664)
(5,753,543)
(2,711,422)

(32,363,713)

(12,284,849)

(136,640)
(262,058)
11,691,774
(1,124,694)
741,515
(50,202)

144,351
1,367,153
4,008,134
(54,069)
2,249,990
(47,360)

10,859,695

7,668,199

(21,504,018)

(4,616,650)

(19,804,735)

(3,873,300)

(12,105,551)
1,035,979
133,902
(740,053)
(851,177)

6,472,405
926,665
30,069
(974,169)
(2,127,658)

(12,526,900)

4,327,312

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

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

CONSOLIDATED STATEMENTS OF CASH FLOWS

For the Years Ended December 31, 2021 and 2020

(Expressed in Thousands of New Taiwan Dollars)

Cash flows (used in) from investing activities:
Acquisition of financial assets at fair value through other comprehensive income
Acquisition of financial assets at fair value through profit or loss
Proceeds from disposal of financial assets at fair value through profit or loss
Acquisition of investments accounted for using equity method
Proceeds from capital reduction of financial assets at fair value through other comprehensive income
Acquisition of property, plant and equipment
Proceeds from disposal of property, plant and equipment
Acquisition of intangible assets
Net cash flows from loss of control of subsidiary
Acquisition of investment properties
Decrease (increase) in other financial assets
Increase in other non-current assets
Net cash flows (used in) from investing activities
Cash flows from financing activities:
Increase in short-term borrowings
Proceeds from long-term borrowings
Repayments of long-term borrowings
Payment of lease liabilities
(Decrease) increase in other non-current liabilities
Cash dividends paid
Net cash flows from financing activities
Effect of exchange rate changes on cash and cash equivalents
Net increase in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
2021
$ (826,499)
(833,425)
105,038
(49,668)
4,838
(2,809,391)
2,208,725
(250,596)
(8,309)
-
172,944
(836,384)
2020
(1,258,524)
(7,136,355)
10,245,574
-
-
(2,433,923)
5,821,830
(118,581)
(5,710)
(345,283)
(781,915)
(1,177,205)

(3,122,727)

2,809,908

23,164,212
18,915,930
(17,172,500)
(209,820)
(187,459)
(6,636,829)

6,830,904
19,473,486
(14,470,076)
(199,245)
175,204
(4,663,718)

17,873,534

7,146,555

(387,590)
1,836,317
32,951,595

(285,147)
13,998,628
18,952,967

$
34,787,912

32,951,595

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

Appendix 5

Inventec Corporation

Profit Distribution Table

Year 2021

Unit: NTD

Unit
Items: Total amount
Beginning retained earnings 480,762,863
Add: Defined benefit plans remeasurement
12,846,200
Less: Disposal of non-current financial assets at fair value (1,372,815)
through other comprehensive income
Add: Net profit after tax 6,537,765,494
(654,923,888)
(812,672,313)
Less: Legal reserve
Less: Special Reserve
Distributable net profit
5,562,405,541
Less: Distributable items:
Cash Dividend to shareholders (NT$1.4 per share)
(5,022,465,092)
Unappropriated retained earnings 539,940,449