INX - AGM Information 2023 | FinancialReports.eu

Stock Code: 3481

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2023 Annual Shareholders’ Meeting

Meeting Agenda

Method of Convening the Meeting: Hybrid Shareholders’ Meeting E-Meeting Platform: “E-Voting platform” by Taiwan Depositary & Clearing Corporation (https://www.stockvote.com.tw)

May 31, 2023

3F, No.36, Keyan Rd., Zhunan Township, Miaoli County, Taiwan Assembly hall of the Administrative Service Center of Zhunan Site, Hsinchu Science Park

I.	Meeting Procedures ------------------------------------------------------------------------	1
II.	Meeting Agenda ----------------------------------------------------------------------------	2
	1. Reporting Items -------------------------------------------------------------------------	3
	2. Adopting Items --------------------------------------------------------------------------	4
	3. Discussion Items ------------------------------------------------------------------------	6
	4. Extemporary Motions ------------------------------------------------------------------	9
III.	Attachments
	1. 2022 Business Report -------------------------------------------------------------------	10
	2. Audit Committee Review Report -----------------------------------------------------	19
	3. Independent Auditors’ Report and Financial Statements ---------------------------	20
	4. 2022 Profit and Loss Appropriation Table -------------------------------------------	43
IV.	Appendices
	1. Rules of Shareholders’ Meeting -------------------------------------------------------	44
	2. Articles of Incorporation ---------------------------------------------------------------	52
	3. Shareholding Table of All Directors --------------------------------------------------	57

InnoLux Corporation

Procedures of 2023 Annual Shareholders’ Meeting

I. Report of Number of Shares Represented by Attendees
II. Call the Meeting to Order
III. Chairman Remarks
IV. Reporting Items
V. Adopting Items
VI. Discussion Items
VII. Extemporary Motions
VIII. Adjournment
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InnoLux Corporation

Agenda of 2023 Annual Shareholders’ Meeting

Method of Convening the Meeting: Hybrid Shareholders’ Meeting

E-Meeting Platform: “E-Voting platform” by Taiwan Depositary & Clearing Corporation

(https://www.stockvote.com.tw)

Time: 09:00 am, May 31, 2023

Place: 3F, No.36, Keyan Rd., Zhunan Township, Miaoli County, Taiwan

Assembly hall of the Administrative Service Center of Zhunan Site, Hsinchu Science Park

1. Chairman Remarks:

2. Reporting Items:

(1) 2022 Business Report
(2) Audit Committee Review Report

3. Adopting Items:

(1) Recognition of 2022 Business Report and Financial Statements
(2) Recognition of 2022 Profit and Loss Appropriation

4. Discussion Items

(1) Proposal to proceed with cash capital reduction
(2) Proposal to transfer shares to employees at less than the average actual share repurchase price

5. Extemporary Motions

6. Adjournment

Reporting Items

Proposal 1: 2022 Business Report

Explanatory note: Please refer to Attachment 1 for the 2022 Business Report (Pages 10 to 18).

Proposal 2: Audit Committee Review Report

Explanatory note: Please refer to Attachment 2 for the Audit Committee Review Report (Page 19).

Adopting Items

(Proposed by the Board of Directors)

Proposal 1: Recognition of 2022 Business Report and Financial Statements

Explanatory note:

A. 2022 Financial Statements of the Company had been duly audited by CPA, Hsu, Sheng-Chung and CPA, Liang, Hua-Ling of Pricewaterhousecoopers Taiwan.
B. The Business Report and Financial Statements are attached hereto as Attachment 1 & 3 (Pages 10 to 18 and 20 to 42).

Resolution:

(Proposed by the Board of Directors)

Proposal 2: Recognition of 2022 Profit and Loss Appropriation

Explanatory note:

A. The beginning balance of Unappropriated Retained Earnings was NT$ 70,564,353,084, after deduction in Net Loss after Tax of 2022, NT$ 27,990,255,628, and adding Remeasurements of defined benefit plans, NT$ 176,320,084, and set aside Special Reserve, NT$ 2,361,016,280, the Unappropriated Retained Earnings is NT$ 40,389,401,260.
B. Not to distribute cash dividends for FY 2022. Please refer to Attachment 4 for 2022 Profit and Loss Appropriation Table (Page 43).

Resolution:

Discussion Items

(Proposed by the Board of Directors)

Propsal 1: Proposal to proceed with cash capital reduction

Explanatory note:

A. To improve the return on shareholders' equity and adjust the capital structure, the Company proposes to proceed with capital reduction by returning share capital to shareholders in cash.
B. The Company proposes to reduce NT$ 4,778,228,080, and cancel 477,822,808 shares correspondingly. The total of 9,556,456,146 common shares has been issued. According to the aforesaid amount, the capital is estimated to be reduced by 5.0% to NT$ 90,786,333,380 and 9,078,633,338 shares total shall be issued. The cash refund per share will be approximately NT$ 0.5. (rounded up tothe nearest integer) However, the paid-in capital after the capital reduction and the capital reduction ratio shall be calculated based on the total issued shares on the record date for capital reduction and stock conversion.
C. According to the total issued shares in the preceding paragraph, it is estimated that 50 shares are reduced per thousand shares (that is, 950 shares are converted per thousand shares). After capital reduction, shareholders may combine shares of common stock less than 1 share with the Company’s stock transfer agency within 5 days prior to the book closure date of the capital reduction and stock conversion. For fractional shares of common stock that are still less than 1 share after combination, cash will be distributed at the closing price (rounded up to the nearest integer) on the last trading date at the stock exchange market before the record date for capital reduction and stock conversion. Chairman is authorized to appoint a specific party to subscribe to such fractional shares at the closing price.
D. The new shares to be issued in exchange for capital reduction in cash will be issued without any entity, and the rights and obligations thereof shall be the same as those of the original shares. Upon approval by the shareholders' meeting, and effective registration with the Competent Authority, the Chairman is authorized to set the record date for capital reduction and stock conversion.
E. Prior the record date of capital reduction, if the capital reduction ratio and the cash return amount per share have to be adjusted due to changes in the share capital of the Company, which affect the number of outstanding shares, or if this capital reduction plan has to be amended due to amendments to laws and regulations, approval by the Competent Authority, or other changes in the objective environment, it is proposed that the shareholders' meeting authorize the Chairman to handle it at his sole discretion.

Resolution:

(Proposed by the Board of Directors)

Propsal 2: Proposal to transfer shares to employees at less than the average actual share repurchase price

Explanatory note: The Company repurchased a total of 50,000,000 shares of the Company for the third time at an average price of NT$ 13.01. Due to the cancellation of 4,750,000 shares by capital reduction in the 2022, based on the record date of capital reduction and stock conversion, October 7, 2022, the shares to be transferred were adjusted to 45,250,000 shares and the average price was revised to NT$ 13.32. To achieve the goal of motivating employees and enhancing cohesion, it is proposed to transfer shares to employees at less than actual share repurchase price, which is NT$ 13.32, in accordance with Article 10-1 of the Regulations Governing Share Repurchase by Exchange-Listed and OTC-Listed Companies, relevant matters shall be explained as follows:
A. The exercise price, the valuation percentage, the bases of calculations, and the reasonableness:
- a. The exercise price is NT$ 6.51, which is 48.87% of the average actual share repurchase price of NT$ 13.32.
- b. The Company takes the gross profit and EBITDA as the operation target, and the performance indicators are described as follows:
  - (1) Single-quarter gross profit turns positive;
  - (2) Single-quarter EBITDA turns positive.
  - (3) The shares transfer to employees at less than the average actual share repurchase price shall not be implemented until both of the above performance indicators have been met and the board of directors has resolved the consolidated financial report that duly audited or reviewed by CPA. Based on the consideration of retaining talents and professionals, it is also agreed with employees to require them to achieve personal performance and two-year in employment.
- c. The valuation percentage based on the current economic situation and the future prospects of the Company shall be reasonable.
B. The number of shares to be transferred, the purpose and the reasonableness:
- a. Number of shares to be transferred: 45,250,000 shares.
- b. Purpose: Motivating employees and enhancing cohesion
- c. Reasonableness: The shares transfer to employees expected to be 45,250,000 shares, representing 0.47% of the issued shares, is in compliance with the relevant laws and regulations, and the purpose of motivating employees and retaining talents, which shall be reasonable.
C. Qualification requirements for employees subscribing to shares, and the number of shares they are allowed to subscribe for:
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a. Qualification requirements: It shall be handled in accordance with Article 4 of the “Plan of Share Repurchase and Transferring to the Employees”. It is intended to retain talents from the perspective of globalization of operation, and give full play to the synergy of the group through the integration of resources. In addition, the operating performance of each controlled subsidiary is included in the consolidated financial statements of the Company. Therefore, the shares transferred to the employees of the Company's subsidiaries that directly or indirectly hold more than 50% of the voting shares of the same investee company, so as to motivate their work enthusiasm, improve the Company's performance and further strengthen the overall operating performance of the Group.
b. The number of shares allowed to subscribe for: It shall be handled in accordance with Article 5 of the “Plan of Share Repurchase and Transferring to the Employees”
D. Factors affecting shareholders’ equity:
a. The expensable amount, and dilution of the Company's earnings per share:

The amount that may turn into expenditure and the dilution to the Company's earnings per share: The expensable amount calculated based on the closing price, NT$ 14.9 on the day prior to the 9-5 Board meeting (April 18, 2023) and the transfer price, NT$ 6.51, is approximately NT$ 379,648 thousand (additional expensable amount shall be calculated in accordance with the relevant accounting standards). The dilution of the Company's earnings per share is calculated as the expensable amount divided by total outstanding shares, which is 0.0397%.

b. Explain what financial burden will be imposed on the Company by transferring shares to employees at less than the average actual share repurchase price:

The average actual share repurchase price of the execution is NT$ 13.01, amounted 50,000,000 shares. Since the effective registration of the capital reduction and the completion of the change registration in the 2022 Third Quarter, cancellation of 4,750,000 shares and the amount NT$ 47,500,000 were recorded under the deduction of “Treasury shares,” the average actual share repurchase price was revised to NT$ 13.32. The cash outflow calculated on the basis of NT$ 6.51 per share, and 45,250,000 shares transferred to employees is NT$ 308,338 thousand.

Resolution:

Extemporary Motions

Attachment 1

InnoLux Corporation 2022 Business Report

Report on the Company's operating results for 2022 as follows.

I. Report on operating results for 2022

The world is in a turbulent period, and the changes in economic, geopolitical and ecological fields will all affect the global prospect. Inflation has soared to the highest level over the past decades, driving various countries to rapidly tighten monetary policy and families to reduce their budgets. Many low-income countries are facing severe financial difficulties, despite of the gradual decrease of the financial support for COVID-19. At the same time, the Russian war against Ukraine and tensions elsewhere have increased the likelihood of major geopolitical unrest.

The global economy is facing serious challenges, and three powerful factors will have farreaching influence: first, whether the military conflict between Russia and Ukraine is pacified, or involves more countries; second, the persistence of inflationary pressures triggers a cost-of-living crisis, and central banks of various countries have to raise interest rates and use other financial instruments to curb inflation, the resultant side effects will lead to investment slowdown in addition to short-term exchange rate fluctuations, which are potential risk factors for the medium- and longterm economic trend; third, the slowdown in China's economic growth and the intensifying tense situations between the U.S. and China from trade war to technology war have led to a reshuffling of the supply chain of the global high-tech industry.

According to the World Economic Outlook Update released IMF (International Monetary Fund) in January 2023, the global economic growth rate is estimated at 3.4% in 2022 and is expected to drop to 2.9% in 2023. More than one-third of the global economies will shrink this year or next year, and the three largest economies, the United States, the European Union and China, will remain in a state of growth stagnation. In short, the worst is yet to come, and many people will feel 2023 as a recessionary year.

The technology industry continues to move toward cross-boundary integration and transforming upgrading, which is specifically carried out on strategies for the upgrading of technology, creating product value, new ventures, and field construction, echoing the Company's 3Vs business strategy. The Company will continue to adjust its business strategies, refine new technologies, develop new applications, continuously increase the added value of its products, pursue high-end technology products and develop emerging markets in order to lead the further progress of industry, provide our customers with high-quality and competitive products, and create maximum benefits for the Company, its shareholders, customers and partners through the improvement of technology and overall product quality.

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II. Results of business plan implementation and budget execution

For 2022, the Company's consolidated sales revenue was NT$ 223,715,758 thousand, down NT$ 126,360,932 thousand, or 36.1%, compared with 2021 (2021’s consolidated net sales revenue was NT$ 350,076,690 thousand). For 2022, the loss attributable to owners of the parent was NT$ 27,990,256 thousand, and the loss per share was NT$ 2.76.

No financial forecast has been disclosed for 2022, therefore there is no need to disclose budget execution.

III. Analysis of financial income and expenditure and profitability

	Items	2021	2022
Capital Structure (%)	Debts to assets ratio	34.81	34.07
	Long-term capital to property, plant, and equipment ratio	209.21	179.28
Solvency	Current ratio(%)	150.85	178.27
	Quick ratio(%)	114.28	137.64
	Interest coverage multiplier(times)	64.88	(27.64)
Profitability	Return on assets(%)	13.77	(6.39)
	Return on equity (%)	21.22	(10.01)
	Operating profits as a percentage of paid- in capital(%)	59.39	(33.13)
	Net profits before tax as a percentage of paid-in capital(%)	59.10	(27.44)
	Netprofit margin(%)	16.44	(12.48)
	Earningsper share(NT$)	5.53	(2.76)

IV. Status of research and development

As the semiconductor front-end foundry industry continues to reduce chip size, it has become a trend to expand and integrate multiple functions in a single chip, and the I/O pin-count required has also increased. In consideration that this demand has reached its limit in traditional packaging technology, a large demand for advanced fan-out packaging emerges. The Company has entered the semiconductor packaging field with our Thin-Film Transistor (TFT) semiconductor process technology, i.e. Fan-Out Panel Level Package (FO-PLP), which is fully reflected in large size panels (beyond the size of packaging and carrier industry). We have the process technology capability to produce tiny circuits with high yields, and can develop highdensity layout design to improve production efficiency. Low contact resistance can improve the electrical characteristics of the wafer, and unique 6-sides packaging technology can improve the reliability of the wafer (MSL1) to meet the rapidly expanding market demand; our products include automotive chips with strong growth but high reliability requirements, and power driving and management chips with high voltage/high frequency/high current. In particular, we are developing packaging technologies that meet the needs of third-generation semiconductors (SiC, GaN), and innovative packaging technologies with built-in antennas and modular heterogeneous

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integration. The purpose for the Company to develop advanced packaging business is not only to enter the field of semiconductor manufacturing, but also to fully revitalize the old generation TFT-LCD panel production lines that have lost their competitiveness, so as to build a sustainable growth momentum for the future with a reasonable investment, provide customers with more competitive products and create greater profit for the Company and shareholders.

We have been working on AM microLED, the third generation flat panel display technology, for many years. We have independently developed color conversion technology, LED chip on TFT glass (COG) mass transfer and repair technology, innovative splicing and surface treatment display technology, and by vertically integrating the above new technologies, we have completed the P0.6mm color conversion microLED seamless free splicing display module, which is featured by high definition, high color saturation, excellent ambient light contrast, and seamless splicing. We are committed to opening up a new field of next-generation display applications. The main application targets are new niche markets of large space HD immersive experiences and NFT digital art show; with the advantages of high black ratio, high brightness, ultrahigh ambient contrast ratio, high color saturation, high-definition dynamic picture quality and free splicing size (55"~220"), the new display shapes break the traditional art framework and perfectly conveys a new look of digital art. Compared with traditional LED displays, color-conversion microLED technology has excellent picture quality, high reliability, wide viewing angle, low cost, low power consumption and many other excellent features, which will further develop innovative applications in various virtual-real integration fields. Our microLED technology platform is also applied to the development of wearable watches and automotive display solutions.

For wearable watches, we have developed a high pixel density (1.1" 338 PPI) microLED wearable watch with excellent features such as ultra-high pixel density (338 PPI), high resolution, and low power consumption, which can bring users a new high-definition and exquisite visual experience in both outdoor visibility under bright sun and indoor color vividness. In the microLED development blueprint, the Company starts from the large splicing display niche market and builds brand new eco-chain and mass production technology for microLED industry, and actively invest in the mainstream market of high volume and high growth display such as smart mobile and wearable devices to create a new opportunity for value transformation.

For automotive display applications, we have developed 229 PPI high-resolution 9.6" microLED automotive display. The rise of AI, 5G and Internet of Things technologies will accelerate the increase in demands for smart hardware and software integration and diversified display applications in the automotive market. In the future, we will further cooperate with CarUX, a subsidiary of the Company, to develop an integrated cockpit display system to create an immersive cockpit experience for both driver and passengers with the excellent features of microLED display technology, including high-definition, high brightness, high color saturation, excellent ambient light contrast, and high temperature resistance. In addition, the ultra-low reflection and high brightness of the display surface provide excellent visibility in dazzling and snowy conditions, which greatly enhances active driving safety. CarUX, a subsidiary of the

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Company, makes continuous improvement to provide new driving experience solutions. Based on innovation, it has developed the visual experience suitable for cockpit, and combining with the appearance modeling technology and curved display technology of automotive interior design, it can complete the design, development and production in the factory for automotive displays (research and development, design, manufacturing and system integration) and even automotive interior technology services. It is committed to providing customers with one-stop customization services to create a win-win situation with our customers. In addition to the styling advancement of display panels, the high security protective glass required for automotive displays is also the focus of our vertical integration to achieve the stringent requirements of high uniformity, low reflection, and anti-glare for automotive regulations at various viewing angles.

With the emergence and rise of new applications such as online gaming, metaverse and artificial intelligence, the virtual reality market is growing rapidly and display technology is improving. The Company expects to launch 4K VR (2117ppi) LCD technology with low power consumption this year, which solves the problems of excessive power consumption and overheating of high resolution panels. This technology provides 90/120Hz high-frequency drive, over 40PPD ultrahigh resolution and energy-saving design, which will be a model for next generation VR displays in the future. We always consider technology innovation as our key development strategy, and continue to invest in R&D to develop competitive products to meet market needs. We have been the first to introduce the industry-leading 1411ppi TFT-LCD technology, and mass-produced the highest-resolution (1200ppi 2K2K) products in the market to maintain our leading position. We continue to develop high quality, low energy consumption, energy-saving and environmentally friendly products to meet market demand and create value to bring better returns for our shareholders.

In the development of augmented reality (AR), we are working with customers to develop LCD dimmers with dynamic dimming function, which can be embedded in augmented reality (AR) head-mounted display devices. This is the first device in the world that can realize two dimming functions, i.e. full dimming and segmented dimming. Full dimming function can automatically dim the ambient light source to ensure that virtual content remains clear in bright environment. Segmented dimming function can selectively dim specific areas of the display to make virtual content easier to view. This dynamic dimming technology enhances the AR experience, virtual contents can be displayed reliably even outdoors or in other bright environments, thus significantly expanding the application scenarios of AR devices. Our dynamic dimming technology is an important breakthrough in solving the sense of reality problem of virtual contents in optical see through head-mounted AR devices. This pioneering technology will help the Company to grow more strongly in the AR market.

With its world-leading N3D technology, the Company has developed an exclusive “consumer multi-person naked eye N3D display” based on intuitive 3D images which do not cause dizziness even after prolonged use. This product can be applied to smart retail. In addition, the “Medical-use Naked Eye 3D Display” developed for medical field has been awarded the 2023

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Taiwan Excellence Gold Award and we are actively cooperating with medical centers to conduct human clinical trials and field demonstrations, promoting its applications in smart medical field, and providing a more intuitive experience in medical teaching and surgical assistance.

Based on our industry-leading technology, we have successfully mass-produced the first generation of LC Meta-Surface Antenna. In response to the high-speed movement characteristics of low-orbit satellites, the ground antenna needs to have a faster satellite tracking capability to maintain high-speed communication. Combined with flat panel display manufacturing process and panel-level packaging technology, we are actively developing the second generation of Phased Array antennas. This breakthrough technology will bring revolutionary innovations in satellite communication and other wireless communication fields. Compared with traditional dish antennas, the LC Meta-Surface Antenna can track satellites without the need for a motor device, is lightweight and flat, and has the same broadband, high pointing and wide angle scanning performance with lower power consumption, so is very suitable for the future development of low-orbit satellite communication, autonomous vehicles, satellite IoT (Internet of Things) and radio communication for rescue purpose.

Following the smart business opportunities of digitization, display technology will create a new pattern of smart entertainment, e-sports, and arts and culture displays. We have developed the industry-leading exclusive “PolarBlack technology”, which breaks through the limits of color gamut, contrast and brightness of notebook panels, has the features of ultra-high contrast, ultrawide color gamut, high brightness and low power consumption and passes the German TUV Rheinland eye protection certification. Our innovative PolarBlack LCD technology can significantly reduce light hazards, and provide the purest white-black contrast images in both dark and bright scenes, thus realizing clearer dark details and more exquisite picture quality. With outstanding performance, it can stand out in e-sports and high-end business laptops, subverting the consumers’ experience.

In small and medium-sized panels market, the Company continues to develop diversified sizes from 1.4" to 17", and our products are widely used in mobile devices and consumer electronics, including smartphones, tablet PCs, smart home appliances, smart speakers, smart watches, VR head-mounted displays, DVC, DSC, multi-function printers, 3D printers and entertainment game consoles. The small and medium-sized panels are developing towards new specifications such as high resolution, high brightness, low power consumption, dynamic refresh rate, wide color gamut, thin and narrow bezel to increase product value. We are also committed to integrating miniLED backlight technology into a wide range of applications to provide next generation display products with high contrast, high brightness and ultralow power consumption, such as DSC screens and 17.3" 4K2K products, which are already in mass production and bring high value. At the same time, we are also thinking about our product strategy, focusing on special outdoor applications (drones, DVC, DSC), and repositioning LCDs with miniLED backlight to upgrade their high brightness specifications and high efficiency features to open up new markets. We continue to focus on increasing the share of high niche products and break through the

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technology limits to lead the industry, including the VR/AR for metaverse. For VR, we use the LTPS process to mass produce 1200ppi products, invest in 1411ppi high resolution technology, and upgrade miniLED backlight and LTPO technology development and introduction; for 3D printer, 12K high resolution products have been mass produced. In addition, we continue to research and develop 16K ultra-high resolution products and increase the investment in small and medium-sized products.

In smart retail, the Company has joined hands with Japan Medical Co., Ltd. to create smart cosmeceuticals, provide a variety of cross-field applications and software-hardware integration solutions, showcase the new look of smart retail, and develop “Magic Shelf”, “AI Pharmacist” and other smart retail solutions to assist in improving the shortcomings of cosmeceuticals stores. The Magic Shelf provides 3D modeling for tens of thousands of indication drugs, health care products and thousands of beauty products. The 60cm and 90cm touchscreens and 36" advertising screens are equipped with AI image recognition system, and the cameras are set to actively obtain images of products on the shelf according to time period and specific time, sense product conditions timely, and automatically change shelf labels, thus significantly reducing work of sales clerks. Through the introduction and application of AI, the Company and Japan Medical Co., Ltd. provide customers with a better shopping experience. This is also part of the Company's transformation plan centered on smart retail, which aims to develop new applications and business models, hoping to create a model case of AI cosmeceuticals, connect to the international market, and build new business opportunities in the industry.

In response to the demand for intelligent transportation, the rise of public transportation trams and electric buses has led to a huge demand for passenger information displays, and the Company provides a series of bar-type displays (with different aspect ratios) for different space requirements to meet the needs of different applications, provides products with high brightness, high weather resistance, and three proofings (waterproof/ dustproof/ explosion-proof), and develops vehicle-mounted displays with vibration resistance and low power consumption for transportation network information transmission and real-time policy promotion or advertising information transmission. We are fully prepared to welcome the era of intelligent transportation.

After the epidemic of COVID-19, a large number of outdoor activities bring about a new wave of business opportunities. We are leading the industry in developing high-brightness and weather resistant displays for outdoor applications, which can provide clear images under sunlight or rain for audio-visual entertainment, advertising, and sports events. In addition, the popularity of charging pile with display brings unlimited advertising benefits to meet more potential consumer demands.

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V. The Company's digital transformation

The whole company has been committed to promoting digital transformation for many years, improving operational efficiency and driving business process change based on Industry 4.0 technology, and has accumulated many fruitful results. In 2021, we were recognized by the World Economic Forum (WEF) as a lighthouse factory for intelligent manufacturing, and became the first panel manufacturer in Taiwan to receive this honor. To date, we have completed more than 340 types of smart projects and trained more than 3,800 digital transformation-related talents, deepening the foundation for digital transformation. In 2022, we expanded the scope and depth of digital transformation to further enhance the product delivery cycle (from product demand, supply chain management, capacity scheduling, logistics to product delivery to customers) and optimize the product design cycle (including market analysis, new product planning, digital simulation, production execution, intelligent inspection, quality enhancement and product iteration). This not only covers the entire value chain, but also adds value of green design, green production and green logistics to make contribution to ESG performance. The whole company continues to improve its technology and management capabilities, make full use of intelligence to drive digital transformation towards business model transformation, help improve financial indicators through business process optimization, invest in the sustainable development of the environment, and explore new business opportunities to increase the profit margin.

In 2022, the Company held the “New Product Technology and Digital Transformation Achievement Exhibition”. We give full play to the driving forces of digital transformation, technology enhancement, and talent cultivation to lead the Company into a new industrial development stage of T-type cross field, dynamic integration, and shared prosperity. The exhibition focused on the new product technology and digital transformation achievements, and more than 60 exhibits were presented and 10 seminars were held in aspects of human resources, product development, market operation, technology added value, supply chain, front and backend manufacturing fields, scheduling planning, digital factory, abnormality detection, equipment health, intelligent security, quality management and sustainable management. Among them, the intelligent carbon regulation monitoring platform built based on the digital transformation results was deeply appreciated and trusted by customers. This event once again demonstrated our strong intelligent manufacturing strength and excellent intelligent operation competitiveness, which not only realized interdisciplinary talent cultivation, but also to injected new energy for prospective R&D technology through digital transformation.

Under the operation of dual transformation strategy, with the original advantage and flexible cross-field ability, we create new application fields and inject new vitality into the industry. We continue to combine big data and artificial intelligence to link front and back-end intelligent factories and build decentralized decision-making systems to achieve technological improvement, productivity multiplier benefits and immediate value customers’ service.

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1. Intelligent manufacturing:

Our intelligent manufacturing integrates three development axes - X-axis (automation), Y-axis (data), and Z-axis (intelligence), and closely combines three types of talents (field experts, data scientists, and data technology experts). After years of hard work, the Company not only independently designs, develops and builds the world's first full-automatic panel assembly line, but also has the following advanced 4.0 technologies, which are applied in various areas of the factory:

A. Precise design: The design combines Digital Twin technology to build a digital factory that helps factories simulate the impacts of bottleneck capacity and product configuration on production cycles and the optimal LCD pairing process, improve intermediate warehouse level, and provide the decision aids for most appropriate production line planning and equipment capital expenditure of the factory.
B. Intelligent production: From pre-production intelligent scheduling, intelligent DOE, intelligent dispatching...etc. to in-production and post-production equipment health diagnosis, virtual measurement, intelligent parameter monitoring, intelligent feedback control, intelligent logistics, intelligent monitoring, intelligent abnormality analysis ...etc. We also introduce the process system engineering to drive RPA to automatically execute routine work by process, which significantly improves efficiency and quality. All 4.0 Solution technologies are integrated into a highly intelligent Zero Worry factory with self-awareness, memory, operation, response and learning.
C. Intelligent inspection: Develop AI inspection technology to replace manual visual inspection with image big data, and independently develop AI inspection machine, significantly reducing inspection manpower, saving equipment cost and improving overall inspection quality. It could not only apply to panel inspection, but also expand the applying scope to use X-Ray in Smart Healthcare and Smart Detection for Industrial use, thus effectively solving the visible, unseen, and even invisible product reliability related defects.

In addition to the above three aspects, we further facilitate intelligent energy saving/ intelligent factory administration/ intelligent storage/ intelligent security/ intelligent personnel management, etc. With overall increase in quality and efficiency and reduction in costs and inventory and other bright results.

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2. Intelligent operating advancement:

Through the efforts from 2021 to 2022, we have achieved many transformation results. In the second half of 2022, we entered the Digital Transformation Stage 3.0, that is, we will promote the strategic project of cross-field connection covering the entire process and integrate innovative business models to directly create revenue and profit. The Company promotes intelligent management in all aspects to optimize the quality and efficiency of decision making, and effectively link various functional platforms & processes to increase the Company value; provides multi-dimensional, more real-time, and more accurate visual decision support information to assist decision makers in managing risks and creating opportunities; extends to executive layer for advancement to improve operational efficiency at all levels, interact, link, and implement the execution results, and strengthen partnerships and business linkages; not only enhances the intelligent manufacturing competitiveness and sustainable operation capability, but also strengthens corporate competitiveness.

The Company will continue to promote the concept of "Transformation, Reengineering, and Value Advancement" to create a new landscape for next-generation display and new display technology applications through digital transformation and to solidify its leading position in the display technology industry. From automation, datamation to intelligentization, we have built a comprehensive intelligent ecosystem with our unique transformation strategy (XYZ axis) to assist the digital transformation of new businesses, expand application fields, and successively harvest value-added results to witness the operating results of transformation.

Chairman: Managerial Officer: Chief Accountant:

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Attachment 2

Audit Committee Review Report

The Board of Directors has duly submitted the 2022 business report, financial statements, and the proposal of profit and loss appropriation. The financial statements has been duly reviewed and approved by CPAs of PwC Taiwan with the issuance of Independent Auditor’s Report.

The Audit Committee of the Company, have completed the audit and review, and had found nothing inconsistent with any of the above business report, financial statements, and the proposal of profit and loss appropriation. Therefore, I issue this audit report for acknowledgment in accordance with the Securities and Exchange Act and the Company Act.

Annual Shareholders’ Meeting of the Company in 2023

Convenor of the Audit Committee Hsieh, Chi-Chia Date: April 18, 2023

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Attachment 3

Independent Auditors’ Report and Financial Statements

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Attachment 4

INNOLUX CORPORATION 2022 Profit and Loss Appropriation Table

INNOLUX CORPORATION 2022 Profit and Loss Appropriation Table	INNOLUX CORPORATION 2022 Profit and Loss Appropriation Table
Unit: NT$
Item	Amount
Unappropriated Retained Earnings, Beginning Balance Less: Net Loss after Tax of 2022 Add: Remeasurements of defined benefit plans Less: Special Reserve(Note) Unappropriated Retained Earnings	70,564,353,084 (27,990,255,628) 176,320,084 (2,361,016,280) 40,389,401,260

Note: The Company shall set aside a special reserve from the net deductions from shareholders’ equity (including Financial statements translation differences of foreign operations, Unrealized gains or loss on financial assets measured at fair value through other comprehensive income) for the current fiscal year.

Chairman: Managerial Officer: Chief Accountant:

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Appendix 1 InnoLux Corporation Rules of Shareholders’ Meeting

Article 1 To establish a strong governance system and sound supervisory capabilities for the shareholders’ meetings of the Company, and to strengthen management capabilities; these Rules are adopted pursuant to Article 5 of the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies.

Article 2 The rules of procedures for the shareholders’ meetings of the Company, except as otherwise provided by law, regulation, or the Articles of Incorporation, shall be as provided in these Rules. Article 3 (Convening shareholders meetings and shareholders meeting notices) Unless otherwise provided by law or regulation, the shareholders’ meetings of the Company shall be convened by the board of directors.

Changes to how the Company convenes its shareholders meeting shall be resolved by the board of directors, and shall be made no later than mailing of the shareholders meeting notice.

The Company shall prepare electronic versions of the shareholders’ meeting notice and proxy forms, and the origins of and explanatory materials relating to all proposals, including proposals for ratification, matters for deliberation, or the election or dismissal of directors, and upload them to the Market Observation Post System (MOPS) before 30 days before the date of a regular shareholders’ meeting or before 15 days before the date of a special shareholders’ meeting. The Company shall prepare electronic versions of the shareholders’ meeting agenda and supplemental meeting materials and upload them to the MOPS before 30 days before the date of the regular shareholders’ meeting or before 15 days before the date of the special shareholders’ meeting. In addition, before 15 days before the date of the shareholders’ meeting, the Company shall also have prepared the shareholders’ meeting agenda and supplemental meeting materials and made them available for review by shareholders at any time. The meeting agenda and supplemental materials shall also be displayed at the Company and the professional shareholder services agent designated thereby.

The Company shall make the meeting agenda and supplemental meeting materials in the preceding paragraph available to shareholders for review in the following manner on the date of the shareholders meeting:

For physical shareholders meetings, to be distributed on-site at the meeting.
For hybrid shareholders meetings, to be distributed on-site at the meeting and shared on the virtual meeting platform.
For virtual-only shareholders meetings, electronic files shall be shared on the virtual meeting platform.

The reasons for convening a shareholders meeting shall be specified in the meeting notice and public announcement. With the consent of the addressee, the meeting notice may be given in electronic form.

Election or dismissal of directors, amendments to the Articles of Incorporation, reduction of capital, application for the approval of ceasing its status as a public company, approval of competing with the Company by directors, surplus profit distributed in the form of new shares, reserve distributed in the form of new shares, the dissolution, merger, or demerger of the Company, or any matter under Article 185, paragraph 1 of the Company Act, Articles 26-1 and 43-6 of the Securities Exchange Act, Articles 56-1 and 60-2 of the Regulations Governing the Offering and Issuance of Securities by Securities Issuers shall be set out and the essential contents explained in the notice of the reasons for convening the shareholders’ meeting. None of the above matters may be raised by an extemporary motion.

Where re-election of all directors as well as their inauguration date is stated in the notice of the reasons for convening the shareholders meeting, after the completion of the re-election in said meeting such inauguration date may not be altered by any extraordinary motion or otherwise in the same meeting.

A shareholder holding one percent (1%) or more of the total number of issued shares may submit to the Company a proposal for discussion at a regular shareholders’ meeting. The number of items so proposed is limited to one only, and no proposal containing more than one item will be included in the meeting agenda. When the circumstances of any subparagraph of Article 172-1, paragraph 4 of the Company Act apply to a proposal put forward by a shareholder, the board of directors may exclude it from the agenda. A shareholder

44 -

may propose a recommendation for urging the Company to promote public interests or fulfill its social responsibilities, provided procedurally the number of items so proposed is limited only to one in accordance with Article 172-1 of the Company Act, and no proposal containing more than one item will be included in the meeting agenda.

Prior to the book closure date before a regular shareholders’ meeting is held, the Company shall publicly announce its acceptance of shareholder proposals in writing or electronically, and the location and time period for their submission; the period for submission of shareholder proposals may not be less than 10 days.

Shareholder-submitted proposals are limited to 300 words, and no proposal containing more than 300 words will be included in the meeting agenda. The shareholder making the proposal shall be present in person or by proxy at the regular shareholders meeting and take part in discussion of the proposal.

Prior to the date for issuance of notice of a shareholders meeting, this Company shall inform the shareholders who submitted proposals of the proposal screening results, and shall list in the meeting notice the proposals that conform to the provisions of this article. At the shareholders meeting the board of directors shall explain the reasons for exclusion of any shareholder proposals not included in the agenda.

Article 4 (To appoint a proxy to attend a shareholders’ meeting and authorization) For each shareholders meeting, a shareholder may appoint a proxy to attend the meeting by providing the proxy form issued by the Company and stating the scope of the proxy's authorization.

A shareholder may issue only one proxy form and appoint only one proxy for any given shareholders meeting, and shall deliver the proxy form to the Company before five days before the date of the shareholders meeting. When duplicate proxy forms are delivered, the one received earliest shall prevail unless a declaration is made to cancel the previous proxy appointment.

After a proxy form has been delivered to the Company, if the shareholder intends to attend the meeting in person or to exercise voting rights by correspondence or electronically, a written notice of proxy cancellation shall be submitted to the Company before two business days before the meeting date. If the cancellation notice is submitted after that time, votes cast at the meeting by the proxy shall prevail.

If, after a proxy form is delivered to the Company, a shareholder wishes to attend the shareholders meeting online, a written notice of proxy cancellation shall be submitted to the Company two business days before the meeting date. If the cancellation notice is submitted after that time, votes cast at the meeting by the proxy shall prevail.

Article 5 (Principles determining the time and place of a shareholders meeting)

The venue for a shareholders meeting shall be the premises of the Company, or a place easily accessible to shareholders and suitable for a shareholders meeting. The meeting may begin no earlier than 09:00 A.M. and no later than 03:00 P.M. Full consideration shall be given to the opinions of the independent directors with respect to the place and time of the meeting.

The restrictions on the place of the meeting shall not apply when the Company convenes a virtual-only shareholders meeting.

Article 6 (Preparation of documents)

The Company shall specify in its shareholders meeting notices the time during which attendance registrations for shareholders, solicitors and proxies (collectively "shareholders") 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. For virtual shareholders meetings, shareholders may begin to register on the virtual meeting platform 30 minutes before the meeting starts. Shareholders completing registration will be deemed as attend the shareholders meeting in person.

Shareholders shall attend shareholders meetings based on sign-in cards, or other certificates of attendance. Solicitors soliciting proxy forms shall also bring identification documents for verification.

Attending shareholders and proxies may hand in a sign-in card in lieu of signing in; the number of shares in attendance shall be calculated according to the shares indicated by the sign-in cards handed in.

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The Company shall furnish attending shareholders with the meeting agenda book, annual report, attendance card, speaker's slips, voting slips, and other meeting materials. Where there is an election of directors, preprinted ballots shall also be furnished.

When the government or a juristic person is a shareholder, it may be represented by more than one representative at a shareholders meeting. When a juristic person is appointed to attend as proxy, it may designate only one person to represent it in the meeting.

In the event of a virtual shareholders meeting, shareholders wishing to attend the meeting online shall register with the Company two days before the meeting date.

In the event of a virtual shareholders meeting, the Company shall upload the meeting agenda book, annual report and other meeting materials to the virtual meeting platform at least 30 minutes before the meeting starts, and keep this information disclosed until the end of the meeting.

Article 7 (The chair and non-voting participants of a shareholders’ meeting)

If a shareholders’ meeting is convened by the board of directors, the meeting shall be chaired by the chairperson of the board. When the chairperson of the board is on leave or for any reason unable to exercise the powers of the chairperson, the vice chairperson shall act in place of the chairperson; if there is no vice chairperson or the vice chairperson also is on leave or for any reason unable to exercise the powers of the vice chairperson, the chairperson shall appoint one of the managing directors to act as chair, or, if there are no managing directors, one of the directors shall be appointed to act as chair. Where the chairperson does not make such a designation, the managing directors or the directors shall select from among themselves one person to serve as chair.

If a shareholders’ meeting is convened by a party with power to convene but other than the board of directors, the convening party shall chair the meeting. When there are two or more such convening parties, they shall mutually select a chair from among themselves.

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

Article 8 (Documentation of a shareholders’ meeting by audio or video)

The Company, beginning from the time it accepts shareholder attendance registrations, shall 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 one 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.

Where a shareholders meeting is held online, the Company shall keep records of shareholder registration, sign-in, check-in, questions raised, votes cast and results of votes counted by the Company, and continuously audio and video record, without interruption, the proceedings of the virtual meeting from beginning to end.

The information and audio and video recording in the preceding paragraph shall be properly kept by the Company during the entirety of its existence, and copies of the audio and video recording shall be provided to and kept by the party appointed to handle matters of the virtual meeting.

Article 9 (The calculation of attending shares of shareholders’ meeting, and convening meetings)

Attendance 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 sign-in cards handed in, and the shares checked in on the virtual meeting platform, plus the number of shares whose voting rights are exercised by correspondence or electronically.

The chair shall call the meeting to order at the appointed meeting time and disclose information concerning the number of nonvoting shares and number of shares represented by shareholders attending the meeting. However, when the attending shareholders do not represent a majority of the total number of issued shares, the chair may announce a postponement, provided that no more than two such postponements, for a combined total of no more than one hour, may be made. If the quorum is not met after two postponements and the attending shareholders still represent less than one third of the total number of issued shares, the chair shall declare the meeting adjourned. In the event of a virtual shareholders meeting, the Company shall also declare the meeting adjourned at the virtual meeting platform.

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If the quorum is not met after two postponements as referred to in the preceding paragraph, but the attending shareholders represent one third or more of the total number of issued shares, a tentative resolution may be adopted pursuant to 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 one month. In the event of a virtual shareholders’ meeting, shareholders intending to attend the meeting online shall re-register to the Company in accordance with Article 6.

When, prior to conclusion of the meeting, the attending shareholders represent a majority of the total number of issued shares, the chair may resubmit the tentative resolution for a vote by the shareholders’ meeting pursuant to Article 174 of the Company Act.

Article 10 (Discussion of proposals)

If a shareholders’ meeting is convened by the board of directors, the meeting agenda shall be set by the board of directors. The meeting shall proceed in the order set by the agenda, which may not be changed without a resolution of the shareholders’ meeting.

The provisions of the preceding paragraph apply mutatis mutandis to a shareholders’ meeting convened by a party with the power to convene that is not the board of directors.

The chair may not declare the meeting adjourned prior to completion of deliberation on the meeting agenda of the preceding two paragraphs (including extraordinary motions), except by a resolution of the shareholders’ meeting. If the chair declares the meeting adjourned in violation of the rules of procedure, the other members of the board of directors shall promptly assist the attending shareholders in electing a new chair in accordance with statutory procedures, by agreement of a majority of the votes represented by the attending shareholders, and then continue the meeting. The shareholders cannot designate another person to server as chair and continue the meeting in the same or other place after the meeting is adjourned.

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; when the chair is of the opinion that a proposal has been discussed sufficiently to put it to a vote, the chair may announce the discussion closed, call for a vote.

Article 11 (Shareholder speech)

Before speaking, an attending shareholder must specify on a speaker's slip the subject of the speech, his/her shareholder account number (or attendance card number), and account name. The order in which shareholders speak will be set by the chair.

A shareholder in attendance who has submitted a speaker's slip but does not actually speak shall be deemed to have not spoken. When the content of the speech does not correspond to the subject given on the speaker's slip, the spoken content shall prevail.

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 an attending shareholder is speaking, other shareholders may not speak or interrupt unless they have sought and obtained the consent of the chair and the shareholder that has the floor; the chair shall stop any violation.

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.

Where a virtual shareholders meeting is convened, shareholders attending the virtual meeting online may raise questions in writing at the virtual meeting platform from the chair declaring the meeting open until the chair declaring the meeting adjourned. No more than two questions for the same proposal may be raised. Each question shall contain no more than 200 words. The regulations in paragraphs 1 to 5 do not apply.

Article 12 (Calculation of voting shares and recusal system)

Voting at a shareholders’ meeting shall be calculated based the number of shares.

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

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

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

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

Article 13 (Vote on the proposals, vote monitoring and vote counting)

A shareholder shall be entitled to one vote for each share held, except when the shares are restricted shares or are deemed non-voting shares under Article 179, paragraph 2 of the Company Act.

When the Company convenes a shareholders’ meeting, it shall adopt exercise of voting rights by electronic means and may adopt exercise of voting rights by correspondence. When voting rights are exercised by correspondence or electronic means, the method of exercise shall be specified in the shareholders’ meeting notice. A shareholder exercising voting rights by correspondence or electronic means will be deemed to have attended the meeting in person, but to have waived his/her rights with respect to the extraordinary motions and amendments to original proposals of that meeting; it is therefore advisable that the Company shall avoid the submission of extraordinary motions and amendments to original proposals.

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. When duplicate declarations of intent are delivered, the one received earliest shall prevail, except when a declaration is made to cancel the earlier declaration of intent.

After a shareholder has exercised voting rights by correspondence or electronic means, in the event the shareholder intends to attend the shareholders’ meeting in person or online, a written declaration of intent to retract the voting rights already exercised under the preceding paragraph shall be made known to the Company, by the same means by which the voting rights were exercised, before two business days before the date of the shareholders’ meeting. If the notice of retraction is submitted after that time, the voting rights already exercised by correspondence or electronic means shall prevail. When a shareholder has exercised voting rights both by correspondence or electronic means and by appointing a proxy to attend a shareholders’ meeting, the voting rights exercised by the proxy in the meeting shall prevail.

Except as otherwise provided in the Company Act and in the Company's articles of incorporation, the passage of a proposal shall require an affirmative vote of a majority of the voting rights represented by the attending shareholders. At the time of a vote, for each proposal, the chair or a person designated by the chair shall first announce the total number of voting rights represented by the attending shareholders, followed by a poll of the shareholders. After the conclusion of the meeting, on the same day it is held, the results for each proposal, based on the numbers of votes for and against and the number of abstentions, shall be entered into the MOPS.

When there is an amendment or an alternative to a proposal, the chair shall present the amended or alternative proposal together with the original proposal and decide the order in which they will be put to a vote. When any one among them is passed, the other proposals will then be deemed rejected, and no further voting shall be required.

Vote monitoring and counting personnel for the voting on a proposal shall be appointed by the chair, provided that all monitoring personnel shall be shareholders of the Company.

Vote counting for shareholders’ meeting proposals or elections shall be conducted in public at the place of the shareholders’ meeting. Immediately after vote counting has been completed, 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.

When the Company convenes a virtual shareholders meeting, after the chair declares the meeting open, shareholders attending the meeting online shall cast votes on proposals and elections on the virtual meeting platform before the chair announces the voting session ends or will be deemed abstained from voting.

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In the event of a virtual shareholders meeting, votes shall be counted at once after the chair announces the voting session ends, and results of votes and elections shall be announced immediately.

When the Company convenes a hybrid shareholders meeting, if shareholders who have registered to attend the meeting online in accordance with Article 6 decide to attend the physical shareholders meeting in person, they shall revoke their registration two days before the shareholders meeting in the same manner as they registered. If their registration is not revoked within the time limit, they may only attend the shareholders meeting online.

When shareholders exercise voting rights by correspondence or electronic means, unless they have withdrawn the declaration of intent and attended the shareholders meeting online, except for extraordinary motions, they will not exercise voting rights on the original proposals or make any amendments to the original proposals or exercise voting rights on amendments to the original proposal.

Article 14 The reporting items and non-proposals shall not be put to discussion or resolution. Article 15 (Election items)

The election of directors at a shareholders’ meeting shall be held in accordance with the applicable election and appointment rules adopted by the Company, and the voting results shall be announced on-site immediately, including the names of those elected as directors and the numbers of votes with which they were elected, and the names of directors not elected and number of votes they received.

The ballots for the election referred to in the preceding paragraph shall be sealed with the signatures of the monitoring personnel and kept in proper custody for at least one year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the ballots shall be retained until the conclusion of the litigation.

Article 16 (Meeting minutes and signing items) 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 and a copy distributed to each shareholder within 20 days after the conclusion of the meeting. The meeting minutes may be produced and distributed in electronic form.

The Company may distribute the meeting minutes of the preceding paragraph by means of a public announcement made through the MOPS.

The meeting minutes shall accurately record the year, month, day, and place of the meeting, the chair's full name, the methods by which resolutions were adopted, and a summary of the deliberations and their voting results (including the number of voting rights), and disclose the number of voting rights won by each candidate in the event of an election of directors. The minutes shall be retained for the duration of the existence of the Company.

Where a virtual shareholders meeting is convened, in addition to the particulars to be included in the meeting minutes as described in the preceding paragraph, the start time and end time of the shareholders meeting, how the meeting is convened, the chair's and secretary's name, and actions to be taken in the event of disruption to the virtual meeting platform or participation in the meeting online due to natural disasters, accidents or other force majeure events, and how issues are dealt with shall also be included in the minutes.

When convening a virtual-only shareholder meeting, other than compliance with the requirements in the preceding paragraph, the Company shall specify in the meeting minutes alternative measures available to shareholders with difficulties in attending a virtual-only shareholders meeting online.

Article 17 (Public disclosure)

On the day of a shareholders’ meeting, the Company shall compile in the prescribed format a statistical statement of the number of shares obtained by solicitors through solicitation, the number of shares represented by proxies and the number of shares represented by shareholders attending the meeting by correspondence or electronic means, and shall make an express disclosure of the same at the place of the shareholders’ meeting. In the event a virtual shareholders meeting, the Company shall upload the above meeting materials to the virtual meeting platform at least 30 minutes before the meeting starts, and keep this information disclosed until the end of the meeting.

During the Company's virtual shareholders meeting, when the meeting is called to order, the total number of shares represented at the meeting shall be disclosed on the virtual meeting platform. The same shall apply whenever the total number of shares represented at the meeting and a new tally of votes is released during the meeting.

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If matters put to a resolution at a shareholders meet constitute material information under applicable laws or regulations or under Taiwan Stock Exchange Corporation (TWSE) and Taipei Exchange (TPEx) regulations, the Company shall upload the content of such resolution to the MOPS within the prescribed time period. Article 18 (Maintaining order at the meeting place) Staff handling administrative affairs of a shareholders’ meeting shall wear identification cards or arm bands. The chair may direct the proctors or security personnel to help maintain order at the meeting place. When proctors or security personnel help maintain order at the meeting place, they shall wear identification cards or armbands bearing the word "Proctor."

At the place of a shareholders’ meeting, if a shareholder attempts to speak through any device other than the public address equipment set up by the Company, the chair may prevent the shareholder from so doing. When a shareholder violates the rules of procedure and defies the chair's correction, obstructing the proceedings and refusing to heed calls to stop, the chair may direct the proctors or security personnel to escort the shareholder from the meeting. Article 19 (Recess and resumption of a shareholders’ meeting) When a meeting is in progress, the chair may announce a break based on time considerations. If a force majeure event occurs, the chair may rule the meeting temporarily suspended and announce a time when, in view of the circumstances, the meeting will be resumed. If the meeting venue is no longer available for continued use and not all of the items (including extraordinary motions) on the meeting agenda have been addressed, the shareholders’ meeting may adopt a resolution to resume the meeting at another venue. A resolution may be adopted at a shareholders’ meeting to defer or resume the meeting within five days in accordance with Article 182 of the Company Act. Article 20 (Disclosure of information at virtual meetings) In the event of a virtual shareholders meeting, the Company shall disclose real-time results of votes and election immediately after the end of the voting session on the virtual meeting platform according to the regulations, and this disclosure shall continue at least 15 minutes after the chair has announced the meeting adjourned. Article 21 (Location of the chair and secretary of virtual-only shareholders meeting) When the Company convenes a virtual-only shareholders meeting, both the chair and secretary shall be in the same location, and the chair shall declare the address of their location when the meeting is called to order. Article 22 (Handling of disconnection) In the event of a virtual shareholders meeting, the Company may offer a simple connection test to shareholders prior to the meeting, and provide relevant real-time services before and during the meeting to help resolve communication technical issues.

In the event of a virtual shareholders meeting, when declaring the meeting open, the chair shall also declare, unless under a circumstance where a meeting is not required to be postponed to or resumed at another time under Article 44-20, paragraph 4 of the Regulations Governing the Administration of Shareholder Services of Public Companies, if the virtual meeting platform or participation in the virtual meeting is obstructed due to natural disasters, accidents or other force majeure events before the chair has announced the meeting adjourned, and the obstruction continues for more than 30 minutes, the meeting shall be postponed to or resumed on another date within five days, in which case Article 182 of the Company Act shall not apply.

For a meeting to be postponed or resumed as described in the preceding paragraph, shareholders who have not registered to participate in the affected shareholders meeting online shall not attend the postponed or resumed session.

For a meeting to be postponed or resumed under the second paragraph, the number of shares represented by, and voting rights and election rights exercised by the shareholders who have registered to participate in the affected shareholders meeting and have successfully signed in the meeting, but do not attend the postpone or resumed session, at the affected shareholders meeting, shall be counted towards the total number of shares, number of voting rights and number of election rights represented at the postponed or resumed session.

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During a postponed or resumed session of a shareholders meeting held under the second paragraph, no further discussion or resolution is required for proposals for which votes have been cast and counted and results have been announced, or list of elected directors.

When the Company convenes a hybrid shareholders meeting, and the virtual meeting cannot continue as described in second paragraph, if the total number of shares represented at the meeting, after deducting those represented by shareholders attending the virtual shareholders meeting online, still meets the minimum legal requirement for a shareholder meeting, then the shareholders meeting shall continue, and not postponement or resumption thereof under the second paragraph is required.

Under the circumstances where a meeting should continue as in the preceding paragraph, the shares represented by shareholders attending the virtual meeting online shall be counted towards the total number of shares represented by shareholders present at the meeting, provided these shareholders shall be deemed abstaining from voting on all proposals on meeting agenda of that shareholders meeting.

When postponing or resuming a meeting according to the second paragraph, the Company shall handle the preparatory work based on the date of the original shareholders meeting in accordance with the requirements listed under Article 44-20, paragraph 7 of the Regulations Governing the Administration of Shareholder Services of Public Companies.

For dates or period set forth under Article 12, second half, and Article 13, paragraph 3 of Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies, and Article 44-5, paragraph 2, Article 44-15, and Article 44-17, paragraph 1 of the Regulations Governing the Administration of Shareholder Services of Public Companies, the Company shall handle the matter based on the date of the shareholders meeting that is postponed or resumed under the second paragraph.

Article 23 (Handling of digital divide)

When convening a virtual-only shareholders meeting, the Company shall provide appropriate alternative measures available to shareholders with difficulties in attending a virtual shareholders meeting online.

Article 24 All matters not fully provided for in these Rules shall be in accordance with the provisions of the Company Act and other related laws and regulations.

Article 25 The Rules shall be enforced by resolution of shareholders’ meeting; the same shall apply to any amendment hereto.

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Appendix 2 Articles of Incorporation of InnoLux Corporation

Chapter I General Provisions

Article 1 The Company is organized under the provisions of company limited by shares in accordance with the Company Act and is named " 群創光電股份有限公司 ". The English name of the Company is Innolux Corporation. Article 2 The scope of business of the Company shall be as follows: (1) CC01080 Electronic Parts and Components Manufacturing (2) F401010 International Trade (3) CC01010 Electric Power Supply, Electric Transmission and Power Distribution Machinery Manufacturing (4) CC01090 Batteries Manufacturing (5) IG03010 Energy Technical Services (6) CC01030 Electric Appliance and Audiovisual Electric Products Manufacturing (7) I501010 Product Designing (8) CF01011 Medical Materials and Equipment Manufacturing (9) CB01010 Machinery and Equipment Manufacturing (10) CE01030 Photographic and Optical Equipment Manufacturing (11) CQ01010 Die Manufacturing (12) E603050 Cybernation Equipments Construction (13) E604010 Machinery Installation Construction (14) I301010 Software Design Services (15) C901020 Glass and glass made products manufacturing (16) C801100 Synthetic Resin & Plastic Manufacturing (17) C805070 Strengthened Plastic Products Manufacturing

(18) C801990 Other Chemical Materials Manufacturing

(19) ZZ99999 The Company may conduct business other than those specified ones, as long as such business is not prohibited or restricted by laws or regulations.

(No 15 to 19 are limited to done within the Science Park)

【To research, develop, design, manufacture and sell the products as follows:

TFT-LCD panel
LCD module
LTPS TFT-LCD panel and module
OLED panel and module
Touch panel and its parts
LED backlight source
Thin Film Solar Cells, module and system
Wafers, cells and module of Silicon Wafers Solar Cells
Liquid Crystal Display and its system
Mobile Display Module
Color Filter
Low temperature poly-silicon -Si Thin Film Transistors: LTPS TFT LCD
Amorphous silicon: a-Si TFT LCD and system 14. TFT liquid crystal module automatic assembly equipment
The import and export trade business in relation to the above-mentioned products
Semiconductor foundry business in assembly and test 】

Article 3 The Company's head office is located in the Hsinchu Science Park. If necessary, the Company may establish branch offices in Taiwan and abroad by resolution of the Board of Directors and approval of the competent authorities.

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Chapter II Shares

Article 4 The registered capital of the Company shall be one hundred and twenty billion (NT$120,000,000,000), divided into eleven billion (12,000,000,000) shares (of which 500 million to be reserved for the use of employees’ share subscription warrants), and may issue special shares, with a par value of ten New Taiwan Dollars, to authorize Board of Directors at their discretion to issue separately ordinary shares or special shares.

Article 4-1 The rights, obligations and other main issue conditions regarding the issued registered Class A convertible special/preferred shares are as follows:

The dividend rate is 3.8% per annum which shall be calculated based on the actual issue price and will be distributed in cash once a year, and after the ratification of financial statements by annual shareholders’ meeting, the board of directors will set a record date for the distribution of dividend to be entitled in last year. Dividend entitled in issuance year and buyback year shall be calculated and distributed based on the number of actual issue days.
In the year that the Company has earned surplus after it makes payment of taxes, makes up losses, and set aside legal profit reserve and special reserve, the Class A shareholders of Class A convertible special shares shall have preferential right to distribution of special/preferred shares’ dividends for the remaining sum. In addition to the special/preferred shares’ dividends above, the shareholders of special/preferred shares shall not participate in the allocation of other surplus of the Company.
In the years that the Company has no surplus earnings or the surplus earnings is not sufficient for distribution of all dividends to Class A special shares, undistributed and insufficient dividends of such year shall be made up preferentially based on compound interest in the following year in which the Company has surplus earnings, together with the dividends of that year. But upon the expiration of issuance period, the accumulated outstanding dividends of special/preferred shares shall be made up at a time on the expiration of issuance period.
The issuance period of special/preferred shares is three years, at maturity these special/preferred shares will be redeemed in cash at a time based on issue price plus accumulated outstanding dividends. In case when the expiration date comes the Company is unable to redeem all or partial of special/preferred shares due to objective causes or force majeure, the rights attached to unredeemed special/preferred shares shall be still in accordance with issue conditions of this Issuance Rules until the Company completes all redemption, and the dividends will be calculated upon the original dividend rate during the actual extended period.
The shareholders of special/preferred shares may convert their special/preferred shares into ordinary shares with the same number of shares in accordance with “Issuance and Conversion Rules of Class A Registered Convertible Special Shares” determined by the Board of directors at the time of issue. In that current year that special/preferred shares converted, such shareholder shall not be entitled to participate in the allocation of special/preferred shares’ dividends.
This special/preferred shares’ right to allocation of residual assets shall rank before that of ordinary shares, to the extent that dissolution preference shall not exceed the total issuance amount.
The shareholders of special/preferred shares are not entitled to vote or to elect directors in a general meeting of shareholders; but such shareholders can be elected as director.
When the Company capitalizes its capital reserve derived from cash capital increase of ordinary shares at a premium, the shareholders of special/preferred shares shall not participate in the allocation of such capitalization of capital reserve. But when the Company capitalizes it capital reserve derived from special/preferred shares issued at premium, the shareholders of special/preferred shares may allocate jointly with shareholders of ordinary shares in proportion to their respective shareholding.
The board of directors is authorized to determine “Issuance and Conversion Rules of Class A Registered Convertible Special Shares” at the time of actual issuance for governing other related matters.
Article 4-2 For the issuance of employee stock option of the Company at a price less than market price, such issuance shall be in accordance with “Regulations Governing the Offering and Issuance of Securities by Securities Issuers” and shall be adopted by a resolution of shareholders’ meeting.
If the Company transfers the buyback shares to its employees at a price less than average price of actual buyback price, such transfer shall be in accordance with related regulations and shall be adopted by a resolution of its latest shareholders’ meeting.
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The Company’s bought-back treasury shares are assigned or transferred to subsidiary company employees meeting specific requirements. The Board of Directors are delegated to decide such requirements and methods of transfer.

The Company’s share subscription warrants are entitled to subordinate company employees meeting specific requirements. The Board of Directors are delegated to decide such requirements and issuance methods. When the Company issues new share, the new shares are entitled to subsidiary company employees meeting specific requirements. The Board of Directors are delegated to decide such requirements and methods of obtaining.

The Company’s restricted stocks are entitled to subsidiary company employees meeting specific requirements. The Board of Directors are delegated to decide such requirements and distribution methods.

Article 5 The total amount of investment of the Company shall not be subject to the restrictions of 40% of the amount of its own paid-in capital under Article 13 of the Company Act. Article 6 The Company may be exempted from printing any share certificate for the shares issued, but shall appoint a centralized securities custody enterprise/institution to make recordation of the issue of such shares. Article 7 The shareholder services of the Company shall be coped with in accordance with “Regulations Governing the Administration of Shareholder Services of Public Companies” proclaimed by the competent authority. Chapter III Shareholders’ Meeting Article 8 Shareholders' meeting of the Company shall be of the following two kinds: 1. Regular meeting of shareholders: shall be convened within six months after close of each fiscal Year. 2. Special meeting of shareholders: to be held when necessary. Article 8-1 The Company’s shareholders’ meeting may be held by means of visual communication network or other methods promulgated by the central competent authority. In case a shareholders’ meeting is proceeded via visual communication network, the shareholders taking part in such a visual communication meeting shall be deemed to have attended the meeting in person. Article 9 The Chairperson of the Company shall act as the chairperson of the shareholders’ meeting. In case the chairperson of the board of directors is on leave or absent or cannot exercise his/her power and authority for any cause, he/she shall designate one of the directors to act on his/her behalf. In the absence of such a designation by the Chairperson, the directors shall elect from among themselves an acting chairperson of the board of directors. Article 10 In case a shareholder is unable to attend shareholders’ meeting for any cause, a shareholder may appoint a proxy to attend a shareholders' meeting on his/her/its behalf by executing a power of attorney printed by the company stating therein the scope of power authorized to the proxy. Unless as prescribed in the Company Act, the rules for the shareholder to appoint a proxy to attend the shareholders' meeting shall be in accordance with “Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies” Article 11 Resolutions at a shareholders' meeting shall, unless otherwise provided for in the Company Act, be adopted by a majority vote of the shareholders present, who represent more than one-half of the total number of voting shares. Chapter IV Directors, Audit Committee and Managerial Personnel Article 12 The Company shall have five to nine directors for a term of three years. The candidates’ nomination system is adopted by the Company, the directors shall be elected by shareholders’ meeting from the roster of candidates, and he/she may be eligible for re-election. The number of directors shall be decided by the board of directors. In the process of electing directors at a shareholders' meeting, the number of votes exercisable in respect of one share shall be the same as the number of directors to be elected, and the total number of votes per share may be consolidated for election of one candidate or may be split for election of two or more candidates. A candidate to whom the ballots cast represent a prevailing number of votes shall be deemed a director elect.

Article 12-1 Pursuant to Article 14-2 of Securities and Exchange Act, among of the number of directors above, at least three of which shall be independent directors, and not less than one-fifth of the total number of directors. In case a candidate nomination system is adopted, the shareholders’ meeting shall elect the directors from among the nominees listed in the roster of director candidates.

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Article 13 The board of directors is organized by directors, having their duties and powers as follows: 1. To compile operating plans 2. To submit the surplus earning distribution or loss off-setting proposals 3. To submit capital increase or decrease proposal 4. To compile the important by-laws and organization rules of the Company
The appointment or discharge of general manager
To approve the execution of the important contracts
To check and ratify the purchase and disposal of the important assets of the Company
To establish or dissolve branches
To compile the budget and final accounting
Other authorities under the Company Act or resolutions of shareholders’ meeting. The Company may purchase liability insurance for its directors within the term and the for the compensation liability incurred from and within he/her business scope.

		8. To establish or dissolve branches 9. To compile the budget and final accounting 10. Other authorities under the Company Act or resolutions of shareholders’ meeting. The Company may purchase liability insurance for its directors within the term and the for the compensation liability incurred from and within he/her business scope.
Article	13-1	The remuneration of directors shall be determined by the board of directors according to their participation
		level and contribution value, and shall compare standard of the same industry. However, in no event shall the
		total payment per month exceed NT$ 500,000.
Article	13-2	In calling a meeting of the board of directors, a notice shall be given to each director no later than 7 days prior
		to the scheduled meeting date in writing, by way of electronic methods or facsimile.
		In the case of emergency, the meeting may be convened at any time.
Article	14	The board of directors shall elect a chairperson from among the directors by a majority vote at a meeting
		attended by over two-thirds of the directors. The chairperson represents the Company externally.
Article	14-1	The board of directors may institute a position of vice-chairperson who shall be elected from among the
		directors by a majority vote at a meeting attended by over two-thirds of the directors.
Article	15	A meeting of board of directors shall, unless otherwise provided for in the Company Act, be convened by the
		chairperson of the board of directors. Unless otherwise provided for in the Company Act, resolutions of the
		board of directors shall be adopted by a majority of the directors at a meeting attended by a majority of the
		directors.
Article	16	The chairperson shall preside the meeting of the board of directors; in case the chairperson of the board of
		directors is on leave or absent or cannot exercise his/her power and authority for any cause, the chairperson of
		the board of directors shall designate one of the directors to act on his/her behalf. In the absence of such a
		designation by the chairperson, the directors shall elect from among themselves an acting chairperson of the
		board of directors. Each director shall attend the meeting of the board of directors in person, in case a director
		is unable to attend the meeting of the board of directors for any cause, he/she may appoints another director to
		attend a meeting of the board of directors in his/her behalf. A director may accept the appointment to act as the
		proxy referred to in the preceding Paragraph of one other director only.
		A meeting of the board of directors can be held via visual communication network, and then the directors taking
		part in such a visual communication meeting shall be deemed to have attended the meeting in person.
Article	17	The Company establishes audit committee according to Article 14-4 of the Securities and Exchange Act and to
		shall be composed of the entire number of independent directors.
		The duty and power of the audit committee and other rules to be followed shall abide by relevant regulations
		or rules of the company.
Article	18	The Company may have managerial personnel, the appointment and discharge and the remuneration of the
		managerial personnel shall be decided in accordance with the provisions of the Company Act.
		Chapter V Accounting
Article	19	The fiscal year of the Company shall be from January 1 to December 31 every year. At the close of each fiscal
		year, the Company shall deal with final accounts.
Article	20	At the close of each fiscal year, the board of directors of the Company shall prepare the following statements
		and records and forward to general meeting of shareholders according to legal procedure for ratification:
		1. The operating report
		2. The financial statements; and

The surplus earning distribution or loss off-setting proposals.
55 -

Article 21 The distribution of employees' compensation shall not be lower than 5% of and the directors’ compensation shall not be higher than 0.1% of the current year pre-tax income before deducting the distributable employees’ and directors’ compensation of the Company. However, the Company's accumulated losses shall have been covered. The company shall, by a resolution adopted by a majority vote at a meeting of board of directors attended by two-thirds of the total number of directors, have the profit distributable as employees' compensation distributed in the form of shares or in cash and have the profit distributable as director’s compensation in the form of cash; and in addition thereto a report of such distribution shall be submitted to the shareholders' meeting. The target to be distributed employees’ compensation in the form of shares or cash may include employees of subsidiary companies who conform to certain criteria. Relevant regulations shall be authorized to be prescribed by the board of directors.

Article 21-1 The annual net profits of final accounts of the Company shall make up for loss first, shall secondly appropriate 10% of profit as legal reserve (however, if legal reserve reaches the total capital amount shall not apply), to make an appropriation of another sum as special reserve or make an reversal of special reserve in accordance with laws and regulation, to distribute dividend for special/preferred shares, and to add into the profit not yet distributed before, the allocation proposal shall be prepared by the board of directors and be submitted to and resolved by the shareholders’ meeting.

The Company shall set aside to special reserve, from prior period’s undistributed earnings, an amount equal to net deductions from other equity". If the amount is not sufficient, the Company should further set aside from the current period's net profits plus other items to be included in the current period's undistributed earnings. Depending on the Company's long-term financial planning, investment environment, industry competition, capital expenditure budget, funding requirements and protection of shareholders' equity, dividends should be paid at a rate of no less than 20% of the current year's distributable earnings; however, if the distributable earnings are less than 2% of the paid-in capital, the Company may resolve to transfer the entire amount to retained earnings without distribution. For earnings distribution, cash dividends are preferred but it may also be in the form of stock dividends, with no less than 50% of the earnings to be distributed with cash dividends. The aforementioned dividend distribution percentage may be adjusted based on financial, business and operating factors.

Article 22 The allocation of shareholders’ dividends shall be given to shareholders whose name are registered in shareholders’ roster within 5 days prior to the record date fixed for distribution of dividends and bonus.

Chapter VI Supplementary Provisions

Article 23 Under the business requirement, the Company may handle external guaranty affairs in accordance with Procedures for Endorsements and Guarantees of the Company. Article 24 The organization rules of the Company and procedure guidelines of business operation shall be made separately. Article 25 In regard to all matters not provided for in this Articles of Incorporation, the Company Act shall govern. Article 26 This Articles of Incorporation was made by all promoters on November 21, 2002. The first amendment was made on March 21, 2003, the second amendment was made on May 19, 2004, the third amendment was made on December 10, 2004, the fourth amendment was made on June 28, 2005, and the fifth amendment was made June 16, 2006. The sixth amendment was made on June 13, 2007. The seventh amendment was made on June 13, 2008. The eighth amendment was made on June 19, 2009. The ninth amendment was made on January 6, 2010. The tenth amendment was made on June 29, 2010. The eleventh amendment was made on June 28, 2011. The twelfth amendment was made on June 29, 2012. The thirteenth amendment was made on November 14, 2012. The fourteen amendment was made on June 19, 2014. The fifteenth amendment is on June 8, 2015. The sixteenth amendment is on June 24, 2016. The seventeenth amendment is on June 20, 2017. The eighteenth amendment is on June 20, 2018. The nineteenth amendment is on June 20, 2019. The 20th amendment was made on July 1, 2021. The 21th amendment was made on June 24, 2022.

56 -

Appendix 3 InnoLux Corporation Shareholding Table of All Directors

As of April 2, 2023, the first date for suspension of share transfer for the 2023 Annual Shareholders’ Meeting, the paid-in capital of the Company is NT$95,564,561,460 representing 9,556,456,146 common shares. The independent directors of the Company exceed one-half of the total director seats, and the audit committee has been established. Therefore, the provision in Article 26 of the Securities and Exchange Act that the total shares held by all directors and supervisors shall not be less than a specified percentage of its total issued shares, shall not apply.
As of April 2, 2023, the actual collective shareholdings of directors were shown as below:

Unit: Per share

			Unit: Per share
Title	Name	Number of Shares Registered in the Shareholders’ Register	Shareholding Ratio
Chairman	Hung, Jin-Yang	1,161,224	0.01
Director	Yang, Chu-Hsiang	1,771,040	0.02
Director	Wang, Jyh-Chau	152,040	－
Director	Ting, Chin-Lung	1,033,567	0.01
Independent Director	Hsieh,Chi-Chia	－	－
Independent Director	Wu, Chih-I	－	－
Independent Director	Wu, Chih-Wei	－	－
Independent Director	Shen, Shin-Bei	－	－
Independent Director	Huang, Chi-Mo	－	－

57 -

AI assistant

INX — AGM Information 2023

52330_rns_2023-06-08_484fd820-27a9-40fc-824a-7e8eb2e8fc5a.pdf

2023 Annual Shareholders’ Meeting

Meeting Agenda

Table of Contents

InnoLux Corporation

Procedures of 2023 Annual Shareholders’ Meeting

InnoLux Corporation

Agenda of 2023 Annual Shareholders’ Meeting

1. Chairman Remarks:

2. Reporting Items:

3. Adopting Items:

4. Discussion Items

5. Extemporary Motions

6. Adjournment

Reporting Items

Proposal 1: 2022 Business Report

Proposal 2: Audit Committee Review Report

Adopting Items

Proposal 1: Recognition of 2022 Business Report and Financial Statements

Proposal 2: Recognition of 2022 Profit and Loss Appropriation

Discussion Items

Propsal 1: Proposal to proceed with cash capital reduction

Propsal 2: Proposal to transfer shares to employees at less than the average actual share repurchase price

Extemporary Motions

Attachment 1

InnoLux Corporation 2022 Business Report

II. Results of business plan implementation and budget execution

IV. Status of research and development

V. The Company's digital transformation

1. Intelligent manufacturing:

2. Intelligent operating advancement:

Attachment 2

Audit Committee Review Report

Attachment 3

Independent Auditors’ Report and Financial Statements

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