INX - AGM Information 2024 | FinancialReports.eu

Stock Code: 3481

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2024 Annual Shareholders’ Meeting

Meeting Agenda

Method for Convening the Meeting: Hybrid Shareholders’ Meeting

Video conferencing Platform: “eMeeting” by Taiwan Depositary & Clearing Corporation (https:// stockservices.tdcc.com.tw/)

May 31, 2024

3F, No.36, Keyan Rd., Zhunan Township, Miaoli County 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 -----------------------------------------------------------------	7
III.	Attachments
	1. 2023 Business Report -----------------------------------------------------------------	8
	2. Audit Committee Review Report ----------------------------------------------------	17
	3. Independent Auditors’ Report and Financial Statements --------------------------	18
	4. 2023 Profit and Loss Appropriation Table ------------------------------------------	41
IV.	Appendices
	1. Rules of Shareholders’ Meeting ------------------------------------------------------	42
	2. Articles of Incorporation --------------------------------------------------------------	49
	3. Shareholding Table of All Directors -------------------------------------------------	54

InnoLux Corporation

Procedures of 2024 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 2024 Annual Shareholders’ Meeting

Method for Convening the Meeting: Hybrid Shareholders’ Meeting

Video Conferencing Platform: “eMeeting” by Taiwan Depositary & Clearing Corporation

(https://stockservices.tdcc.com.tw/)

Time: 09:00 am, May 31, 2024

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

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

1. Chairman Remarks:

2. Reporting Items:

(1) 2023 Business Report
(2) Audit Committee Review Report

3. Adopting Items:

(1) Recognition of 2023 Business Report and Financial Statements
(2) Recognition of 2023 Profit and Loss Appropriation

4. Discussion Items

(1) Proposal to proceed with cash capital reduction

5. Extemporary Motions

6. Adjournment

Reporting Items

Proposal 1: 2023 Business Report

Explanatory note: Please refer to Attachment 1 for the 2023 Business Report (Pages 8 to 16).

Proposal 2: Audit Committee Review Report

Explanatory note: Please refer to Attachment 2 for the Audit Committee Review Report (Page 17).

Adopting Items

(Proposed by the Board of Directors)

Proposal 1: Recognition of 2023 Business Report and Financial Statements

Explanatory note:

A. 2023 Financial Statements of the Company had been duly audited by CPA, Hsu, Sheng-Chung and CPA, Liang, Hua-Ling of PricewaterhouseCoopers Taiwan.
B. 2023 Business Report and Financial Statements are attached hereto as Attachment 1 & 3 (Pages 8 to 16 and 18 to 40).

Resolution:

(Proposed by the Board of Directors)

Proposal 2: Recognition of 2023 Profit and Loss Appropriation

Explanatory note:

A. The beginning balance of unappropriated retained earnings was NT$ 40,389,401,260, after deduction in net loss after tax of 2023, NT$ 18,642,538,651, and adding remeasurements of defined benefit plans, NT$ 7,265,293 and set aside special reserve, NT$ 1,633,546,210, the unappropriated retained earnings is NT$ 20,120,581,692.
B. Not to distribute cash dividends for FY 2023. Please refer to Attachment 4 for 2023 Profit and Loss Appropriation Table (Page 41).

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$10,894,360,010, and cancel 1,089,436,001 shares correspondingly. The total of 9,078,633,338 common shares has been issued. According to the aforesaid amount, the capital is estimated to be reduced by 12% to NT$79,891,973,370 and 7,989,197,337 shares total shall be issued. The cash refund per share will be approximately NT$1.2 (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 120 shares are reduced per thousand shares (that is, 880 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:

Extemporary Motions

Attachment 1

InnoLux Corporation 2023 Business Report

Report on the Company's operating results for 2023 as follows.

I. Report on Operating Results for 2023

Under the dual impacts of the global financial market adjustment and geopolitical events, there is a dramatic fluctuation in both the interest rate and the exchange rate, and the economic recovery process shows a slow and uneven trend of development. In such a situation full of challenges, our management team still achieved positive results, and showed excellent resilience in the turbulent environment. Following the core concept of “More than Panel”, it promoted cross-domain transformation, and in September 2023, it reorganized its business organization into two domain groups: display and non-display. The display domain group was mainly engaged in the panel module, aiming to continuously improve the cost yield, gross interest rate and stable market; the non-display domain group, including the listed subsidiary INCX and the subsidiary CarUX, as well as emerging application domains, was mainly engaged in providing complete solutions for customers. By making active adjustment of the operation strategy, the Company has successfully coped with the challenges of increased raw material price and interrupted supply chain, which has not only guaranteed smooth production and delivery, but also improved the operation performance, showing that the Company has good competitiveness.

Despite of positive achievements, the Company shall also be alert to uncertainties in the economic environment. Instability in emerging market and developing economies, geopolitical volatility, and inflationary pressures, are all risks that need to be carefully managed, so as to ensure sound operation.

Looking into the future, the Company will continue to make transformation to innovation and upgrading of science and technology, to improve its overall competitiveness. The Company will also pay close attention to market changes, and strengthen risk management, so as to guarantee that the operation can cope with external variables flexibly. In addition, the Company will explore new business field synchronously, and continue to expand market share, so as to create greater value for our shareholders.

II. Results of Business Plan Implementation and Budget Execution

For 2023, the Company's consolidated sales revenue was NT$ 211,740,557 thousand, down NT$ 11,975,201 thousand, or 5.4%, compared with 2022 (consolidated net sales revenue for 2022 was NT$ 223,715,758 thousand). For 2023, the loss attributable to owners of the parent was NT$ 18,642,539 thousand, and the loss per share was NT$ 2.01.

No financial forecast has been disclosed for 2023, therefore there is no need to disclose budget execution.

III. Analysis of financial income and expenditure and profitability

	Items	2022	2023
Financial Structure (%)	Debts to assets ratio	34.07	35.98
	Long-term capital to property, plant, and equipment ratio	179.28	176.06
Solvency	Current ratio(%)	178.27	152.64
	Quick ratio(%)	137.64	108.70
	Interest coverage multiplier(times)	(27.64)	(8.60)
Profitability	Return on assets(%)	(6.39)	(4.65)
	Return on equity (%)	(10.01)	(7.72)
	Operating profits as a percentage of paid- in capital(%)	(33.13)	(20.61)
	Net profits before tax as a percentage of paid-in capital(%)	(27.44)	(18.02)
	Netprofit margin(%)	(12.48)	(8.78)
	Earningsper share(NT$)	(2.76)	(2.01)

IV. Status of research and development

The Company has always been following the concept of technological innovation, especially in the field of thin film transistor (TFT), we continuously improve our efficiency at global-leading level, and extends to application in multiple fields such as miniLED, microLED, and panel level package (PLP), etc. In addition to improving market competitiveness, the Company also expanded our business layout, and has become a leader within the industry.

Display technology has penetrated into everyone’s life, from wearable devices such as watches and mobile phones, to personal computers, home TV sets, public displays and devices at various levels. In the meantime, with the rapid development of AI, 5G, Internet of things (IOT) and electrification and other sciences and technologies, new display technology experiences and business models such as smart entertainment, e-sports and vehicle-mounted applications are booming. The Company has not only made excellent achievements in the field of display technology, but also opened a new pattern in multiple application fields. The Company constantly challenges itself and continues to drive innovation, so as to provide better display solutions.

In this situation, the Company led the trend, and by virtue of its unique PolarBlack technology, which is equipped with excellent characteristics such as ultra-high contrast, wide color gamut, high brightness, low power consumption and low blue light for eye protection, it has won competitive advantages in market, making its products have an excellent performance in all application areas.

The Company has not only made successful transformation, but also achieved significant progress in multiple fields, making excellent development and achievement. Outstanding achievements in various fields are as follows:

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Application of miniLED innovative technology

The Company has successfully led innovation of miniLED technology, and broken through limitations of traditional back-light technology. By using small and efficient LED lattice, it can make real-time dynamic partition modulation precisely based on the image, thus having the advantages of high brightness, high contrast, wide color gamut, vibrant and bright color, outdoor sunlight readable, and extremely low power consumption. Such technological innovation brought an extreme vision effect, and has currently been applied in the whole product line, covering all kinds of dimensions. In terms of product layout strategy, the Company focused on expanding application in entertainment, including hand-held game consoles, notebook computers and in-flight entertainment systems, expecting to create outstanding visual experiences in the entertainment field. In the meantime, it paid attention to development in special outdoor application fields, including drones, digital camcorders and digital cameras, electronic information board, charging piles, etc., with display panels that can provide excellent visibility and functions in sunny environment. In addition to having realized mass production of some products, it is aimed to expand its influence in different markets, so as to constantly improve high quality of its products.

Major breakthrough in microLED technology

The Company took the lead to develop the third-generation display technology AM microLED, and has made significant achievements in technological research and development, investment layout, as well as market application and expansion. This technology has not only been applied in large space HD immersive experience, but also successfully developed color conversion microLED seamless free splicing display module, with high conversion efficiency materials and independently developed optical structure, reducing the display power consumption by 50%. In the meantime, the color transmission technology has also reduced carbon emissions of the massive transfer process by up to 67%, being characterized by high brightness, low power consumption and environmentally friendly. This innovative technology works particularly well in automotive display applications, it creates a virtual-real cabin experience for both the drivers and the passengers, and provides excellent visibility and functions.

Advanced panel level package (PLP) technology

By importing the leading TFT process technology into fan-out panel level package (FOPLP), the Company was involved in the semiconductor chip packaging field. This technology could not only reduce the packaging thickness, increase the conductor density, improve electrical property of the products, but also effectively fill the wire layer technology gap between the wafer factory and the printed circuit board factory, FO-PLP will become the market mainstream of heterogeneous integrated packaging for sure. The Company transformed from small-generation TFT factory into the largest FO-PLP factory in the globe, to develop RDL-first and Chip-first packaging process. Compared with FO-WLP, the FO-PLP process can accommodate about 7 pieces of 12-inch wafer, which can effectively save the process time and improve the production capacity. The panel level package (PLP) technology

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connects the chips via redistributed layer (RDL), in addition to being able to satisfy the requirement of high-power IC for low impedance values of lines, but also is equipped with the packaging structure of electromagnetic compatibility (EMC) (6), which can even strengthen mechanical strength of the structure, improve reliability of the chip, and strengthen resistance of the chip to external environment, thus making it pass the moisture sensitivity level 1 (MSL1) condition, and produce packaging products that can satisfy low-orbit satellites, automotive and charging chips requiring for high reliability, high power output and high quality. It has won packaging process and reliability certification from internationally firstline customers, and its yield rate performance also showed great improvement, winning recognition from customers. It has started preparation before mass production, and is estimated to come into formal mass production this year.

Unique N3D technology in the globe

With intuitive 3D images that won’t make people dizzy over long periods of time as the core, it has developed unique “Consumption-type Multi-user Naked Eye N3D Display”, which will be available for being applied in smart retail. By using this technology in combination of AI science and technology to develop “N3D Smart Photo Frame”, it even won the special honor of Taiwan Excellent Award 2023. In combination with AI cloud server system, this product can convert 2D flat photos into three-dimensional immersive 3D images in a short time, being the first choice for creating a new generation of immersive experience. In addition, its “Medical Naked Eye 3D Display” developed for medical scenarios has once won the special honor of Gold Medal of Taiwan Excellent Award. It also actively cooperated with medical centers in performing human clinical trial and field demonstration, and now, in combination with AI technology, it even cooperates with the physicians in developing automated organ 3D reconstruction technology, which can complete lung imaging segmentation in 30 minutes, construct three-dimensional organs, and show relative positions of arteriovenous and focal areas, thus helping the thoracic surgeons to plan more efficiently before surgery. The technology comes into application in smart medical field, and provides more intuitive experience in medical teaching and surgical assistance.

Innovation in satellite communications

In response to the Ministry of Digital Affairs’ promotion of “Digital Resilience Validation Program for Enhanced Communications Networks using emerging technologies in Response or Wartime”, ChungHwa Telecom cooperates with the International low-orbit satellite operator OneWeb and medium-orbit satellite operator SES, respectively, planning to open services in Taiwan in 2024. The Company’s LC Meta-Surface Antenna product in mass production, has passed OneWeb satellite communication verification successfully, and is equipped with the function of communication with satellites from different orbits. In order to match the high-speed moving characteristics of low-orbit satellites and achieve fast switching between satellites in different orbits to ensure the need for continuous information, in combination with flat-panel display manufacturing process and panel-level package technology, it took initiative in developing Glass Phased Array Antenna with glass as the

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carrier plate, and such breakthrough technology will bring revolutionary innovations in fields of satellite communications and other wireless communications. Compared with traditional disc satellite antenna, this LC Meta-Surface Antenna no longer requires motors to track satellites, but still has the same broadband, high-pointing, wide-angle scanning performances with even lower power consumption. Its application in low-orbit satellite communication in the future will no longer be limited by fixed or mobile vehicles, and the application of such technology will bring more innovations in the field of communications in the future.

Development of AR augmented reality products

The launch of Apple Vision Pro by Apple Inc. has set off a new wave of high-resolution virtual reality in the field of virtual reality. This new 4K MR application not only expanded the application scenarios of virtual reality, but also made high-resolution VR a focus, and the Company has successfully developed 4K VR LC display technology, and applied advanced technologies such as LTPO and COA to make 4K VR more power-efficient. In the meantime, the Company takes a leading status in the industry, and also works with the customers to make research and development of new forms of dynamic LC light modulator, to improve the penetration and greatly reduce power of AR glasses, bringing more excellent visual experience and energy efficiency performance in the field of virtual reality.

High-pixel density display of wearable watch

The high-pixel-density “1.1-inch 338 PPI microLED Wearable Display Watch” is equipped with excellent functions such as ultra-high 338PPI pixel density, high resolution, and low power consumption, etc. It will bring the users a brand-new high-definition and delicate visual experience, and is estimated to come into mass production in 2025.

Innovation of vehicle-mounted products

As for development of vehicle-mounted products, with the trend of integrating the center console and co-pilot entertainment display in the A-pillar to A-pillar integrated strip display, in order to give consideration to traffic safety, it has successfully developed the co-pilot display with smart anti-snooping switch function, which can guarantee that the driver can’t be distracted by the co-pilot entertainment display. This innovation has been successfully introduced in mass production for vehicle customers. Its subsidiary CarUX is currently Tier 1 supplier in vehicle display industry, and with the target of providing extremely excellent incar user experience, it integrates the cockpit display system, and by taking high-tier display technology as the core, and in combination with microLED and miniLED BL, it provides a visual enjoyment of high contrast, high color saturation and high definition, and together with integrated immersive interior design, it provides large-size, curved-surface and Free Shape, making the passengers can’t feel existence of the display; in the meantime, it also enables the passengers to have an optimal visual enjoyment.

Revolution of notebook market

The Company was devoted to leading the trend in notebook market, and with technological innovations of PolarBlack technology, low power consumption, and electronicsports notebook, etc., it has enabled its products to take an advantageous position in market.

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The Company also makes continuous research and development of variable refresh rate technology, so as to satisfy the market demand for low power consumption, thin design, high definition and high refresh rate. It has outstanding excellent performance in gaming, advanced business and other notebook computers, creating a new visual standard for users and gamer players, and providing a more extreme immersive experience for them.

10.Diversified market layout of display and TV industry

In terms of products from complete-machine original equipment manufacturer/original design manufacturer (OEM/ODM), it has successfully struggled to obtain TV orders from new TV brand customers in North America, and even expanded the complete-machine OEM/ODM to design and production of desktop screen, e-sports display, mobile display, intelligent display and other complete machines. It has received orders from major brand customers all over the globe, and is estimated to make mass production in 2024. In terms of TV panel specification, it continued to challenge development of High Frame Rate products, promoted to Pure 165Hz and supports the function of rapidest speed at VRR330Hz, which has provided a clearer and smoother picture quality for viewing all kinds of high-speed moving images.

11.High-level game level screen

It launched the technology with quarter high definition (QHD) and highest refresh rate at 480Hz, which, together with the fastest reaction speed liquid crystal (LC) technology, achieved an electronic sports screen entertainment with very smooth picture and the most vivid colors.

12.Screen of display specification for medical use

In terms of medical application, it continued to develop medical panel with ultra-high contract and ultra-wide color gamut, and in combination with light-field 3D technology and eye-tracking technology, it provided comprehensive solutions for medical imaging. It has been deeply trusted and used by international manufacturers no matter in the field of preoperative planning, lesion interpretation, minimally invasive surgery, or medical teaching, etc. Recently, it has been making input in development of microLED more actively. So as to make layout for high-order advanced panels in the future.

13.Public information display (PID)

The Company worked with convenience stores and e-commerce shopping channels, to create AI intelligent technology supermarket, providing automatic sensing, checkout “Smart shopping cart”. The Company made 100% independent development of shopping cart firmware, hardware and APP, and made docking with field checkout system, which can help control the labor costs accurately, and was suitable for complex shopping malls in combination of supermarket-style convenience stores and food streets. The Company worked with its partners to develop self-service checkout Kiosk, generative AI AM miniLED transparent wine cabinets, precision advertising on face recognition curved advertising screen, and effectively converted crowds into money by means of cost control and AI shopping guide.

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14.LC Window solution

By virtue of its efforts in environment-friendly and energy-saving technology, the Company has successfully developed liquid crystal dimming intelligent glass series product (LCW), which provides real-time optimal outdoor lighting effect due to its characteristic of second-rate reaction, and in the meantime, through its complete thermal insulation structure, the product can completely eliminate the radiant heat and ultraviolet rays of the sun, ensure the safety and comfort of indoor environmental activities, reduce the energy consumption of air conditioning, and replace the traditional curtains to provide good indoor air quality without dust mites; in addition to being applied in building products, it is also expanded to the field of vehicle-mounted products, to solve the single transmittance defect of traditional curtains and thermal insulation paper, and meet requirements of long-term products for both the comfort and environmental protection.

In the future, the Company will continue to follow the principle of technological innovation and quality first, constantly expand the business fields, and strengthen cooperation with the customers, so as to provide products and services of higher quality. The Company will be deeply engaged in existing market, and in the meantime, it will actively expand emerging market, to satisfy constantly upgraded demands of the customers.

V. The Company's digital transformation

The Company attached importance to efficiency of promoting digital transformation, and in 2023, by means of multiple customer visits, industry-government-academic exchanges, forum sharing and other activities, it has successfully demonstrated its outstanding achievements in the field of digital transformation, and has effectively deepened the customers’ value to digital transformation and application of the Company. The customers highly praised the Company’s strength in digital transformation and intelligent solutions, and expressed their wishes for strengthening cooperation. The Company was good at using digital science and technology, to improve the system efficiency and business activity. It has not only improved its capacity for data processing and analysis, but also strengthened its rapid response to customers’ demands, thus satisfying the customers’ demands. In the meantime, the Company also actively participated in the government’s “Taiwan Display Technology and Application Action Plan”, and made combination of the official research and development resources, to further promote scientific and technological innovation and business expansion with the goal of strengthening business layout. By means of smart integration of new retail displays in cooperation with convenience stores, it provided smart shelves, digital electronic display board, electronic labels, automatic sensing, checkout “smart shopping cart” and other services, and was expected to have a rapid growth in the field of commercial display in the future.

In addition to the excellent performance of winning “Taiwan Excellence Award” for 18 consecutive years, it also stood out among 469 enterprises in 2023, and won 7 special awards including “Taiwan Excellence Award”, where, by virtue of “AI + digital art display” product, it won “Silver Medal of Taiwan Excellent Award”, which further demonstrated the efficiency of the

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Company’s digital transformation in product development; where, the “AI + Digital Art Display” makes combination of contextualized design and advanced AI Generated Content (AIGC) technology, creating a new form of user experience. The innovation brought by such digital transformation not only displayed the Company’s exquisite display technology, but also demonstrated the Company’s profound understanding of the consumers’ demands; it was the sole display science and technology product with integration of AI at the Touch Taiwan Wisdom Display Exhibition that year, attracting large amount of visitors, and demonstrating the Company’s excellent strengthen in research & development, design, quality and marketing, etc. It got wide response, creating new business opportunities for application of display science and technology.

The Company continued to apply advanced industry 4.0 technology in digital transformation, and created smart factory via precision design and intelligent production, to achieve the outstanding results of improving quality, increasing efficiency, lowering cost and reducing inventory, etc. By data-driven manufacturing process improvement plan, it has successfully improved the overall operation efficiency, and focused on integrating resources of all departments, promoted training and interdisciplinary learning of AI/BI/CI to strengthen skills of the engineers, and expanded the energy for promoting digital transformation, thus creating more value. By virtue of digital and intelligent application in key processes, such as the optimization and risk management control of the material management process, it can assist with the Company in coping with market change and customer demand in a more agile and efficient way. It has not only improved the Company’s overall operation efficiency and decision-making quality, but also strengthened the Company’s market competitiveness.

In addition, in combination with the Company’s vision of sustainable development, and to demonstrate the Company’s commitment to ESG, during the product development process, the Company made use of AI technology for analysis and application of data materials, which has not only guaranteed that the Company should always comply with the latest laws and regulations, but also provided a comprehensive basis of laws and regulations for the R&D team. The Company emphasized optimization of product design life-cycle and product delivery life-cycle, covered end-to-end value chain comprehensively, and realized green design, low-carbon production and low-carbon logistics. It completed building of ESG digital management platform, found the optimal solution for net zero from its own advantages, and guaranteed that its direction of sustainability complies with the trend, and guided key suppliers of the supply chain to reduce carbon emissions jointly, thus improving the comprehensive benefits by combining ESG strategy with business operation.

Looking into 2024, the Company will continue to focus on the dual-track transformation, drive operational upgrading and align with the objective of the transformation strategy. With its existing core technology and accumulated strengthen in digital transformation as the foundation, the Company assists with development of its new ventures including its subsidiaries INCX and CarUX, as well as emerging application fields. Digital transformation will enable the Company

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to be more stable, and enable it to deepen its understanding of future business trend and adapt to market change rapidly, and guarantee that is maintains a leading status in the constantly changing environment, so as to lay a more stable foundation for the Company, and improve its operation energy and enterprise transformation value.

Chairman: Managerial Officer: Chief Accountant:

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Attachment 2

Audit Committee Review Report

The Board of Directors has duly submitted the 2023 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 2024

Convener of the Audit Committee Hsieh, Chi-Chia Date: February 22, 2024

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Attachment 3

Independent Auditors’ Report and Financial Statements

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Attachment 4

InnoLux Corporation 2023 Profit and Loss Appropriation Table

InnoLux Corporation 2023 Profit and Loss Appropriation Table	InnoLux Corporation 2023 Profit and Loss Appropriation Table
Unit: NT$
Item	Amount
Unappropriated Retained Earnings, Beginning Balance Less: Net Loss after Tax of 2023 Add: Remeasurements of defined benefit plans Less: Special Reserve(Note) Unappropriated Retained Earnings	40,389,401,260 (18,642,538,651) 7,265,293 (1,633,546,210) 20,120,581,692

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 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.

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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. 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

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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.

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.

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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.

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

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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. 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.
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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. 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.

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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.

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 2. LCD module 3. LTPS TFT-LCD panel and module 4. OLED panel and module 5. Touch panel and its parts 6. LED backlight source
Thin Film Solar Cells, module and system 8. Wafers, cells and module of Silicon Wafers Solar Cells 9. Liquid Crystal Display and its system 10. Mobile Display Module
Color Filter
Low temperature poly-silicon -Si Thin Film Transistors: LTPS TFT LCD
Amorphous silicon: a-Si TFT LCD and system
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.

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.

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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.

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.

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		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.
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

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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

		5. The appointment or discharge of general manager 6. To approve the execution of the important contracts 7. To check and ratify the purchase and disposal of the important assets of the Company 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
		3. The surplus earning distribution or loss off-setting proposals.
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'

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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.

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Appendix 3 InnoLux Corporation Shareholding Table of All Directors

As of April 2, 2024, the record date for the 2024 Annual Shareholders’ Meeting, the paid-in capital of the Company is NT$ 90,786,333,380 representing 9,078,633,338 common shares. The independent directors of the Company exceed one-half of the total director seats, and the audit committee has been established in accordance with the Securities and Exchange Act. Therefore, the provision on the minimum percentage requirements for the shareholding respectively of all directors and supervisors in Article 26 of the Act does not apply.
As of April 2, 2024, the table of shares held by all 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	1,298,728	0.01
Director	Yang, Chu-Hsiang	1,777,511	0.02
Director	Wang, Jyh-Chau	144,438	－
Director	Ting, Chin-Lung	981,888	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	－	－

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INX — AGM Information 2024

52330_rns_2024-06-06_da0e96b5-5c0a-4678-bd98-98c397f34e18.pdf

2024 Annual Shareholders’ Meeting

Meeting Agenda

Table of Contents

InnoLux Corporation

Procedures of 2024 Annual Shareholders’ Meeting

InnoLux Corporation

Agenda of 2024 Annual Shareholders’ Meeting

1. Chairman Remarks:

2. Reporting Items:

3. Adopting Items:

4. Discussion Items

6. Adjournment

Reporting Items

Proposal 1: 2023 Business Report

Adopting Items

Proposal 1: Recognition of 2023 Business Report and Financial Statements

Proposal 2: Recognition of 2023 Profit and Loss Appropriation

Discussion Items

Propsal 1: Proposal to proceed with cash capital reduction

Extemporary Motions

Attachment 1

InnoLux Corporation 2023 Business Report

I. Report on Operating Results for 2023

II. Results of Business Plan Implementation and Budget Execution

IV. Status of research and development

13.Public information display (PID)

14.LC Window solution

V. The Company's digital transformation

Attachment 2

Audit Committee Review Report

Independent Auditors’ Report and Financial Statements

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Attachment 4

INX AGM Information 2024

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