Stock No. 3014

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ITE Tech. Inc.

2025 Annual Shareholders’ Meeting

Agenda

(Translation)

Apr. 21, 2025

I. Meeting Procedure ..................................................................................................... 1 II. Meeting Agenda ........................................................................................................ 2 1. Report Items ........................................................................................................................... 3 2. Approval Items....................................................................................................................... 4 3. Discussion Items .................................................................................................................... 5 4. Extempore Motion ................................................................................................................. 5 5. Adjournment .......................................................................................................................... 5 III. Annex ...................................................................................................................... 6 1. 2024 Business report .............................................................................................................. 6 2. 2024 Audit Committee's Review Report ............................................................................... 8 3. Independent Auditors' Report on Consolidated Financial Statements ................................... 9 4. Consolidated Balance Sheets ............................................................................................... 14 5. Consolidated Statements of Comprehensive Income .......................................................... 15 6. Consolidated Statements of Changes in Equity ................................................................... 16 7. Consolidated Statements of Cash Flows .............................................................................. 17 8. Independent Auditors' Report on Parent Company Only Financial Statements .................. 18 9. Parent Company Only Balance Sheets ................................................................................ 23 10. Parent Company Only Statements of Comprehensive Income ............................................ 24 11. Parent Company Only Statements of Changes in Equity .................................................... 25 12. Parent Company Only Statements of Cash Flows ............................................................... 26 13. Earnings Distribution Table ................................................................................................. 27 14. Comparison Table of Amended Articles in the Articles of Incorporation ............................ 28 IV. Appendix ............................................................................................................... 30 1. Rules of Shareholders’ Meeting Procedure .......................................................................... 30 2. Articles of Incorporation ...................................................................................................... 37 3. Shareholdings of Directors .................................................................................................. 42

I. Meeting Procedure

ITE Tech. Inc.

2025 Annual Shareholders’ Meeting Procedure

Call the Meeting to Order
Chairman Takes Chair
Chairman Remarks

4. Report Items

Approval Items
Discussion Items
Extempore Motion

8. Adjournment

II. Meeting Agenda

ITE Tech. Inc.

2025 Annual Shareholders’ Meeting Agenda

Time: 9:00 a.m. on Monday, May 26, 2025
Place: ITE’s office, No. 9, Chuangsin 1st Rd., Science Park, Hsinchu
Convening Methods: Physical Shareholders’ Meeting
Chairman Remarks
Report Items
(1) 2024 Business Report
(2) 2024 Audit Committee’s Review Report
(3) 2024 Distributable Compensation for Directors and Employees
(4) Cash Dividends Distribution of 2024 Earnings
(5) Cash Dividends Distribution from Capital Surplus
Approval Items
(1) 2024 Business Report and Financial Statements
(2) 2024 Earnings Distribution
Discussion Items
(1) Amendments to the Articles of Incorporation
Extempore Motion
Adjournment

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1. Report Items

Report No. 1

The Business of 2024

Description: The 2024 business report, please refer to Annex 1 on pages 6~7.

Report No. 2

2024 Audit Committee’s Review Report

Description: Audit committee's review report and independent auditors' report, please refer Annex 2 on page 8, Annex 3 on pages 9~13 and Annex 8 on pages 18~22.

Report No. 3

2024 Distributable Compensation for Directors and Employees

Description: (1) According to the provisions of Article 26-1 of the Articles of Incorporation as well as the allocation rate adopted by the Board of Directors, the Company has set aside NT$16,603,512 for directors’ remuneration and NT$222,060,268 for employees’ compensation.
(2) The aforesaid directors’ remuneration and employees’ compensation have been approved by the Board of Directors and will be fully paid in cash.

Report No. 4

Cash Dividends Distribution of 2024 Earnings

Description: (1) The Board of Directors has resolved that the distribution of NT$1,411,298,554 for 2024 earnings, with a cash dividend of NT$8.5 per share. The cash payment to each shareholder will be rounded down to the nearest dollar. The amounts under one dollar due to the rounding down are summed and recognized as other income of the Company.
(2) The cash dividend per share is based on outstanding shares of 166,035,124 shares on the day of the Board of Directors Meeting on Feb. 21, 2025. If there’s any changes in the number of outstanding shares effect the dividend distribution payout ratio, the Chairman is authorized to adjust the distribution, in accordance with the Board of Directors' resolution.
(3) The Chairman is authorized to set the cash distribution record date and the payment date according to the Board of Directors' resolution.
(4) The Chairman is fully authorized by the Board of Directors to deal with any unsettled matters.

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Report No. 5

Cash Dividends Distribution from Capital Surplus

Description: (1) The Board of Directors has resolved, in accordance with Article 241 of the Company Act, to distribute a cash dividend of NT$83,017,562 from the capital surplus, at a rate of NT$0.5 per share. The cash payment to each shareholder will be rounded down to the nearest dollar. The amounts under one dollar due to the rounding down are summed and recognized as other income of the Company.
(2) The cash dividend per share is based on outstanding shares of 166,035,124 shares on the day of the Board of Directors Meeting on Feb. 21, 2025. If there’s any changes in the number of outstanding shares effect the dividend distribution payout ratio, the Chairman is authorized to adjust the distribution, in accordance with the Board of Directors' resolution.
(3) The Chairman is authorized to set the cash distribution record date and the payment date according to the Board of Directors' resolution.
(4) The Chairman is fully authorized by the Board of Directors to deal with any unsettled matters.

2. Approval Items

Proposal No.1 Proposed by the Board 2024 Business Report and Financial Statements

Description: (1) The 2024 financial statements have been completed with the auditing and attestation by certified public accountants Shen Chieh Hu, and Hsin Min Hsu of Ernst & Young accounting firm.
(2) For the business report, independent auditors' report, and financial statements in the preceding paragraph, please refer to Annex 1 on pages 6-7 and Annex 3 to Annex 12 on pages 9-26 of this Handbook, which are hereby submitted for approval.

Resolution:

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Proposal No.2

Proposed by the Board

2024 Earnings Distribution

Description: The 2024 earnings distribution table were approved by the 8th meeting of the Company’s 11th term Board of Directors and were submitted to the Audit Committee; the written review report is on file. For the earnings distribution table, please refer to Annex 13 on page 27 of this Handbook.

Resolution:

3. Discussion Items

Proposal No.1 Proposed by the Board Amendments to the Articles of Incorporation

Description: The Comparison Table of the Original and the Amended Articles of Incorporation, please refer to Annex 14 on pages 28.

Resolution:

4. Extempore Motion

5. Adjournment

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III. Annex

1. 2024 Business report

2024 Business report

The global economy in 2024 has been weak, with political factors notably disrupting economic activities. First, the U.S. presidential election at the end of the year has created concerns about policy uncertainty, leading to a slowdown in economic activity. Despite interest rate cuts in the third quarter, the impact on stimulating the economy has not been significant. Additionally, geopolitical conflicts, including the ongoing Russia-Ukraine war since 2022, and the outbreak of the Middle East conflict involving Israel in 2024, have further affected the global situation. In terms of China's economy, it faces numerous challenges due to the U.S.-China trade friction, which has led to a shift in manufacturing and a slowdown in economic activities. Despite the Chinese government's stimulus measures in the second half of the year, the economic recovery remains difficult.

The global electronics industry continues to show weak demand. While there has been a slight recovery in mobile phones, demand remains far below pre-pandemic levels. Fortunately, the demand for computers, after experiencing significant fluctuations during the pandemic, has returned to prepandemic levels, with global PC growth around 3% in 2024. ITE's overall performance in 2024 closely resembles that of 2023, with modest growth across various indicators. Thanks to its competitive products, ITE has earned strong support from customers and is expected to deliver solid results for the year

1. Operating outcome in 2024

ITE's earnings per share (EPS) for 2024 was NT$10.10. The operating performance is as follows,

(1) The annual revenue was NT$66.32 billion, increasing by 5.67% compared to the previous year.
(2) The annual gross profit margin was 55.62%, an increase of 1.96% from the previous year.
(3) The annual net profit after tax was NT$16.26 billion, growing by 2.44% compared to the previous year.

2. Overview of Annual Business Plan for 2025

Based on Microsoft's specifications for AI PCs, only Qualcomm’s ARM CPU met the required standards last year. This year, Intel and AMD will launch new highly anticipated CPUs, and MediaTek will collaborate with NVidia to offer AI PC solutions. Furthermore, Microsoft will stop updating Windows 10 and will launch Windows 12, which will feature AI capabilities. The PC market is expected to experience a boom this year. However, the growing pressure on price reduction from competition within the industry continues to build up, presenting a significant challenge for ITE.

Product Development

(1) P C/NB-related ICs: In addition to keeping up with the evolution of mainstream CPU technologies, we will also monitor ARM’s development and steadily advance according to the demands of brand manufacturers and ODM/OEMs, providing fast and precise products and

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technologies.

(2) High-speed Interface ICs : To meet the growing demand for multimedia data traffic, we will continue to develop advanced high-speed interface technologies and products to ensure they meet the specifications of next-generation mobile devices and consumer electronics.
(3) HMI (Human-Machine Interface) ICs : As human-machine interfaces in home appliances, automotive, and industrial applications gradually shift towards digital color display control, we will develop corresponding integrated hardware and software to improve the overall performance of HMI systems.

3. The Company’s future development strategies

(1) Continue developing key technologies and introducing new manufacturing processes to strengthen technology strategy and further reduce costs.
(2) Actively explore innovative applications and design new products with customization, high value, and growth potential.
(3) Proactively seek strategic customer collaborations, strengthen marketing for branded customers, and use pragmatic business models to gain a competitive edge in the market.

4. Impact of External Competitive, Regulatory, and Macro Business Environments

The U.S.-China confrontation remains the biggest uncertainty. With Trump returning to power in the White House, we expect more unconventional economic measures that may have significant impacts on the global market. In response to U.S. sanctions, China will accelerate its push for domestic production, squeezing out foreign businesses and protecting local companies. These policies will lead to significant changes in taxation, energy, and defense sectors, which will affect Taiwan, a country with substantial trade relations with both sides. This will be a challenge that Taiwanese companies must face and address.

ITE remains committed to sustainable development, actively promoting ESG (Environmental, Social, and Governance) initiatives and aligning with international standards to fulfill its corporate social responsibilities. We are advancing sustainability policies in multiple areas such as corporate governance, environmental protection, technological innovation, and social responsibility, strengthening operational resilience, and creating long-term economic value. At the same time, ITE is dedicated to making a positive impact on the environment, economy, and society, aiming for mutually beneficial development and achieving a win-win outcome for both the company and society.

In conclusion, despite the volatile global political situation and intense market competition, all of us at ITE remain confident in overcoming the challenges and impacts brought about by the current macroeconomic environment and industry conditions.

Chairman: Vincent Hu President: Mason Tung Chief Financial Officer: Alice Hsu

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2. 2024 Audit Committee's Review Report

Audit Committee’s Review Report

The Board of Directors has prepared and submitted the Company's 2024 business report, financial statements, and earnings distribution proposal. The financial statements have been completed with an audit by CPAs Shen Chieh Hu and Hsin Min Hsu of Ernst & Young Accounting Firm, and an audited report has been issued thereon. The aforementioned business report, financial statements, and earnings distribution proposal have been reviewed by this Committee and found to have no discrepancy. The above is hereby reported in accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act.

To ITE Tech. Inc. 2025 Annual General Shareholders' Meeting.

Convener of the Audit Committee: Yi Tsung Huang

February 21, 2025

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3. Independent Auditors' Report on Consolidated Financial Statements

Independent Auditors’ Report Translated from Chinese

To ITE Tech. Inc.

Opinion

We have audited the accompanying consolidated balance sheets of ITE Tech. Inc. and its subsidiaries (“the Group”) as of December 31, 2024 and 2023, and the related consolidated statements of comprehensive income, changes in equity and cash flows for the years ended December 31, 2024 and 2023, and notes to the consolidated financial statements, including the summary of material accounting policies (together “the consolidated financial statements”).

In our opinion, based on our audits and the reports of the other auditors (please refer to the Other Matter – Making Reference to the Audits of Other Auditors section of our report ), the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2024 and 2023, and their consolidated financial performance and cash flows for the years ended December 31, 2024 and 2023, in conformity with the requirements of the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards, International Accounting Standards, Interpretations developed by the International Financial Reporting Interpretations Committee or the former Standing Interpretations Committee as endorsed and became effective by Financial Supervisory Commission of the Republic of China.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and the Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China (the “Norm”), and we have fulfilled our other ethical responsibilities in accordance with the Norm. Based on our audits and the reports of the other auditors, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

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Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of 2024 consolidated financial statements. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Revenue recognition

The Group recognized NT$6,632,578 thousand as operating revenues for the year ended December 31, 2024, which includes sale of goods and other operating revenues for the year ended December 31, 2024. It is necessary for the Group to judge and determine the performance obligation of a contract, the timing of its satisfaction, and the estimate of the variable considerations. As a result, we determined the matter to be a key audit matter.

Our audit procedures include (but are not limited to) testing the effectiveness of internal control; assessing the appropriateness of the accounting policy for revenue recognition; conducting analytical procedures for gross profit by product; selecting the samples to perform detailed transaction tests and reviewing the significant terms of sales agreements and trade terms to determine the accuracy of the timing of revenue recognition, testing the accuracy of the sales discount calculation and reviewing the payments of refund liabilities in the subsequent period; and performing cut-off procedures on selected samples for a period before and after the reporting date.

We also considered the appropriateness of the disclosures of operating revenues. Please refer to Note 4(17), Note 5 and Note 6(16) in notes to the Group’s consolidated financial statements.

Other Matter – Making Reference to the Audits of Other Auditors

We did not audit the financial statements of certain associates and joint ventures accounted for under the equity method. Those financial statements were audited by other auditors, whose reports thereon have been furnished to us, and our opinions expressed herein are based solely on the reports of the other auditors. These associates and joint ventures under equity method amounted to NT$15,295 thousand and NT$11,804 thousand, representing 0.17% and 0.14% of consolidated total assets as of December 31, 2024 and 2023, respectively. The related shares of profit or loss from the associates and joint ventures under the equity method amounted to NT$3,491 thousand and NT$(9,765) thousand, representing 0.18% and (0.51)% of the consolidated net income before tax for the years ended December 31, 2024 and 2023, respectively.

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

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the requirements of the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards, International Accounting Standards, Interpretations developed by the International Financial Reporting Interpretations Committee or the former Standing Interpretations Committee as endorsed and became effective by Financial Supervisory Commission of the Republic of China and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

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

Those charged with governance, including audit committee, are responsible for overseeing the financial reporting process of the Group.

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

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

As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control of the Group.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability to continue as a going concern of the Group. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the accompanying notes, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of 2024 consolidated financial statements and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

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Other

We have audited and expressed an unqualified opinion including an Other Matter Paragraph on the parent company only financial statements of ITE Tech. Inc. as of and for the years ended December 31, 2024 and 2023.

Hu, Shen-Chieh

Hsu, Hsin-Min

Ernst & Young, Taiwan

February 21, 2025

Notice to Readers

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

Accordingly, the accompanying consolidated financial statements and report of independent auditors are not intended for use by those who are not informed about the accounting principles or Standards on Auditing of the Republic of China, and their applications in practice. As the consolidated financial statements are the responsibility of the management, Ernst & Young cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.

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4. Consolidated Balance Sheets

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5. Consolidated Statements of Comprehensive Income

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6. Consolidated Statements of Changes in Equity

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7. Consolidated Statements of Cash Flows

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8. Independent Auditors' Report on Parent Company Only Financial Statements

Independent Auditors’ Report Translated from Chinese

To ITE Tech. Inc.

Opinion

We have audited the accompanying parent company only balance sheets of ITE Tech. Inc. (“the Company”) as of December 31, 2024 and 2023, and the related parent company only statements of comprehensive income, changes in equity and cash flows for the years ended December 31, 2024 and 2023, and notes to the parent company only financial statements, including the summary of material accounting policies (together “the parent company only financial statements”).

In our opinion, based on our audits and the reports of the other auditors (please refer to the Other Matter – Making Reference to the Audits of Other Auditors section of our report ), the parent company only financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and its financial performance and cash flows for the years ended December 31, 2024 and 2023, in conformity with the requirements of the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and the Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Parent Company Only Financial Statements section of our report. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China (the “Norm”), and we have fulfilled our other ethical responsibilities in accordance with the Norm. Based on our audits and the reports of the other auditors, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

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Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of 2024 parent company only financial statements. These matters were addressed in the context of our audit of the parent company only financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Revenue recognition

The Company recognized NT$6,632,578 thousand as operating revenues for the year ended December 31, 2024, which includes sale of goods and other operating revenues for the year ended December 31, 2024. It is necessary for the Company to judge and determine the performance obligation of a contract, the timing of its satisfaction, and the estimate of the variable considerations. As a result, we determined the matter to be a key audit matter.

We also considered the appropriateness of the disclosures of operating revenues. Please refer to Note 4(16), Note 5 and Note 6(16) in notes to the parent company only financial statements.

Other Matter – Making Reference to the Audits of Other Auditors

We did not audit the financial statements of certain associates and joint ventures accounted for under the equity method. Those financial statements were audited by other auditors, whose reports thereon have been furnished to us, and our opinions expressed herein are based solely on the reports of the other auditors. These associates and joint ventures under equity method amounted to NT$15,295 thousand and NT$11,804 thousand, representing 0.17% and 0.14% of parent company only total assets as of December 31, 2024 and 2023, respectively. The related shares of profit or loss from the associates and joint ventures under the equity method amounted to NT$3,491 thousand and NT$(9,765) thousand, representing 0.18% and (0.51)% of the parent company only net income before tax for the years ended December 31, 2024 and 2023, respectively.

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Responsibilities of Management and Those Charged with Governance for the Parent Company Only Financial Statements

Management is responsible for the preparation and fair presentation of the parent company only financial statements in accordance with the requirements of the Regulations Governing the Preparation of Financial Reports by Securities Issuers and for such internal control as management determines is necessary to enable the preparation of parent company only financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the parent company only financial statements, management is responsible for assessing the ability to continue as a going concern of the Company, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance, including audit committee, are responsible for overseeing the financial reporting process of the Company.

Auditors’ Responsibilities for the Audit of the Parent Company Only Financial Statements

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

As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and professional skepticism throughout the audit. We also:

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Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control of the Company.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability to continue as a going concern of the Company. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the parent company only financial statements, including the accompanying notes, and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

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From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of 2024 parent company only financial statements and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Hu, Shen-Chieh

Hsu, Hsin-Min

Ernst & Young, Taiwan

February 21, 2025

Notice to Readers

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

Accordingly, the accompanying financial statements and report of independent auditors are not intended for use by those who are not informed about the accounting principles or Standards on Auditing of the Republic of China, and their applications in practice. As the financial statements are the responsibility of the management, Ernst & Young cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.

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9. Parent Company Only Balance Sheets

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10. Parent Company Only Statements of Comprehensive Income

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11. Parent Company Only Statements of Changes in Equity

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12. Parent Company Only Statements of Cash Flows

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13. Earnings Distribution Table

ITE Tech. Inc. 2024 Earnings Distribution Table

Unit: NT$

	Unit: NT$	Unit: NT$
	Amount
Item
	Subtotal	Total

Beginning balance		1,002,107,357
Net profit after tax for the current year	1,626,630,922 108,830,943 1,780,276

Add: Disposal of financial assets at fair value through Other

Comprehensive income


Add: Actuarialgain on defined benefitplan
Amount of net profit after tax for the current period, plus the	1,737,242,141 (173,724,214)
amount of items other than the net profit after tax for the current

period that are recorded in undistributed earnings for the

current year
Less: Legal reserve appropriated		1,563,517,927
Distributable earnings		2,565,625,284
Distributions:
Shareholders cash dividend (The proposed dividend

NT$8.5 per share)	(1,411,298,554)

Endingundistributed earnings		1,154,326,730

Chairman: Vincent Hu President: Mason Tung Chief Financial Officer: Alice Hsu

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14. Comparison Table of Amended Articles in the Articles of Incorporation

ITE Tech. Inc.

Comparison Table of Amended Articles in the Articles of Incorporation

ITE Tech. Inc. Comparison Table of Amended Articles in the Articles of Incorporation	ITE Tech. Inc. Comparison Table of Amended Articles in the Articles of Incorporation	ITE Tech. Inc. Comparison Table of Amended Articles in the Articles of Incorporation	ITE Tech. Inc. Comparison Table of Amended Articles in the Articles of Incorporation

Articles No. Article 3 Article 26-1	Content of Article before Amendment	Content of Article after Amendment	Basis and Reasons for Amendment
	The Company establishes its head office in Hsinchu Science Industrial Park. If necessary, following resolution of the Board of Directors and approval by the competent authority, the Company may establish domestic/international branches.	The Company establishes its head office in Hsinchu Science Park.If necessary, following resolution of the Board of Directors and approval by the competent authority, the Company may establish domestic/international branches.	Text Revision to Align with Act for Establishment and Administration of Science Parks
	When the Company has operating profits, the distribution of employees’ compensation and directors’ remuneration shall depend upon the profit status. The aforementioned employees’ compensation shall not include routine or fixed salary, nor allowances or bonuses. The aforementioned profit status shall refer to the pre-tax profit, which is the profit before distribution of remuneration is deducted. If the Company makes a profit in the current year, it shall set aside 8% to 20% thereof for employees’ compensation, and it may then set aside no more than 1% thereof for director remuneration. However, when the Company still has accumulated losses, it shall retain the amount required to compensate for the losses and first deduct such amount, before calculating any compensation or remuneration. In addition, the annual compensation or remuneration shall be a one- time distribution, which may be made in full in one payment or in installments. (Omissions Below)	When the Company has operating profits, the distribution of employees’ compensation and directors’ remuneration shall depend upon the profit status. The aforementioned employees’ compensation shall not include routine or fixed salary, nor allowances or bonuses. The aforementioned profit status shall refer to the pre-tax profit, which is the profit before distribution of remuneration is deducted. If the Company makes a profit in the current year, it shall set aside 8% to 20% thereof for employees’ compensation(at least 50% of which shall be allocated to non-managerial employees), and it may then set aside no more than 1% thereof for director remuneration. However, when the Company still has accumulated losses, it shall retain the amount required to compensate for the losses and first deduct such amount, before calculating any compensation or remuneration. In addition, the annual compensation or remuneration shall be a one-time distribution, which may be made in full in one payment or in installments. (Omissions Below)	Amended in accordance with the Financial Supervisory Commission's order No. 1130385442, interpreting Article 14, Paragraph 6 of the Securities and Exchange Act

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Articles No.	Content of Article before Amendment	Content of Article after Amendment	Basis and Reasons for Amendment
Article 31	These Articles of Incorporation were established on April 22, 1996. The first revision was made on February 16, 1997. The second revision was made on February 13, 1998. The third revision was made on February 23, 1998. The fourth revision was made on June 30, 1998. The fifth revision was made on June 10, 1999. The sixth revision was made on June 15, 2000. The seventh revision was made on May 30, 2002. The eighth revision was made on April 11, 2003. The ninth revision was made on June 1, 2004. The tenth revision was made on June 12, 2006. The eleventh revision was made on June 11, 2007. The twelfth revision was made on June 13, 2008. The thirteenth revision was made on June 10, 2009. The fourteenth revision was made on June 15, 2011. The fifteenth revision was made on June 15, 2012. The sixteenth revision was made on June 11, 2013. The seventeenth revision was made on June 17, 2015. The eighteenth revision was made on June 20, 2016. The nineteenth revision was made on June 21, 2022.	These Articles of Incorporation were established on April 22, 1996. The first revision was made on February 16, 1997. The second revision was made on February 13, 1998. The third revision was made on February 23, 1998. The fourth revision was made on June 30, 1998. The fifth revision was made on June 10, 1999. The sixth revision was made on June 15, 2000. The seventh revision was made on May 30, 2002. The eighth revision was made on April 11, 2003. The ninth revision was made on June 1, 2004. The tenth revision was made on June 12, 2006. The eleventh revision was made on June 11, 2007. The twelfth revision was made on June 13, 2008. The thirteenth revision was made on June 10, 2009. The fourteenth revision was made on June 15, 2011. The fifteenth revision was made on June 15, 2012. The sixteenth revision was made on June 11, 2013. The seventeenth revision was made on June 17, 2015. The eighteenth revision was made on June 20, 2016. The nineteenth revision was made on June 21, 2022. The twentieth revision was made on May 26, 2025.	Addition of the revision date

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IV. Appendix

1. Rules of Shareholders’ Meeting Procedure

ITE Tech. Inc.

Rules of Shareholders’ Meeting Procedure

Article 1 To establish a strong governance system and sound supervisory capabilities for the company's shareholders’ Meetings, and to strengthen management capabilities, the Rules are adopted pursuant to regulations of “the Corporate Governance Best-Practice Principles for TWSE/GTSM Listed Companies.”
Article 2 The rules of procedures for the Company's Shareholders' Meetings, except as otherwise provided by law, regulation, or the articles of incorporation, shall be as provided in these Rules.
Article 3 Unless otherwise provided by law or regulation, the Company's Shareholders' Meetings shall be convened by the Board of Directors.
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 general 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 21 days before the date of the general 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 as well as being distributed on-site at the meeting place.

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; the dissolution, merger, or demerger of the company; or any matter under Article 185, paragraph 1 of the Company Act, or Articles 26-1 and 43-6 of the Securities and Exchange Act shall be itemized in the causes or subjects to be described in the notice to convene a Shareholders' Meeting, and shall not be brought up as Extempore motions.

A shareholder holding one percent or more of the total number of issued shares may submit to the Company a proposal for discussion at a general 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 of the Company Act apply to a proposal put forward

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by a shareholder, the Board of Directors may exclude it from the agenda.

Prior to the book closure date before a general Shareholders' Meeting is held, the company shall publicly announce its acceptance of shareholder proposals in writing or electronically, and the place 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. A proposal with more than 300 words will not be included in the meeting agenda. The shareholder making the proposal must attend the general Shareholders' Meeting in person or by proxy and must participate in the proposal discussion.

Prior to the date for issuance of notice of a Shareholders' Meeting, the 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 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.

Article 5 (Principles determining the time and place of a Shareholders' Meeting)

The Shareholders' Meeting venue shall be at the Company’s office or any location for shareholders to attend the meeting conveniently. The meeting may begin no earlier than 9 a.m. and no later than 3 p.m. Independent director opinions shall be fully taken into consideration when deciding the venue and time for convening.

Article 6 (Preparation of documents such as the attendance book)

The Company shall specify in the meeting notice the time during which shareholder attendance registrations will be accepted and location to register for attendance, and other matters for attention.

The time during which shareholder attendance registrations will be accepted, as stated in the preceding paragraph, shall be at least 30 minutes prior to the time the meeting commences. The place at which attendance registrations are accepted shall be clearly marked and a sufficient number of suitable personnel assigned to handle the registrations

Shareholders or their proxies (collectively, "shareholders") shall attend the Shareholders' Meeting with the attendance cards, sign-in cards, or other certificates of attendance. Solicitors soliciting proxy forms shall also bring identification documents for verification.

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The Company shall furnish the attending shareholders with an attendance book to sign, or attending shareholders may hand in a sign-in cards in lieu of signing 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, pre-printed 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.

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 the 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 the chair.

When a managing director or a director serves as the chair, as referred to in the preceding paragraph, the managing director or director shall be one who has held that position for six months or more and who understands the financial and business conditions of the company. The same shall be true for a representative of a juristic person director that serves as the chair.

It is advisable that a majority of the directors attend Shareholders' Meeting s convened by the Board of Directors.

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.

Article 9 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 attendance book and sign-in cards handed in 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. If the attending

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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.

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.

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

Article 10 (Discussion of proposals)

If a Shareholders' Meeting is convened by the Board of Directors, the meeting agenda shall be set by the Board of Directors. The meeting shall proceed in the order set by the agenda, which may not be changed without a resolution of the Shareholders' Meeting.

The provisions of the preceding paragraph apply mutatis mutandis to a Shareholders' Meeting convened by a party with the power to convene that is not the Board of Directors.

The chair may not declare the meeting adjourned prior to completion of deliberation on the meeting agenda of the preceding two paragraphs (including extraordinary motions), except by a resolution of the Shareholders' Meeting. If the chair declares the meeting adjourned in violation of the rules of procedure, the other members of the Board of Directors shall promptly assist the attending shareholders in electing a new chair in accordance with statutory procedures, by agreement of a majority of the votes represented by the attending shareholders, and then continue the meeting.

The 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, 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 3 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

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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.

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 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 holds a shareholder 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 rights with respect to the extraordinary motions and amendments to original proposals of that meeting.

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, 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

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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, 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.

Except for the proposals set out on the agenda, other proposals proposed by shareholders or amendments to or alternatives of original proposals or changes to the agenda shall be seconded by other shareholders. The shareholding represented by the proposer, together with the seconder shall reach one percent (1%) of the total voting rights on the outstanding shares, otherwise such proposals shall not be up for discussion or put in a vote.

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. Article 14 (Election matters)

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

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

Article 15 Matters relating to the resolutions of a Shareholders' Meeting shall be recorded in the meeting minutes. The meeting minutes shall be signed or sealed by the chair of the meeting 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. The minutes shall be retained for the duration of the existence of the Company.

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For the resolution method in the preceding paragraph, if no attending shareholder voices an objection following an inquiry by the chair, it shall be recorded as “adopted without objection voiced by any attending shareholders following solicitation of questions by the chair”; however, when a shareholder voices an objection to the proposal, the voting method as well as the number of voting rights adopted shall be stated therein.

Article 16 (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 and the number of shares represented by proxies, and shall make an express disclosure of the same at the place of the Shareholders' Meeting.

If matters put to a resolution at a Shareholders' Meeting constitute material information under applicable laws or regulations or under Taiwan Stock Exchange Corporation regulations, the Company shall upload the content of such resolution to the MOPS within the prescribed time period.

Article 17 (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 an identification card or armband 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 18 (Recess and resumption of a Shareholders' Meeting)

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

If the meeting venue is no longer available for continued use and not all of the items (including extraordinary motions) on the meeting agenda have been addressed, the Shareholders' Meeting may adopt a resolution to resume the meeting at another venue.

A resolution may be adopted at a Shareholders' Meeting to defer or resume the meeting within five days in accordance with Article 182 of the Company Act.

Article 19 The Rules of Procedure for Shareholder Meetings is implemented after the resolution reached in the Shareholders' Meeting, so is the amendment.

These Rules were adopted by the General Shareholders’ Meeting on June 10, 1999. The first revision was adopted by the General Shareholders’ Meeting on June 11, 2007. The second revision was adopted by the General Shareholders’ Meeting on June 15, 2011.

The third revision was adopted by the General Shareholders’ Meeting on June 15, 2012. The fourth revision was adopted by the General Shareholders’ Meeting on June 11, 2014.

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2. Articles of Incorporation

ITE Tech. Inc. Articles of Incorporation

Chapter I General Provisions

Article 1 : The Company is incorporated according to the Company Act. The name of the Company is “ 聯陽半導體股份有限公司 ” in Chinese and “ITE Tech. Inc.” in English
Article 2 : The Company’s scope of business is as follows:
CC01080 Electronics components manufacturing
- (1) Research, development, production, manufacturing, and sales of the following products:
  1. Various types of computers and arithmetic logic unit chipsets.
  2. Super/special-purpose input and output integrated circuits and modules.
  3. Highly integrated ICs.
  4. Integrated circuits and system products for reduced instruction set computers and arithmetic logic units.
  5. Integrated circuits and system products for data communications.
  6. Integrated circuits and system products for digital TVs.
  7. Integrated circuits and module products controlled by flash memory.
  8. Integrated circuits and system products for multimedia applications.
  9. Integrated circuits and module products for analog circuit applications.
  10. Systems, as well as software and hardware integration services, for the aforementioned related products.
F401010 International trade

(Import and export trading related to the above products.)

I301010 Information software services
I501010 Product designing
Article 2-1 : The Company may, through a resolution of the Board of Directors, become a limited liability shareholder of another company; the total amount of such investment shall not be subject to the 40% limit of the Company’s paid-in capital unless otherwise provided by the law.
Article 3 : The Company establishes its head office in Hsinchu Science Industrial Park. If necessary, following resolution of the Board of Directors and approval by the competent authority, the Company may establish domestic/international branches.
Article 4 : Deleted

Chapter II Shares

Article 5 : The Company’s total authorized capital is in the amount of 2 billion 500 million New Taiwan Dollars, divided into 250 million shares (which may include a total of 30 million shares that can be subscribed for employee stock options), with the denomination of each share in the amount of NT$10; of these, the Board of Directors is authorized to issue the unissued shares in installments. However, the total amount of the employee stock options actually issued shall conform to the securities issuance laws and regulations, and shall not exceed the statutory upper limit regarding the amount of such as a proportion of the total number of issued shares. The Company may issue registered shares or bearer shares in accordance with the securities issuance laws and regulations, provided that the total number of bearer shares shall not exceed one-half the total number of issued shares.
Article 5-1 : Where the Company issues employee stock warrants, if the exercise price is lower than the

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closing price for the Company’s common shares, the Company is required to obtain the consent of at least two-thirds of the voting rights represented at a shareholders meeting attended by shareholders representing a majority of the total issued shares. The Company is allowed to register multiple issues over a period of 1 year from the date of the shareholders resolution.

To transfer shares to employee at the price less than the average actual share repurchase price, the Company must have obtained the consent of at least two-thirds of the voting rights present at the most recent shareholders meeting attended by shareholders representing a majority of total issued shares.

The Company may issue employee restricted shares in accordance with relevant securities laws and regulations, given the consent of at least two thirds of the voting rights present at a shareholders meeting attended by shareholders representing a majority of total issued shares. Such issuance may, upon resolution for such, be made in multiple applications within one year.

Article 6 : The Company’s share certificates shall be issued after being numbered, affixed with the signatures or seals of three or more directors, and then duly certified by the competent authority or an issuance registration institution approved thereby. When new shares are issued, the share certificates may be printed in a single consolidated certificate. For shares issued by the Company, the Company may be exempted from printing the share certificates for such shares provided that such shares are registered with the central securities depositary institution.
Article 7 : The share transfer and administration of shareholder service-related operations shall be handled in accordance with the Company Act, the Regulations Governing the Administration of Shareholder Services of Public Companies, and other laws and regulations.
Article 8 : If share certificates are lost or damaged, the matter shall be handled in accordance with the Company Act and other laws and regulations.
Article 9 : For each term, the entries in the shareholders' roster shall not be altered within the 60 days prior to a General Shareholders' Meeting convening date, nor within 30 days prior to a Special Shareholders’ Meeting convening date, nor within 5 days prior to the target date fixed by the issuing company for distribution of dividends, bonuses, or other benefits.
Chapter III Shareholders' Meetings
Article 10 : There are two kinds of shareholders' meetings in the Company:
General Shareholders' Meetings, which shall be held within six months after the closing of each fiscal year.
Special Shareholders’ Meetings, which shall be held in accordance with the relevant laws when necessary.

Shareholders’ Meetings can be held by means of visual communication network or other methods promulgated by the central competent authority.

Article 11 : The chairperson shall act as the chair at the Shareholders’ meeting. In the event that the chairperson is on leave or unable to exercise his/her powers and authority for some reason, the vice chairperson shall act on his/her behalf; in the event that there is no vice chairperson, or that the vice chairperson is also on leave or unable to exercise his/her power and authority for some reason, the chairperson shall designate one director to act on his/her behalf; in the absence of such a designation, the directors shall elect from among themselves an acting chair. Where a Shareholders' Meeting is convened by a person other than a Director who has the right to call a meeting, the person having the right to convene a meeting shall act as the chair; in the event that there are two or more persons having the right to convene a meeting, they shall elect from among themselves an acting chair.
: Shareholders shall be informed of the meeting date, place, and agenda 30 days in advance

Article 12

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of any General Shareholders’ Meeting and 15 days in advance of any Special Shareholders’ Meeting.

Article 13 : If a shareholder is unable to attend a shareholders' meeting, the shareholder may authorize a proxy to take part in the meeting on his/her/its behalf. Such a proxy shall, in accordance with the Company Act, be provided with a proxy letter stating the scope of authorization.
Article 14 : Except where they have no voting rights under the Company Act, each Company shareholder shall have one vote for each share in his/her possession.
Article 15 : Resolutions in the meeting of shareholders, unless otherwise provided in the Company Act, shall be decided by a majority of votes of attending shareholders, where the shareholdings of the attending shareholders constitute more than one-half the total number of shares issued.
Article 16 : Resolutions of the Shareholders' Meeting shall be recorded in the minutes, affixed with the signature or seal of the chair, and be distributed to all shareholders within 20 days after the meeting. The distribution of the minutes may proceed by means of public announcement.

Chapter IV Directors and Managers

Article 17 : The Company shall have from 7 to 9 directors, among whom the number of independent directors shall not be less than 3. The term of office for the directors shall be three years. Directors shall be elected by the Shareholders' Meeting from among the people with legal capacity, and may be re-elected. At least two of the independent directors in each term shall not exceed nine years in consecutive terms. In the event that no election of new directors is effected after expiration of the existing directors’ term, the out-going directors’ term shall be extended in accordance with the law until such time as new directors have been elected. When director seats vacant reach one third the total number of directors, the Board of Directors shall convene a Special Shareholders’ Meeting within 60 days for a by-election. The term of directors shall be limited to that need to fulfill the vacancy of the original or current directors. The Company may purchase liability insurance for directors during their terms.
Article 17-1 : The election of all Company directors shall adopt a candidate nomination system, and be handled in accordance with the laws and regulations as well as the competent authority’s relevant regulations.
Article 17-2 : The Company shall establish an Audit Committee in accordance with Article 14-4 of the Securities and Exchange Act so as to exercise the supervisory powers and authority prescribed by the Company Act, the Securities and Exchange Act, and other laws and regulations. The Audit Committee shall be composed of all independent directors, no less than three persons, and at least one of them shall possess accounting or financial expertise. Resolutions of the Audit Committee shall be adopted by a vote of one half or more of all current members.
The overall remuneration of all Company independent directors, except for Article 26-1 herein, regardless of operating profit or loss, may be determined by the Board of Directors in accordance with the degree of their operational participation, as well as taking into consideration the standards for other companies in the industry, within an upper limit of 0.05% of the net operating revenues of the previous fiscal year.
Article 18 : The Board of Directors shall be composed of the directors. The Board’s powers and authority shall be as follows:
Discussing and formulating the business plan, as well as supervising the implementation of such.
Putting forward proposals for earnings distribution and set-off of losses.
Putting forward proposals for capital increase or decrease.
Approving important rules, regulations, and contracts.
Appointing and dismissing Company managers.
Establishing, changing, and abolishing branches.
Formulating budgets and final accounts.

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Other powers and authority bestowed in accordance with the Company Act and Shareholders' Meeting resolutions.

			8. Other powers and authority bestowed in accordance with the Company Act and Shareholders' Meeting resolutions.
			9. Establishing various functional committees, and formulating the organizational rules of
			each functional committee.
Article	19	:	Chairperson shall be elected by a Board of Directors meeting attended by two-thirds of the
			directors, with the consent of more than half of attending directors. One vice chairperson
			may also be elected from among the Board in the same manner, depending on business
			needs. The chairperson shall represent the Company externally.
Article	20	:	Unless otherwise provided by the Company Act, the Board of Directors shall be convened
			by the chairperson. Resolutions by the Board of Directors, unless otherwise stipulated by
			the Company Act, shall be adopted by vote with more than half of directors in attendance
			and more than half of attending directors consenting.
Article	21	:	The chairperson shall act as the chair of the Board of Directors. In the event that the
			chairperson is on leave or unable to exercise his/her powers and authority for some reason,
			the vice chairperson shall act on his/her behalf; in the event that there is no vice chairperson,
			or the vice chairperson is also on leave or unable to exercise his/her powers and authority
			for some reason, the chairperson shall designate one director to act on his/her behalf or one
			shall be elected from among the directors. Directors shall attend Board of Directors
			meetings in person. In the event that a director is unable to attend for some reason, he/she
			may be represented by another director as his/her proxy. A director may receive
			appointment to act as the aforementioned proxy of one other director only.
Article	22	:	Deleted
Article	23	:	The appointment, discharge, duty, and remuneration of the Company’s managerial
			personnel shall be decided in accordance with Articles 29 and 31 of the Company Act.
Article	24	:	The managerial officers shall manage the Company's affairs in accordance with the
			resolutions of the Shareholders’ Meeting or the Board of Directors.
			Charter V Accounting
Article	25	:	The fiscal year of the Company shall be from January 1 to December 31. Final settlements
			shall be done at the end of every fiscal year.
Article	26	:	The Company’s Board of Directors shall, in accordance with Article 228 of the Company
			Act, prepare the following statements and records at the end of each fiscal year and submit
			them to the Audit Committee for auditing 30 days prior to the General Shareholders’
			Meeting, and the Audit Committee shall then issue a report to be submitted to the General
			Shareholders’ Meeting for recognition.
			1. Business report.
			2. Financial statements.

Proposals for earnings distribution or set-off of losses. Article 26-1 : When the Company has operating profits, the distribution of employees’ compensation and directors’ remuneration shall depend upon the profit status. The aforementioned employees’ compensation shall not include routine or fixed salary, nor allowances or bonuses. The aforementioned profit status shall refer to the pre-tax profit, which is the profit before distribution of remuneration is deducted. If the Company makes a profit in the current year, it shall set aside 8% to 20% thereof for employees’ compensation, and it may then set aside no more than 1% thereof for director remuneration. However, when the Company still has accumulated losses, it shall retain the amount required to compensate for the losses and first deduct such amount, before calculating any compensation or remuneration. In addition, the annual compensation or remuneration shall be a one-time distribution, which may be made in full in one payment or in installments.

Directors’ remuneration shall be paid in cash, while employees’ compensation shall be paid either in cash or in shares. Such eligible payees shall be defined as salaried employees for work actually performed, as well as formal salaried employees of domestic and foreign affiliated companies of which the Company directly holds 49% or more of shares; and

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consultants appointed by the Company required for routinely arranged work, and directors who serve concurrently in routine business and in full-time technical positions. When employees’ compensation is paid, the intended payees shall still be employees, unless due to recent transfer, dispatch, layoff, or dismissal from office, as initiated by the Company.

Article 27 : The Company’s shareholder dividends shall be distributed in cash or by shares. The distribution policy shall depend on the Company’s current and future investment environment, capital needs, domestic and foreign competition conditions, capital budget, and other factors. The cash dividend shall be not less than 30% of distributable earnings, taking into account as well shareholder interests, dividend balancing, the Company's longterm financial planning, etc., for which the distribution proposal shall be drawn up by the Board of Directors after the annual final accounts are settled and submitted to the Shareholders’ meeting. The Company's annual net profit shall be distributed in the following order:
Income tax obligation;
Offsetting accumulated deficits, if any
Legal reserve at 10% of net income after tax;
Allocation or reverse of special reserves as required by law
After deducting the respective amount specified from item 1 to 4, at least 50% of the remaining earning will be distributed, together with the undistributed earnings at the beginning of the period, and the capital surplus. However, if the total distribution divided by all the issued shares is less than NTD 0.1 per share, all the remaining and surplus shall not be distributed.

According to Article 240, Paragraph 5, and Article 241, Paragraph 2 of the Company Act, the Company authorizes the distributable dividends, legal reserve, and capital surplus in whole or in part may be paid in cash after a resolution has been adopted by a majority vote at a meeting of the board of directors attended by two-thirds of the total number of directors, and in addition thereto a report of such distribution shall be submitted to the shareholders Article 28 : Deleted

Chapter VI Supplemental Provisions

Article 29 : The Company’s organizational code and bylaws shall be instituted separately. Article 30 : Any matter not provided for in these Articles of Incorporation shall be handled in accordance with the Company Act. Article 31 : These Articles of Incorporation were established on April 22, 1996. The first revision was made on February 16, 1997. The second revision was made on February 13, 1998. The third revision was made on February 23, 1998. The fourth revision was made on June 30, 1998. The fifth revision was made on June 10, 1999. The sixth revision was made on June 15, 2000. The seventh revision was made on May 30, 2002. The eighth revision was made on April 11, 2003. The ninth revision was made on June 1, 2004. The tenth revision was made on June 12, 2006. The eleventh revision was made on June 11, 2007. The twelfth revision was made on June 13, 2008. The thirteenth revision was made on June 10, 2009. The fourteenth revision was made on June 15, 2011. The fifteenth revision was made on June 15, 2012. The sixteenth revision was made on June 11, 2013. The seventeenth revision was made on June 17, 2015. The eighteenth revision was made on June 20, 2016. The nineteenth revision was made on June 21, 2022.

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3. Shareholdings of Directors

ITE Tech. Inc.

Shareholdings of Directors

The statutory ratios and number of shares of the Company’s 11th directors are as follows:

Number of common shares issued by the Company: Statutory number of shares to be held by all directors:

166,035,124 shares 9,962,107 shares

As of the book closure date of Mar. 28 for the 2025 Annual Shareholders’ Meeting, the shareholdings of directors is as follows:

Position	Name	Number of shares held	Shareholding Ratio(%)
Chairman	Vincent Hu	1,780,361	1.07
Director	H.Y. Lin	303,699	0.18
Director	United Microelectronics Corporation	13,959,978	8.40
Independent director	Robert Chen	0	0
Independent director	Yi TsungHuang,	0	0
Independent director	Robert Chen	0	0
Independent director	Fantine Lee	0	0
Number and ratio of shares held by all Directors		16,044,038	9.65

Note: As the Company has established an Audit Committee, the statutory shareholding requirement for supervisors is not applicable.

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AI assistant

ITE — AGM Information 2025

52248_rns_2025-05-27_6b1bf1c7-0259-4814-9d6a-0ec1c7628ec6.pdf

ITE Tech. Inc.

2025 Annual Shareholders’ Meeting

Agenda

Table of Contents

I. Meeting Procedure

ITE Tech. Inc.

2025 Annual Shareholders’ Meeting Procedure

4. Report Items

8. Adjournment

II. Meeting Agenda

ITE Tech. Inc.

2025 Annual Shareholders’ Meeting Agenda

1. Report Items

Report No. 1

Report No. 2

Report No. 3

Report No. 4

Report No. 5

2. Approval Items

Proposal No.2

3. Discussion Items

4. Extempore Motion

5. Adjournment

III. Annex

1. 2024 Business report

2024 Business report

1. Operating outcome in 2024

2. Overview of Annual Business Plan for 2025

Product Development

3. The Company’s future development strategies

4. Impact of External Competitive, Regulatory, and Macro Business Environments

2. 2024 Audit Committee's Review Report

Audit Committee’s Review Report

3. Independent Auditors' Report on Consolidated Financial Statements

Independent Auditors’ Report Translated from Chinese

Opinion

Basis for Opinion

Key Audit Matters

Revenue recognition

Other Matter – Making Reference to the Audits of Other Auditors

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

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

Other

Notice to Readers

4. Consolidated Balance Sheets

5. Consolidated Statements of Comprehensive Income

6. Consolidated Statements of Changes in Equity

7. Consolidated Statements of Cash Flows

8. Independent Auditors' Report on Parent Company Only Financial Statements

Independent Auditors’ Report Translated from Chinese

Opinion

Basis for Opinion

Key Audit Matters

Revenue recognition

Other Matter – Making Reference to the Audits of Other Auditors

Responsibilities of Management and Those Charged with Governance for the Parent Company Only Financial Statements

Auditors’ Responsibilities for the Audit of the Parent Company Only Financial Statements

Notice to Readers

9. Parent Company Only Balance Sheets

10. Parent Company Only Statements of Comprehensive Income

11. Parent Company Only Statements of Changes in Equity

12. Parent Company Only Statements of Cash Flows

13. Earnings Distribution Table

ITE Tech. Inc. 2024 Earnings Distribution Table

14. Comparison Table of Amended Articles in the Articles of Incorporation

ITE Tech. Inc.

Comparison Table of Amended Articles in the Articles of Incorporation

IV. Appendix

1. Rules of Shareholders’ Meeting Procedure

ITE Tech. Inc.

Rules of Shareholders’ Meeting Procedure

Article 10 (Discussion of proposals)

Article 11 (Shareholder speech)

2. Articles of Incorporation

ITE Tech. Inc. Articles of Incorporation

Chapter I General Provisions

Chapter II Shares

ITE AGM Information 2025