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JPC — AGM Information 2026
Apr 24, 2026
52527_rns_2026-04-24_a54f215a-4353-4573-a778-b6c8197ae87b.pdf
AGM Information
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Stock Code: 6197
JPC connectivity Inc.
2026 Annual Shareholders' Meeting

Innovative High-Speed Interconnection
Solutions for AI Data Centers
Date: May 26, 2026
Place: RSL Hotel Taipei Zhonghe
3F, No. 631, Zhongzheng Rd., Zhonghe Dist., New Taipei City
Form: Physical Shareholders' Meeting
Table of Contents
Chapter 1 Procedures ... 1
Chapter 2 Agenda ... 2
I. Report Items ... 3
II. Proposal Submitted for Ratification ... 5
III. Discussion ... 7
IV. Extempore Motion ... 8
V. Adjournment ... 8
Chapter 3 Annex
I. Business Report ... 9
II. Audit Report of the Audit Committee ... 21
III. Directors' Remuneration Table ... 25
IV. Independent Auditor's Report and Financial Statements ... 27
V. Articles of Association (Comparison Table of the Provisions before and after Amendment) ... 55
Chapter 4 Appendices
I. Articles of Association (before Amendment) ... 56
II. Rules of Procedure for Shareholders' Meeting ... 61
III. The Number of Shares that Directors hold ... 68
IV. Explanation for other matters ... 70
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JPC connectivity Inc.
Procedures for 2026 Annual Shareholders' Meeting
I. Meeting Called to Order
II. Chairman's Remarks
III. Report Items
IV. Proposals Submitted for Ratification
V. Discussion
VI. Extempore Motion
VII. Adjournment
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JPC connectivity Inc.
Agenda for 2026 Annual Shareholders' Meeting
I. Date: 9:00 a.m. on May 26 (Tuesday), 2026
II. Place: RSL Hotel Taipei Zhonghe
3F, No. 631, Zhongzheng Rd., Zhonghe Dist., New Taipei City.
III. Report on the number of shares represented by the shareholders present at the meeting.
IV. Chairman's remarks.
V. Report items:
- Proposal 1: Report on the 2025 business operating status and 2026 business plan.
- Proposal 2: Review report on the Company's 2025 financial statement issued by the Audit Committee.
- Proposal 3: Report on the distribution of cash dividends from the Company's earnings.
- Proposal 4: Report on the distribution of 2025 employees' and directors' profit-sharing.
- Proposal 5: Report on the directors' remuneration of 2025.
VI. Proposal submitted for ratification:
- Proposal 1: Proposal for approval on the Company's 2025 financial statement.
- Proposal 2: Proposal for approval on distribution of the Company's 2025 earnings.
VII. Discussion:
- Proposal 1: Proposal for the amendment to the Articles of Association.
- Proposal 2: Proposal for Releasing the Non-Competition Restrictions on the Representatives of the Company's Corporate Directors.
VIII. Extempore Motion.
IX. Adjournment.
Report Items
Proposal 1 (Proposed by the Board of Directors)
Subject: Report on the 2025 business operating status and 2026 business plan are submitted for review.
Description: Please refer to Annex I of this Handbook (on pages 9 to 20).
Proposal 2 (Proposed by the Board of Directors)
Subject: Review report on the Company's 2025 financial statement issued by the Audit Committee is submitted for review.
Description: Please refer to Annex II of this Handbook (on page 21 to 24).
Proposal 3 (Proposed by the Board of Directors)
Subject: Report on the distribution of cash dividends from the Company's earnings is submitted for review.
Description:
1. The Company plans to distribute NT$854,601,174 of cash dividends from earnings to shareholders, that is, it plans to distribute NT$7.0 per share in cash based on the shareholding ratio specified in the Shareholder Register on dividend distribution record date.
2. Cash will be distributed based on rounded amount (the amount less than NT$1 will be rounded down), and the chairman is authorized to appoint a specific person to adjust any amount less than NT$1.
3. For this proposal, the chairman is authorized to determine the dividend distribution record date and other related matters, and to make any adjustment in case of any change made by the competent authority or in the event of any change in payout ratio due to changes in the number of the Company's outstanding shares.
Proposal 4 (Proposed by the Board of Directors)
Subject: Report on the distribution of 2025 employees' and directors' profit-sharing is submitted for review.
Description:
1. Subject to Article 19 of the Company's Articles of Association, if the Company has profits in a year, it shall withdraw no less than 7% from the profits as employees' profit-sharing as resolved by the Board of Directors. Of this amount, 20% to 30% should be distributed to basic-level employees. However, an amount shall be set aside to cover the Company's accumulated losses first.
2. The Company plans to distribute NT$141,506,692 (10%) of employees' profit-sharing and NT$7,920,000 of directors' profit-sharing for 2025,
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and it will be paid fully in cash.
- There is no difference between the amount to be distributed as approved by the Board of Directors and the estimated amount recognized for the year.
Proposal 5
Subject: Report on the 2025 directors’ remuneration is submitted for review.
Description:
1. The Company, in accordance with industry standards, has decided on the remuneration through the Compensation Committee and submitted it for discussion by the Board of Directors.
2. According to Article 16 of the Company's Articles of Association, the Company may provide a fixed remuneration to its directors (including independent directors) while they are performing their duties for the Company.
3. Please refer to Annex III of this Handbook (on page 25 to 26) for the Directors’ Remuneration Table.
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Proposal Submitted for Ratification
Proposal 1 (Proposed by the Board of Directors)
Subject: Proposal for approval on the Company’s 2025 Financial Statement is submitted for ratification.
Description: 1. The Company’s 2025 Financial Statements have been prepared by the Board of Directors, and audited by Jen-Chieh Wu and Ya-Hui Lin, the CPAs at PwC Taiwan, and reviewed by the Audit Committee. Please refer to Annex IV of this Handbook (on pages 27 to 54).
-
Please refer to Annex I of this Handbook (on pages 9 to 20) for Business Report.
-
It is submitted for ratification.
Resolution
Proposal 2 (Proposed by the Board of Directors)
Subject: Proposal for approval on distribution of the Company’s 2025 earnings is submitted for ratification.
Description: 1. The Company’s 2025 Earnings Distribution Table is as follows:
JPC connectivity Inc.
Earnings Distribution Table
2025
| Item | Unit: NT$ | Amount |
|---|---|---|
| Opening undistributed earnings (Note 1) | 1,137,792,090 | |
| Adjusted retained earnings of 2025 (Note 2) | 123,529,497 | |
| Undistributed earnings after adjustment | 1,261,321,587 | |
| Add: after-tax net profit of 2025: | 1,058,717,693 | |
| Less: statutory surplus reserve withdrawn (10%) | (118,224,719) | |
| Add: reversal of special surplus reserve (Note 3) | 11,134,055 | |
| Earnings available for distribution | 2,212,948,616 | |
| Less: distribution item | ||
| Cash dividends to shareholders (NT$7.0 per share) | (854,601,174) | |
| (Note 4) | ||
| Ending undistributed earnings | 1,358,347,442 |
Chairman: Shu-Mei Chang
General Manager: Wei-San Chang
Accounting Supervisor: Chih-Ping Cheng
Note 1: This is the undistributed earnings after distribution of 2024 earnings that was resolved at the 2025 Annual Shareholders’ Meeting.
Note 2: The Company's adjusted retained earnings of 2025 are composed of NT$1,915,567 of the re-measured amount of defined benefit plan and NT$121,613,930 of the adjusted retained earnings recognized by the Company and its subsidiaries that use the equity method.
Note 3: Subject to the Securities and Exchange Act, special surplus reserve shall be withdrawn from after-tax earnings of the current year and undistributed earnings of previous period, in the amount as the same as that recorded into the amount to be deducted from shareholders' equity of current year (the sum of the exchange difference from translation of the financial statements of overseas operating institutions and the unrealized profits and losses of the financial assets measured at FVTOCI).
Note 4: This is calculated based on the number of the outstanding shares as of the day immediately before the Board of Directors' meeting.
Note 5: As for the principles for the distribution specified in the Company's 2025 Earnings Distribution Table, earnings of the most recent year shall be distributed with priority.
- It is submitted for ratification.
Resolution
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Discussion
Proposal 1 (Proposed by the Board of Directors)
Subject: Proposal for the amendment to the Articles of Association is submitted for discussion.
Description: 1. In response to organizational strategy adjustments, it is proposed to amend Article 17 of the Company’s Articles of Incorporation. Please refer to Annex V of this Handbook (on page 55) for the comparison table of the revised and original provisions.
Resolution
Proposal 2 (Proposed by the Board of Directors)
Subject: Proposal for Releasing the Non-Competition Restrictions on the Representatives of the Company's Corporate Directors
Description: 1. In accordance with Article 209 of the Company Act, "Directors must explain the essential details of any actions they take on behalf of themselves or others within the scope of the company's business operations and obtain approval from the shareholders' meeting."
-
As some directors of the Company may have investments or are involved in the management of other companies that operate within the same or similar business scope as the Company, and also serve as directors, it is hereby proposed to seek approval from the shareholders' meeting that if any newly appointed directors of the Company have such circumstances, the restrictions on competitive conduct for the directors and their representatives are lifted.
-
It is proposed to lift the restrictions on competitive conduct for corporate directors’ representatives, with the following details:
| Title | Name | Company | Position |
|---|---|---|---|
| Corporate Director Representative | MEGA POWER INVESTMENTS LIMITED | ||
| Representative: Cin-Chih, Jiang | MEGA POWER INVESTMENTS LIMITED. | chairman | |
| HUNG FU ELECTRONICS CO., LTD. | chairman | ||
| Mega Power Investments Limited (Samoa) | Director | ||
| Corporate Director Representative | TONE INVESTMENTS LTD. | ||
| Representative: Yu-Ling, Tsai | CHENBRO MICOM CO., LTD. | Director | |
| WIWYNN CORPORATION | Independent Director | ||
| UNIC TECHNOLOGY CORPORATION | Director | ||
| Corporate Director Representative | TOP POINT INVESTMENT LTD. | ||
| Representative: Ming-Kung, Yang | SCIVISION BIOTECH INC. | Director | |
| Corporate Director Representative | FSP TECHNOLOGY INC. | ||
| Representative: Ming-Hsiang, Cheng | CHAMP-RAY INDUSTRIAL CO., LTD. | Director | |
| FSP TECHNOLOGY VIETNAM CO.,LTD | Legal Representative | ||
| Stockfeel Media Technology Co., Ltd. | Director |
Resolution
Extempore Motion
Adjournment
【Annex I】
Business Report
I. 2025 Business Operating Results
(I) Organization Chart:

(II) Implementation Results of Business Plan:
Benefiting from the growing demand for AI server applications, the Company's data networking and telecommunications business experienced significant revenue growth in 2025, driven by a substantial increase in shipments of AI-related products. The Smart Connectivity business also maintained steady growth through continuous customer expansion and product portfolio optimization. In addition, the operations of U.S. subsidiary JPCPT Inc. and ASTRON Connectivity Co., Ltd. recorded strong performance, contributing to overall revenue and operating profit growth.
JPC's consolidated revenue for fiscal year 2025 amounted to NT$7,579,041 thousand,
representing an increase of $12.03\%$ compared to fiscal year 2024. Consolidated gross profit totaled NT$2,602,436 thousand, while consolidated operating income reached NT$1,516,465 thousand, reflecting a year-over-year increase of $25.97\%$ .
Net income after tax attributable to owners of the parent was NT$1,058,718 thousand. Earnings per share (EPS) for fiscal year 2025 was NT$8.67, compared to NT$8.69 in fiscal year 2024.

Figure 1: Revenue, Gross Profit, Net Income, and EPS Trends (2024-2025)

Figure 2: Line Chart of Quarterly Gross Margin, Operating Margin, and Net Profit Margin for 2025.


Figure 3: Product Distribution Pie Chart for Fiscal Year 2025.
JPC's Data Center / Networking / Telecommunications products are high-margin offerings, with revenue contribution now approaching 60 percent, thereby providing a positive contribution to overall profitability.
(III) R&D Status:
- Annual R&D expenses invested in the past three years:

- Overview of 2025 R&D results:
In 2025, JPC's R&D efforts are focused on the Data Center / Networking / Telecommunications and Intelligent Connectivity industries targeting the following sectors:
- High-speed internal transmission architecture for AI servers
- Scale-out and Scale-up interconnection architecture for AI clusters
- Hyperscale Data Centers
- Cloud Service Providers (CSPs) and AI Compute Providers
Data Center Switches - Electronic Design Automation (EDA) application environments
- 5G communications and ISP infrastructure
AI Supercomputers
- AI GPU Server Power Solutions
High-Voltage Systems and AI Applications - Premium Consumer Solutions & Customized OEM Integration Services Applied to the following products:
- High-speed optical communication modules, Active Optical Cables (AOC), and active loopbacks
- High-speed transmission connectors, various active and passive copper cables, and development of high-voltage/high-current connectors and harnesses
- Technology development and product upgrades for power management and high-power interconnection solutions
Through continuous enhancement of in-house R&D capabilities for critical components and optimization of manufacturing processes, the Company has consolidated its position in the AI infrastructure supply chain as a key provider of high-speed transmission and power interconnection components. Long-term development is anchored on technology upgrades and product reliability management.
| R&D Item | Application Domain |
|---|---|
| 1.6T Optical Communication Modules, Active Optical Cables (AOC), Active Loopbacks | Data Center Switches, AI Cluster Scale-out High-speed Interconnection |
| 800G Active Copper Cables | AI Cluster Scale-up High-speed Interconnection |
| PCIe Gen6 High-speed Connectors and Copper Cables | AI Servers, Hyperscale Data Centers |
| ORV3 AC Whip Cables, Busbar Clip Cables and Connectors, Inner Busbars | AI Cluster Power Architecture, High-Performance Computing (HPC) Power Modules |
| UQD Liquid-Cooling Quick Connectors | Cloud equipment cooling and server thermal management solutions. |
| High-Voltage & Artificial Intelligence Connectors and Wire Harnesses | Connector and harness systems designed for Artificial Intelligence applications, including AI robots, electric vehicles (EVs), agricultural machinery, and autonomous mobile robots (AMR). |
| IoT Modules (Sensing and Communication) | Smart Factories, Healthcare, Energy-saving Applications |
3. 2025 patent achievements:
JPC's patent portfolio spans Taiwan, the United States, China, Japan, and Europe, with a cumulative total of more than 200 patents. The scope of patented technologies includes, but is not limited to, the following areas:
| Item | Scope of Patent Coverage |
|---|---|
| 1 | High-speed cable assembly structural designs (including shielding structures, latching/unlatching mechanisms, and thermal dissipation structures) |
| 2 | Signal integrity-optimized PCB structural designs |
| 3 | Core high-speed optical technologies |
| 4 | High-current connector designs |
| 5 | High-frequency connector designs |
| 6 | Liquid-cooling quick connector designs |
As of 2025, JPC has accumulated a total of 225 patents. The distribution by application category is as follows:
DNT: Data Networking & Telecommunications
SCI: Smart Connectivity Industry
IoT: Internet of Things

II. Overview of 2026 Business Plan
(I) Business policies:
1. Core business:
JPC will continue to focus on high-speed transmission and high-power interconnection solutions, deepening its strategic layout of critical components within the AI computing and cloud infrastructure supply chain. The main product and technology development directions include:
High-speed optical communication modules
Active and passive high-speed copper cables
High-speed transmission connectors and harness systems
High-voltage, high-current connectors and harnesses
- Liquid-cooled quick disconnect connectors (water-cooling joints)
JPC’s application domains encompass AI servers, data center infrastructure, and high-performance computing (HPC), while also extending into advanced consumer electronics. The company has broadened its presence across markets such as gaming, automotive electronics, robotics, medical instruments, and industrial equipment. In recent years, JPC has further advanced into autonomous mobile robots (AMR) and artificial intelligence–driven robotics, developing specialized connectors and cables. At the same time, the company has focused on AI GPU Server Power Solutions systems and high-performance computing, dedicating its core R&D and manufacturing to critical high-voltage, high-current connectors and cables.
JPC will continue to reinforce its core research and development capabilities and product reliability management, thereby enhancing its overall competence in delivering comprehensive solutions for high-speed interconnectivity and power architectures within AI infrastructure.
- Customer and Technology Collaboration Strategy:
(1) Strengthen existing international customer relationships and deepen long-term cooperation with Cloud Service Providers (CSPs) and AI Compute Providers.
(2) Proactively participate in the front-end design and verification processes of interconnection architectures with IC design companies and EDA firms, thereby strengthening technical involvement during the product specification stage and enhancing the success rate of product adoption.
(3) Deepen engagement with Taiwan OEM/ODM customers and the Company’s own brand market by providing real-time technical support and customized services, thereby increasing customer loyalty and service efficiency.
- Global production sites:
To strengthen supply chain resilience and respond to fluctuations in regional market demand, the Company continues to optimize the configuration of its global manufacturing and sales sites. Through regional specialization and flexible capacity adjustment mechanisms, the Company reduces operational risks associated with reliance on a single region.
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| Region | Site | Function | Through global production deployment and cross-regional R&D integration, the Company will continue to enhance delivery efficiency and local service capabilities to support the rapid product iteration needs of AI and cloud customers. |
|---|---|---|---|
| Taiwan | Zhonghe, New Taipei City | Headquarters, R&D Center, Manufacturing Base | |
| China | Dongguan, Kunshan | Manufacturing Base | |
| Vietnam | Northern and Southern Vietnam | Manufacturing Base, approved by major customers and in mass production, with expansion flexibility | |
| Thailand | Bangkok, Rayong | Regional Sales Support Center, planned manufacturing base for networking products | |
| Japan | Tokyo | Regional Sales and Technical Support Center | |
| U.S. | Milpitas, California | North America Regional Sales and Technical Support Center, Rapid Prototyping Center |
(II) Sales strategies:
| Strategic Direction | Key Actions | Through a globalized production layout and cross-regional R&D integration, the Company will continue to enhance delivery efficiency and localized service capabilities. These efforts are designed to support the rapid product iteration requirements of AI and cloud customers, ensuring timely responsiveness and comprehensive solutions. |
|---|---|---|
| Deepening Engagement in AI Cloud and GPU Server Power Industries | Integration of technical and business resources from U.S. subsidiary JPCPT Inc., the Japan branch, and the European office to strengthen horizontal expansion across the United States, Japan, and Europe. | |
| Enhancing Linkages with the IC and EDA Industries | Early participation in interconnect architecture design and verification stages to increase technological integration and adhesion. | |
| Expanding Regional Market Presence | Consolidating brand recognition in North America and reinforcing Taiwan’s OEM/ODM foundation, while extending sales networks into Southeast Asia, Northeast Asia, and Europe. | |
| Increasing Brand Visibility | Continued participation in major international exhibitions, including DesignCon, GTC, OFC, Interop, OCP, and Computex, to strengthen global brand presence. |
(III) Production strategies:
| Execution | Key Actions | The Company will continue to optimize production efficiency and cost structure, while simultaneously addressing environmental management and long-term sustainability goals. |
|---|---|---|
| Smart Manufacturing Implementation | Promote standardized module design and integration of automated equipment to enhance production flexibility and efficiency | |
| Strengthening Supply Chain Resilience | Establish diversified supplier strategies and regional capacity distribution mechanisms to reduce risks of material shortages and geopolitical factors | |
| Demand-driven Production and Modularization | Utilize modular design to meet customization needs, expand component commonality to reduce inventory risks, while fulfilling diverse customer requirements | |
| Green and Sustainable Manufacturing | Introduce energy-saving processes, carbon reduction measures, and ESG management mechanisms to reinforce sustainable operational capabilities |
III. Future Development Strategies
In 2026, JPC's development strategy will continue to revolve around its core competencies in high-speed interconnection and high-power connection solutions for AI infrastructure. Through global capacity deployment, technology upgrades, customer diversification, and strengthened sustainability governance, the Company aims to enhance long-term competitiveness and operational resilience.
(I) Global Production Line Integration and Regional Layout Optimization To address fluctuations in AI and cloud market demand as well as geopolitical risks, the Company continues to optimize global capacity allocation and regional supply chain integration, with key initiatives including:
- Expansion of manufacturing capacity in Northern Vietnam to enhance regional production flexibility
- Planning the establishment of a networking product manufacturing base in Thailand to diversify production risks
- Strengthening North American operations by expanding warehousing, rapid prototyping, and production sites in the United States to shorten lead times and improve local service capabilities
- Enhancing supply chain resilience and delivery stability through multi-regional
collaboration and flexible capacity allocation
(II) Technology Innovation and Product Upgrades
- High-speed Transmission and High-power Product Deployment
JPC continues to invest in R&D for high-speed transmission and high-power connection technologies, focusing on next-generation AI server and data center architecture upgrade requirements. The main product directions include:
- 1.6T Optical Communication Modules
- 1.6T Active Optical Cables (AOC)
- 1.6T Active Loopbacks
- 1.6T Active Copper Cables
- PCIe Gen7 High-speed Connectors and Cables; High-voltage, High-current Connectors and Harnesses
- Liquid-cooled Quick Disconnect Connectors
By proactively aligning with next-generation high-speed transmission standards and high-density power architectures, the Company strengthens its supply capability for critical components in AI cluster interconnection and power management.
- Silicon Photonics and Next-generation High-speed Optoelectronic Integration Technology Deployment
In response to the rapid growth of AI clusters' demand for high-speed, low-power, and high-density optical interconnection, the Company is actively deploying integrated applications and key process capabilities related to Silicon Photonics. Current technology development focuses include:
- Jointly developing silicon photonics integrated products with U.S.-based AI chip companies to strengthen optoelectronic integration capabilities.
- Promoting multi-channel integration architectures (2xDR4, 2xDR8, 2xFR8) for high-speed products such as 800G and 1.6T.
- Developing miniaturized, low-power, multi-wavelength optical transceiver modules to meet high-density deployment requirements of AI data centers.
- Developed telecom-grade miniaturized optical transceiver modules in collaboration with European telecommunications carriers.
- Establishing key process capabilities such as laser bonding, optoelectronic integration, and FAU to strengthen packaging and module integration technologies.
- Continuing R&D in Co-Packaged Optics (CPO) to address next-generation optoelectronic co-packaging trends.
JPC regards silicon photonics technology as a critical development direction for next-generation high-speed interconnection architectures. Through early technical
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engagement and joint validation with customers, the Company enhances product adoption success rates and deepens market participation.
At the same time, the Company actively promotes industry-academia collaboration, engaging in technical exchange and talent development with Professor San-Liang Lee’s team at National Taiwan University of Science and Technology. By sharing research resources and establishing professional talent cultivation mechanisms, the Company strengthens expertise in silicon photonics and optoelectronic integration, deepening the foundation of key processes and module integration technologies, and reserving professional manpower for mid- to long-term technology development.
- Customer Expansion and Application Diversification
Building upon its deep engagement in the AI and cloud markets, the Company continues to strengthen cooperation with CSPs, EDA firms, and IC design companies, while expanding into the following application areas:
- Electric Vehicles (EVs) and High-voltage Power Systems
- Energy Storage Equipment
- Internet of Things (IoT) Applications
Through diversification of customer portfolios and application domains, the Company mitigates risks associated with industry cycle fluctuations and expands long-term growth momentum.
- Strengthening ESG Sustainability Governance
JPC has incorporated sustainable development into the core of its operational strategy and continues to promote:
- Green product design and energy-saving technology development
- Carbon reduction in production and improvements in energy efficiency
- Strengthening the operational mechanisms of the ESG Committee
By institutionalizing governance structures and managing sustainability indicators, the Company ensures that operational growth is aligned with environmental and social responsibilities.
IV. Impacts of External Competitive Environment, Regulatory Environment and Overall Business Environment
JPC remains attentive to global economic trends, industry structural shifts, and evolving policy environments, continuously assessing the potential impact of related risks on its operations. The company has established appropriate management mechanisms to safeguard long-term operational stability and sustain its competitive strength.
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| Aspect | Content | JPC's response strategies and actions |
|---|---|---|
| External Competition and Overall Business Environment | • Exchange rate and tariff policy fluctuations • Raw material cost volatility • Global demographic changes (declining birth rates) and rising labor costs • Intensifying competition in AI and cloud infrastructure markets | 1. Focus on high value-added products such as high-speed transmission and high-power connection solutions to raise technical barriers and product differentiation. 2. Deepen market deployment in AI high-performance computing, data center interconnection, and new energy applications. 3. Facing declining birth rates and rising labor costs, the Company enhances automation and high-value product development to increase per capita productivity. In addition, the Company strengthens campus recruitment and early employment mechanisms, introduces international talent, and thereby improves organizational resilience and long-term competitiveness. 4. Strengthen cost control and supply chain management efficiency to mitigate external fluctuations. |
| Geopolitical and Supply Chain Restructuring Risks | Recent global supply chains face geopolitical changes, trade policy adjustments, and regional manufacturing restructuring trends, impacting cross-border manufacturing and delivery models. | 1. Promote multi-regional production deployment (Taiwan, China, Vietnam, Thailand, United States) to diversify single-region operational risks. 2. Strengthen local warehousing and prototyping capabilities in North America to enhance regional delivery flexibility. 3. Establish diversified supplier strategies and alternative material sourcing mechanisms to reduce risks of shortages. 4. Utilize flexible regional capacity allocation to respond to tariff and trade policy changes. The Company regards supply chain resilience as a long-term operational management priority to support AI and cloud customers' high requirements for delivery timeliness and stability. |
| Regulatory Environment and Sustainability Governance Trends | With increasingly stringent global sustainability disclosure standards and compliance requirements, corporate governance and information transparency have become key indicators for market evaluation. | 1. Establish a dedicated functional Sustainability Development Committee to oversee medium- and long-term ESG strategy planning and implementation. 2. Strengthen internal control systems and regulatory compliance management. 3. Enhance transparency in information disclosure and stakeholder communication mechanisms. 4. Promote energy-saving processes and green product design to reduce environmental impact of operations. |
| Social Responsibility and Talent Development (ESG – Social Dimension) | The Company incorporates social engagement and talent development into its sustainability governance framework. | 1. Collaborate with universities to cultivate industry professionals. 2. Provide equipment and technical resources to support academic research. 3. Continue investing in educational assistance and public welfare programs. 4. Support cultural, sports, and diverse social participation activities. Related activities are planned and executed under the Company's internal management mechanisms, with specific outcomes and progress disclosed in the Sustainability Report. |
|---|---|---|
V. Conclusion
Facing global supply chain restructuring and the continuous upgrading of AI infrastructure, the Company will continue to optimize capacity deployment in North America and Southeast Asia. Through multi-regional collaboration and flexible allocation mechanisms, the Company enhances delivery efficiency and supply chain resilience.
We focus on AI servers and cluster interconnection architectures, deepening cooperation with CSPs, AI computing power providers, EDA firms, and key chip companies. At the same time, the Company actively deploys silicon photonics and next-generation high-speed optoelectronic integration technologies, driving the development of 1.6T and higher-speed products, thereby strengthening core competencies in high-speed transmission and high-power connection.
On the foundation of advancing both technology and capacity, the Company continues to expand into new energy, automotive, and smart application markets, supporting long-term growth momentum with high value-added product portfolios.
The Company will continue to build on innovation as our foundation, governance as our cornerstone, and sustainability as our guiding direction. Under prudent and sound management, we will carefully seize opportunities arising from industrial upgrades and continue to enhance the Company's long-term enterprise value.
Chairman : Shu-Mei Chang
General Manager : Wei-San Chang
Accounting Supervisor : Chih-Ping Cheng
【Annex II】
Audit Report of the Audit Committee
The Company has prepared the Individual Financial Statements, Consolidated Financial Statements, Earnings Distribution Table, and Business Report for the year of 2025. The Reports with unqualified opinions issued by PwC Taiwan separately have been reviewed by us, the Audit Committee, and there is no discrepancy in our opinion, and we issue the Review Report in accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act. Please check the Report.
Sincerely,
JPC connectivity Inc.
2026 Annual Shareholders' Meeting
Audit Committee member : Chih-Feng Lin
March 6, 2026
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Audit Report of the Audit Committee
The Company has prepared the Individual Financial Statements, Consolidated Financial Statements, Earnings Distribution Table, and Business Report for the year of 2025. The Reports with unqualified opinions issued by PwC Taiwan separately have been reviewed by us, the Audit Committee, and there is no discrepancy in our opinion, and we issue the Review Report in accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act. Please check the Report.
Sincerely,
JPC connectivity Inc.
2026 Annual Shareholders' Meeting
Audit Committee member : Shu-Ling Wang
March 6, 2026
23
Audit Report of the Audit Committee
The Company has prepared the Individual Financial Statements, Consolidated Financial Statements, Earnings Distribution Table, and Business Report for the year of 2025. The Reports with unqualified opinions issued by PwC Taiwan separately have been reviewed by us, the Audit Committee, and there is no discrepancy in our opinion, and we issue the Review Report in accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act. Please check the Report.
Sincerely,
JPC connectivity Inc.
2026 Annual Shareholders' Meeting
Audit Committee member : Wei-Chu Hsu
March 6, 2026
24
Audit Report of the Audit Committee
The Company has prepared the Individual Financial Statements, Consolidated Financial Statements, Earnings Distribution Table, and Business Report for the year of 2025. The Reports with unqualified opinions issued by PwC Taiwan separately have been reviewed by us, the Audit Committee, and there is no discrepancy in our opinion, and we issue the Review Report in accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act. Please check the Report.
Sincerely,
JPC connectivity Inc.
2026 Annual Shareholders' Meeting
Audit Committee member : Yen-Ping Chi
March 6, 2026
JPC connectivity Inc.
Directors' Remuneration Table
【Annex III】
2025 : Unit: NT$ thousand : Thousand shares
Directors' Remuneration Table
| Title | Name | Compensation Paid to Directors | The total of four items (A-D) and their proportion to the net income after tax | Compensation for acting as adjunct employee | The total of seven items (A-G) and their proportion to the net income after tax | Compensation from Invested Companies Other than Subsidiaries or the Parent Company | |||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Bonus (A) | Pension (B) | Compensation (C) | Business Operating Expenses (D) (Note 2) | Compensation and Special Allowance (E) | Pension (F) | Bonus (G) (Note 1) | |||||||||||||||||||
| The Company | All Companies in Consolidated Financial Statements | The Company | All Companies in Consolidated Financial Statements | The Company | All Companies in Consolidated Financial Statements | The Company | The Company | All Companies in Consolidated Financial Statements | The Company | All Companies in Consolidated Financial Statements | The Company | All Companies in Consolidated Financial Statements | The Company | All Companies in Consolidated Financial Statements | The Company | All Companies in Consolidated Financial Statements | The Company | All Companies in Consolidated Financial Statements | |||||||
| Cash | Share | Cash | Share | ||||||||||||||||||||||
| Chairman | Shu-Mei Chang | - | - | - | - | 880 | 880 | 105 | 105 | 985 | 0.09% | 985 | 0.09% | 5,850 | 5,850 | - | - | 2,025 | - | 2,025 | - | 8,860 | 0.84% | 8,860 | 0.84% |
| Vice Chairman | Cin-Chih Jiang | - | - | - | - | 880 | 880 | 90 | 90 | 970 | 0.09% | 970 | 0.09% | - | - | - | - | - | - | - | - | 970 | 0.09% | 970 | 0.09% |
| Director | Ming-Kung Yang | - | - | - | - | 880 | 880 | 90 | 90 | 970 | 0.09% | 970 | 0.09% | - | - | - | - | - | - | - | - | 970 | 0.09% | 970 | 0.09% |
| Director | Yu-Ling Tsai | - | - | - | - | 880 | 880 | 60 | 60 | 940 | 0.09% | 940 | 0.09% | - | - | - | - | - | - | - | - | 940 | 0.09% | 940 | 0.09% |
| Director | Ming-Hsiang Cheng | - | - | - | - | 880 | 880 | 90 | 90 | 970 | 0.09% | 970 | 0.09% | - | - | - | - | - | - | - | - | 970 | 0.09% | 970 | 0.09% |
| Independent Director | Jing-Hua He(Note 3) | - | - | - | - | - | - | 45 | 45 | 45 | - | 45 | - | - | - | - | - | - | - | - | - | 45 | - | 45 | - |
| Independent Director | Li-Chih Lo (Note 4) | - | - | - | - | - | - | 30 | 30 | 30 | - | 30 | - | - | - | - | - | - | - | - | - | 30 | - | 30 | - |
| Independent Director | Chih-Feng Lin | - | - | - | - | 880 | 880 | 105 | 105 | 985 | 0.09% | 985 | 0.09% | - | - | - | - | - | - | - | - | 985 | 0.09% | 985 | 0.09% |
| Independent Director | Shu-Ling Wang | - | - | - | - | 880 | 880 | 135 | 135 | 1,015 | 0.10% | 1,015 | 0.10% | - | - | - | - | - | - | - | - | 1,015 | 0.10% | 1,015 | 0.10% |
| Independent Director | Wei-Chu Hsu (Note 5) | - | - | - | - | 880 | 880 | 60 | 60 | 940 | 0.09% | 940 | 0.09% | - | - | - | - | - | - | - | - | 940 | 0.09% | 940 | 0.09% |
| Independent Director | Yen-Ping Chi (Note 6) | - | - | - | - | 880 | 880 | 75 | 75 | 955 | 0.09% | 955 | 0.09% | - | - | - | - | - | - | - | - | 955 | 0.09% | 955 | 0.09% |
| Aside from the disclosures above, the compensation the directors received in the most recent fiscal year for services rendered to all companies within the financial report (such as serving as consultants): None. |
Note 1: The 2025 bonus for employees and directors has been approved by the Board of Directors on March 6, 2026 and it is the proposed distribution amount.
Note 2: Business Operating Expenses include compensation for concurrently serving as a member of the Compensation Committee prior to the re-election on May 27, 2025.
26
Note 3: The former Independent Director Jing-Hua He retired on May 27, 2025.
Note 4: The former Independent Director Li-Chih Lo retired on May 27, 2025.
Note 5: Independent Director Wei-Chu Hsu was newly elected on May 27, 2025.
Note 6: Independent Director Yen-Ping Chi was newly elected on May 27, 2025.
Note 7: Please explain the independent director compensation policy, system, standard, and structure, and the connection between the amount of compensation and the considered factors such as their job responsibilities, risks, and working time: The compensation to the directors is determined by the Board in accordance with the Company's Articles of Association, taking into account the degree of participation in and the contribution to the Company's operations. If the Company makes a profit, the Board shall determine the amount of compensation to directors in accordance with the Company's Articles of Association. The independent directors are members of the Audit Committee and mainly receive compensation and travel expenses.
【Annex IV】
JPC connectivity Inc.
Independent Auditor’s Report and Parent Company Only
Financial Statements
To the Board of Directors and Stockholders of JPC connectivity Inc.
INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE
Opinion
We have audited the accompanying parent company only balance sheets of JPC Connectivity Inc. (the “Company”) as at December 31, 2025 and 2024, and the related parent company only statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the parent company only financial statements, including a summary of material accounting policies.
In our opinion, based on our audits and the reports of other auditors (refer to the Other matter section), the accompanying parent company only financial statements present fairly, in all material respects, the financial position of the Company as at December 31, 2025 and 2024, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.
Basis for opinion
We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and 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, and we have fulfilled our other ethical responsibilities in accordance with these requirements. Based on our audits and the reports of other auditors, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
27
28
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Company’s 2025 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, we do not provide a separate opinion on these matters.
Key audit matters for the Company’s 2025 parent company only financial statements are stated as follows:
Appropriateness of cut-off on sales revenue
Description
For the accounting policy on revenue recognition, refer to Note 4(29).
The Company’s sales mainly arise from manufacturing and sales of electronic components and the Company is primarily engaged in international sales. The revenue from international sales is recognized based on the transaction terms with customers. As there are a large number of customers, sales areas and transaction terms, we considered the cut-off on sales revenue as a key audit matter.
How our audit addressed the matter
We performed the following audit procedures on the above key audit matter:
- Obtained an understanding of the transaction terms of sales revenue and tested the internal controls over the recognition of sales revenue.
- Selected samples of supporting documents used in revenue recognition, including verifying orders, delivery orders and other relevant documents to evaluate the appropriateness of the cut-off on revenue.
- Performed cut-off test on sales transactions for a certain period before and after the end of the reporting period to assess the appropriateness of the cut-off on sales revenues.
29
Valuation of inventories
Description
Refer to Notes 4(13) and (14) for accounting policy on inventory valuation and investment accounted for under the equity method, Note 5(2) for uncertainty of accounting estimates and assumptions in relation to inventory valuation, and Notes 6(6) and (7) for details of inventories. As at December 31, 2025, the Company’s inventories and allowance for inventory valuation losses were NT$281,933 thousand and NT$21,050 thousand, respectively. As at December 31, 2025, the balances of inventories and allowance for inventory valuation losses in the consolidated financial statements amounted to NT$900,855 thousand and NT$84,101 thousand, respectively.
The Company and its subsidiaries are primarily engaged in the manufacture and sales of electronic components. As the electronic products’ life cycles are relatively short and the market is highly competitive, there is a higher risk of incurring inventory valuation losses or having obsolete inventory. The Company and its subsidiaries’ inventory are stated at the lower of cost and net realisable value, and the net realisable value of inventories over a certain age and individually identified as obsolete is evaluated based on the historical data on inventory clearance and discounts. The allowance for inventory valuation losses is presented under “inventories” and “investment accounted for using equity method” in the parent company financial statements.
The Company and its subsidiaries operate in an environment characterised by rapidly changing technology and the calculation of the net realisable value of obsolete inventories involves subjective judgment, which would result in a high degree of estimation uncertainty. Given that the inventory and allowance for inventory valuation losses are material to the financial statements, we considered the assessment of allowance for inventory valuation losses a key audit matter.
30
How our audit addressed the matter
We performed the following audit procedures on the above key audit matter:
- Obtained an understanding of the Company’s operations and industry. Assessed the reasonableness of the policies and procedures used to recognize allowance for inventory valuation losses.
- Obtained the report on net realisable value of each inventory item and checked whether the calculation logic was applied consistently to each inventory item.
- Verified the appropriateness of system logic used in the inventory aging reports which management used to assess inventories to confirm whether the information on the reports is consistent with its policies.
- Discussed with management the estimated net realisable value of inventory items aged over a certain period and individually identified as obsolete and damaged, obtained and corroborated against supporting documents and recalculated the allowance provision.
Other matter - Reference to the audits of other auditors
We did not audit the financial statements of certain investments accounted for under the equity method which were audited by other auditors. Therefore, our opinion expressed herein, insofar as it relates to the amounts included in the financial statements and the information disclosed in Note 13 in respect of these companies, is based solely on the reports of the other auditors. The balance of these investments accounted for under the equity method amounted to NT$1,121,832 thousand and NT$797,633 thousand, constituting 13% and 10% of the total assets as at December 31, 2025 and 2024, respectively, and the comprehensive income recognized from these investments accounted for under the equity method amounted to NT$149,229 thousand and NT$98,244 thousand, constituting 10% and 7% of the total comprehensive income for the years then ended, respectively.
31
Responsibilities of management and those charged with governance for the financial statements
Management is responsible for the preparation and fair presentation of the parent company only financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and for such internal control as management determines is necessary to enable the preparation of 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 Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including the audit committee, are responsible for overseeing the Company’s financial reporting process.
Auditors’ responsibilities for the audit of the 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:
-
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 Company's internal control.
-
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 Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors' report to the related disclosures in the 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.
32
-
Evaluate the overall presentation, structure and content of the parent company only financial statements, including the disclosures, 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 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.
33
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the parent company only financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Wu, Jen-Chieh
Lin, Ya-Hui
For and on Behalf of PricewaterhouseCoopers, Taiwan
March 6, 2026
The accompanying parent company only financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying parent company only financial statements and independent auditors’ report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.
As the financial statements are the responsibility of the management, PricewaterhouseCoopers 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.
34
JPC CONNECTIVITY INC.
PARENT COMPANY ONLY BALANCE SHEETS
DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Assets | Notes | December 31, 2025 | December 31, 2024 | |||
|---|---|---|---|---|---|---|
| AMOUNT | % | AMOUNT | % | |||
| Current assets | ||||||
| 1100 | Cash and cash equivalents | 6(1) | $ 935,628 | 11 | $ 786,019 | 10 |
| 1110 | Current financial assets at fair value through profit or loss | 6(2) | 700 | - | 10,930 | - |
| 1120 | Current financial assets at fair value through other comprehensive income | 6(3) | 557,850 | 6 | 290,495 | 4 |
| 1136 | Current financial assets at amortised cost | 6(4) and 8 | 370,000 | 4 | 985,455 | 12 |
| 1170 | Accounts receivable | 6(5) and 7 | 1,349,464 | 16 | 911,365 | 11 |
| 1200 | Other receivables | 7 | 169,092 | 2 | 121,424 | 2 |
| 130X | Inventory | 6(6) | 260,883 | 3 | 214,731 | 3 |
| 1410 | Prepayments | 7 | 13,335 | - | 28,175 | - |
| 11XX | Total current assets | 3,656,952 | 42 | 3,348,594 | 42 | |
| Non-current assets | ||||||
| 1510 | Non-current financial assets at fair value through profit or loss | 6(2) | 160,321 | 2 | 30,697 | 1 |
| 1517 | Non-current financial assets at fair value through other comprehensive income | 6(3) | 116,757 | 1 | 99,183 | 1 |
| 1550 | Investments accounted for under equity method | 6(7) | 4,058,517 | 47 | 3,763,394 | 47 |
| 1600 | Property, plant and equipment | 6(8) and 8 | 610,415 | 7 | 639,507 | 8 |
| 1755 | Right-of-use assets | 6(9) | 16,000 | - | 22,056 | - |
| 1760 | Investment property | 6(10) and 8 | 73,431 | 1 | 17,437 | - |
| 1780 | Intangible assets | 6(11) | 8,025 | - | 7,794 | - |
| 1840 | Deferred income tax assets | 6(22) | 11,081 | - | 5,750 | - |
| 1900 | Other non-current assets | 6(14) and 8 | 34,077 | - | 39,654 | 1 |
| 15XX | Total non-current assets | 5,088,624 | 58 | 4,625,472 | 58 | |
| 1XXX | Total assets | $ 8,745,576 | 100 | $ 7,974,066 | 100 |
(Continued)
JPC CONNECTIVITY INC.
PARENT COMPANY ONLY BALANCE SHEETS
DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Liabilities and Equity | Notes | December 31, 2025 | December 31, 2024 | |||
|---|---|---|---|---|---|---|
| AMOUNT | % | AMOUNT | % | |||
| Current liabilities | ||||||
| 2130 | Current contract liabilities | 6(19) | $ 22,581 | - | $ 23,533 | - |
| 2170 | Accounts payable | 445,081 | 5 | 489,751 | 6 | |
| 2180 | Accounts payable - related parties | 7 | 1,792,884 | 20 | 1,528,101 | 19 |
| 2200 | Other payables | 6(13) | 248,150 | 3 | 338,795 | 4 |
| 2220 | Other payables - related parties | 7 | 58,684 | 1 | 61,660 | 1 |
| 2230 | Current income tax liabilities | 6(22) | 142,983 | 2 | 107,230 | 2 |
| 2280 | Current lease liabilities | 8,793 | - | 7,845 | - | |
| 2399 | Other current liabilities | 1,639 | - | 1,738 | - | |
| 21XX | Total current liabilities | 2,720,795 | 31 | 2,558,653 | 32 | |
| Non-current liabilities | ||||||
| 2530 | Bonds payable | 6(12) | 960,490 | 11 | 938,750 | 12 |
| 2570 | Deferred income tax liabilities | 6(22) | 33,745 | 1 | 49,474 | 1 |
| 2580 | Non-current lease liabilities | 7,706 | - | 14,571 | - | |
| 25XX | Total non-current liabilities | 1,001,941 | 12 | 1,002,795 | 13 | |
| 2XXX | Total liabilities | 3,722,736 | 43 | 3,561,448 | 45 | |
| Equity | ||||||
| Share capital | 6(15) | |||||
| 3110 | Common stock | 1,220,859 | 14 | 1,220,859 | 15 | |
| Capital surplus | 6(16) | |||||
| 3200 | Capital surplus | 437,097 | 5 | 437,097 | 5 | |
| Retained earnings | 6(17) | |||||
| 3310 | Legal reserve | 762,268 | 9 | 650,914 | 8 | |
| 3320 | Special reserve | 11,134 | - | 233,667 | 3 | |
| 3350 | Unappropriated retained earnings | 2,320,040 | 26 | 1,881,214 | 24 | |
| Other equity interest | 6(18) | |||||
| 3400 | Other equity interest | 271,442 | 3 | ( 11,133) | - | |
| 3XXX | Total equity | 5,022,840 | 57 | 4,412,618 | 55 | |
| Significant events after the balance sheet date | 11 | |||||
| 3X2X | Total liabilities and equity | $ 8,745,576 | 100 | $ 7,974,066 | 100 |
The accompanying notes are an integral part of these parent company only financial statements.
JPC CONNECTIVITY INC.
PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME
YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars, except for earnings per share amount)
| Items | Notes | Year ended December 31 | |||||
|---|---|---|---|---|---|---|---|
| 2025 | 2024 | ||||||
| AMOUNT | % | AMOUNT | % | ||||
| 4000 | Operating revenue | 6(19) and 7 | $ 4,948,862 | 100 | $ 4,463,660 | 100 | |
| 5000 | Operating costs | 6(6)(21) and 7 | ( 3,318,532) | ( 67) | ( 3,050,863) | ( 68) | |
| 5900 | Net operating margin | 1,630,330 | 33 | 1,412,797 | 32 | ||
| Operating expenses | 6(21) | ||||||
| 6100 | Selling expenses | ( 272,701) | ( 5) | ( 302,522) | ( 7) | ||
| 6200 | General and administrative expenses | ( 174,168) | ( 4) | ( 178,028) | ( 4) | ||
| 6300 | Research and development expenses | ( 143,075) | ( 3) | ( 152,310) | ( 3) | ||
| 6450 | Impairment gain | - | - | 740 | - | ||
| 6000 | Total operating expenses | ( 589,944) | ( 12) | ( 632,120) | ( 14) | ||
| 6900 | Operating profit | 1,040,386 | 21 | 780,677 | 18 | ||
| Non-operating income and expenses | |||||||
| 7100 | Interest income | 22,954 | - | 30,269 | - | ||
| 7010 | Other income | 6(3) | 23,781 | 1 | 33,656 | 1 | |
| 7020 | Other gains and losses | 6(20) | ( 87,249) | ( 2) | 93,358 | 2 | |
| 7050 | Finance costs | ( 22,206) | - | ( 36,792) | ( 1) | ||
| 7070 | Share of profit of associates and joint ventures accounted for under equity method | 6(7) | |||||
| 287,974 | 6 | 343,661 | 8 | ||||
| 7000 | Total non-operating income and expenses | 225,254 | 5 | 464,152 | 10 | ||
| 7900 | Profit before income tax | 1,265,640 | 26 | 1,244,829 | 28 | ||
| 7950 | Income tax expense | 6(22) | ( 206,922) | ( 4) | ( 184,185) | ( 4) | |
| 8200 | Profit for the year | $ 1,058,718 | 22 | $ 1,060,644 | 24 | ||
| Other comprehensive income | |||||||
| Components of other comprehensive income that will not be reclassified to profit or loss | |||||||
| 8311 | Actuarial gains on defined benefit plan | 6(14) | $ 2,395 | - | $ 2,060 | - | |
| 8316 | Unrealized gains on financial assets at fair value through other comprehensive income | 6(3)(18) | |||||
| 409,406 | 8 | 37,544 | 1 | ||||
| 8330 | Share of other comprehensive income of associates and joint ventures accounted for under equity method, components of other comprehensive income that will not be reclassified to profit or loss | 6(18) | |||||
| 2,851 | - | 167,098 | 3 | ||||
| 8349 | Income tax related to components of other comprehensive income that will not be reclassified to profit or loss | 6(22) | |||||
| ( 479) | - | ( 412) | - | ||||
| 8310 | Other comprehensive income that will not be reclassified to profit or loss | 414,173 | 8 | 206,290 | 4 | ||
| Components of other comprehensive income that will be reclassified to profit or loss | |||||||
| 8361 | Financial statements translation differences of foreign operations | 6(18) | |||||
| 8380 | Share of other comprehensive (loss) income of associates and joint ventures accounted for under equity method | 6(18) | ( 2,461) | - | 80,066 | 2 | |
| ( 5,607) | - | 142 | - | ||||
| 8360 | Other comprehensive (loss) income that will be reclassified to profit or loss | ( 8,068) | - | 80,208 | 2 | ||
| 8300 | Total other comprehensive income for the year | $ 406,105 | 8 | $ 286,498 | 6 | ||
| 8500 | Total comprehensive income for the year | $ 1,464,823 | 30 | $ 1,347,142 | 30 | ||
| Earnings per share (in dollars) | 6(23) | ||||||
| 9750 | Basic earnings per share | $ | 8.67 | $ | 8.69 | ||
| 9850 | Diluted earnings per share | $ | 8.30 | $ | 8.55 |
The accompanying notes are an integral part of these parent company only financial statements.
JPC CONNECTIVITY INC.
PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY
YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Notes | Share capital - common stock | Capital Reserves | Retained Earnings | Other Equity Interest | Total equity | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Total capital surplus, additional paid-in capital | Capital surplus, share options | Capital surplus from treasury stock transactions | Legal reserve | Special reserve | Unappropriated retained earnings | Financial statements translation differences of foreign operations | Unrealised gains (losses) from financial assets measured at fair value through other comprehensive income | ||||
| Year ended December 31, 2024 | |||||||||||
| Balance at January 1, 2024 | $ 1,220,859 | $ 259,729 | $ - | $ 12,839 | $ 585,160 | $ 256,966 | $ 1,249,636 | ($ 213,784) | ($ 19,883) | $ 3,351,522 | |
| Profit for the year | - | - | - | - | - | - | 1,060,644 | - | - | 1,060,644 | |
| Other comprehensive income | 6(18) | - | - | - | - | - | - | 1,648 | 80,208 | 204,642 | 286,498 |
| Total comprehensive income | - | - | - | - | - | - | 1,062,292 | 80,208 | 204,642 | 1,347,142 | |
| Appropriations of 2023 earnings: | 6(17) | ||||||||||
| Legal reserve | - | - | - | - | 65,754 | - | ( 65,754 ) | - | - | - | |
| Reversal of special reserve | - | - | - | - | - | ( 23,299 ) | 23,299 | - | - | - | |
| Cash dividends | - | - | - | - | - | - | ( 439,509 ) | - | - | ( 439,509 ) | |
| Cash dividends from capital surplus | 6(17) | - | ( 73,252 ) | - | - | - | - | - | - | - | ( 73,252 ) |
| Proceeds from issuance of bonds | 6(12) | - | - | 237,781 | - | - | - | - | - | - | 237,781 |
| Disposal of financial assets at fair value through other comprehensive income | 6(3)(18) | - | - | - | - | - | - | 44,721 | - | ( 44,721 ) | - |
| Disposal of financial assets at fair value through other comprehensive income from subsidiaries | 6(18) | - | - | - | - | - | - | 17,595 | - | ( 17,595 ) | - |
| Changes in ownership interests in subsidiaries | - | - | - | - | - | - | ( 11,066 ) | - | - | ( 11,066 ) | |
| Balance at December 31, 2024 | $ 1,220,859 | $ 186,477 | $ 237,781 | $ 12,839 | $ 650,914 | $ 233,667 | $ 1,881,214 | ($ 133,576) | $ 122,443 | $ 4,412,618 | |
| Year ended December 31, 2025 | |||||||||||
| Balance at January 1, 2025 | $ 1,220,859 | $ 186,477 | $ 237,781 | $ 12,839 | $ 650,914 | $ 233,667 | $ 1,881,214 | ($ 133,576) | $ 122,443 | $ 4,412,618 | |
| Profit for the year | - | - | - | - | - | - | 1,058,718 | - | - | 1,058,718 | |
| Other comprehensive income (loss) | 6(18) | - | - | - | - | - | - | 1,916 | ( 8,068 ) | 412,257 | 406,105 |
| Total comprehensive income | - | - | - | - | - | - | 1,060,634 | ( 8,068 ) | 412,257 | 1,464,823 | |
| Appropriations of 2024 earnings: | 6(17) | ||||||||||
| Legal reserve | - | - | - | - | 111,354 | - | ( 111,354 ) | - | - | - | |
| Reversal of special reserve | - | - | - | - | - | ( 222,533 ) | 222,533 | - | - | - | |
| Cash dividends | - | - | - | - | - | - | ( 854,601 ) | - | - | ( 854,601 ) | |
| Disposal of financial assets at fair value through other comprehensive income | 6(3)(18) | - | - | - | - | - | - | 128,514 | - | ( 128,514 ) | - |
| Disposal of financial assets at fair value through other comprehensive income from subsidiaries | 6(18) | - | - | - | - | - | - | ( 6,900 ) | - | 6,900 | - |
| Balance at December 31, 2025 | $ 1,220,859 | $ 186,477 | $ 237,781 | $ 12,839 | $ 762,268 | $ 11,134 | $ 2,320,040 | ($ 141,644) | $ 413,086 | $ 5,022,840 |
The accompanying notes are an integral part of these parent company only financial statements.
IPC CONNECTIVITY INC.
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Notes | Year ended December 31 | ||
|---|---|---|---|
| 2025 | 2024 | ||
| CASH FLOWS FROM OPERATING ACTIVITIES | |||
| Profit before tax | $ 1,265,640 | $ 1,244,829 | |
| Adjustments | |||
| Adjustments to reconcile profit (loss) | |||
| Depreciation | 6(21) | 52,015 | 43,295 |
| Amortisation | 6(11)(21) | 3,635 | 5,663 |
| Impairment gain | 12(2) | - | 740 ) |
| Net loss (gain) on financial assets or liabilities at fair value through profit or loss | 6(2)(20) | ||
| Interest expense | 6,711 | ( 22,675 ) | |
| Interest income | 22,206 | 36,792 | |
| Dividend income | 6(3) | ( 22,954 ) | ( 30,269 ) |
| Share of profit of associates and joint ventures accounted for under equity method | 6(7) | 19,197 ) | ( 15,300 ) |
| Gain on disposal of property, plant and equipment | 6(20) | ( 287,974 ) | ( 343,661 ) |
| Gain on disposal of investments | 6(7)(20) | ( 297 ) | - |
| Gain on disposal of subsidiary | 6(7)(20) | ( 996 ) | - |
| Changes in operating assets and liabilities | |||
| Changes in operating assets | |||
| Financial assets or liabilities at fair value through profit or loss | ( 126,105 ) | 8,943 | |
| Accounts receivable | ( 438,099 ) | ( 114,509 ) | |
| Other receivables | 60,454 | 220,612 | |
| Inventory | ( 46,152 ) | ( 49,054 ) | |
| Prepayments | 14,840 | 24,806 | |
| Other non-current assets | ( 244 ) | ( 235 ) | |
| Changes in operating liabilities | |||
| Current contract liabilities | ( 952 ) | 18,180 | |
| Accounts payable | ( 44,670 ) | 41,644 | |
| Accounts payable - related parties | 264,783 | 236,219 | |
| Other payables | ( 74,843 ) | ( 32,133 ) | |
| Other payables - related parties | ( 2,976 ) | 1,582 | |
| Other current liabilities | ( 99 ) | 1,278 | |
| Cash inflow generated from operations | 624,721 | 1,217,343 | |
| Interest received | 22,954 | 30,237 | |
| Interest paid | ( 466 ) | ( 3,774 ) | |
| Income tax paid | ( 192,708 ) | ( 184,039 ) | |
| Net cash flows from operating activities | 454,501 | 1,059,767 | |
| CASH FLOWS FROM INVESTING ACTIVITIES | |||
| Acquisition of financial assets at fair value through other comprehensive income | ( 145,530 ) | ( 189,632 ) | |
| Proceeds from disposal of financial assets at fair value through other comprehensive income | 6(3) | 270,007 | 79,546 |
| Decrease (increase) in financial assets at amortized cost | 615,455 | ( 770,485 ) | |
| Dividends received | 6(3) | 19,197 | 15,300 |
| Proceeds from capital reduction of investments accounted for under equity method | 74,130 | - | |
| Acquisition of investments accounted for under equity method | ( 193,325 ) | ( 124,478 ) | |
| Acquisition of property, plant and equipment | 6(24) | ( 77,892 ) | ( 414,544 ) |
| Proceeds from disposal of property, plant and equipment | 144 | 175,355 | |
| Acquisition of intangible assets | 6(11) | ( 3,428 ) | ( 8,140 ) |
| Decrease (increase) in refundable deposits | 230 | 4,099 ) | |
| Acquisition of other non-current assets | ( 853 ) | ( 9,018 ) | |
| Net cash flows from (used in) investing activities | 558,135 | ( 1,250,195 ) | |
| CASH FLOWS FROM FINANCING ACTIVITIES | |||
| Increase in short-term borrowings | 6(25) | - | 1,161,000 |
| Decrease in short-term borrowings | 6(25) | - | ( 1,261,000 ) |
| Payment of lease liabilities | 6(25) | ( 8,426 ) | ( 7,659 ) |
| Decrease in guarantee deposits received | - | 150 ) | |
| Cash dividends paid | 6(17) | ( 854,601 ) | ( 439,509 ) |
| Cash dividends from capital surplus | 6(17) | - | ( 73,252 ) |
| Proceeds from issuance of bonds | 6(25) | - | 1,168,966 |
| Net cash flows (used in) from financing activities | ( 863,027 ) | 548,396 | |
| Net increase in cash and cash equivalents | 149,609 | 357,968 | |
| Cash and cash equivalents at beginning of year | 786,019 | 428,051 | |
| Cash and cash equivalents at end of year | $ 935,628 | $ 786,019 |
The accompanying notes are an integral part of these parent company only financial statements.
40
JPC connectivity Inc.
Independent Auditor’s Report and Consolidated Financial Statements
INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE
To the Board of Directors and Shareholders of JPC connectivity Inc.
Opinion
We have audited the accompanying consolidated balance sheets of JPC Connectivity Inc. and subsidiaries (the “Group”) as at December 31, 2025 and 2024, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of material accounting policies.
In our opinion, based on our audits and the reports of other auditors (refer to the Other matter section), the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at December 31, 2025 and 2024, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission.
41
Basis for opinion
We conducted our audits in accordance with the Regulations Governing Financial Statement Audit and Attestation Engagements of Certified Public Accountants and 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, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Group’s 2025 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, we do not provide a separate opinion on these matters.
Key audit matters for the Group’s 2025 consolidated financial statements are stated as follows:
42
Appropriateness of cut-off on sales revenue
Description
For the accounting policy on revenue recognition, refer to Note 4(30).
The Group’s sales mainly arise from manufacturing and sales of electronic components and the Group is primarily engaged in international sales. The revenue from international sales is recognised based on the transaction terms with customers. As there are a large number of customers, sales areas and transaction terms, we considered the cut-off on sales revenue as a key audit matter.
How our audit addressed the matter
We performed the following audit procedures on the above key audit matter:
- Obtained an understanding of the transaction terms of sales revenue and tested the internal control over the recognition of sales revenue.
- Selected samples of supporting documents used in revenue recognition, including verifying orders, delivery orders and other relevant documents to evaluate the appropriateness of the cut-off on revenue.
- Performed cut-off test on sales transactions for a certain period before and after the balance sheet date to assess the appropriateness of the cut-off on sales revenues.
43
Valuation of inventories
Description
Refer to Note 4(14) for accounting policy on inventory valuation, Note 5(2) for uncertainty of accounting estimates and assumptions in relation to inventory valuation, and Note 6(6) for details of inventories. As at December 31, 2025, the Company's inventories and loss allowance were NT$900,855 thousand and NT$84,101 thousand, respectively.
The Group is primarily engaged in the manufacture and sales of electronic components. As the electronic products' life cycles are relatively short and the market is highly competitive, there is a higher risk of incurring inventory valuation losses or having obsolete inventory. The Group's inventory is stated at the lower of cost and net realizable value, and the net realizable value of inventories over a certain age and individually identified as obsolete is evaluated based on the historical data on inventory clearance and discounts.
The Group operates in an environment characterized by rapidly changing technology and the calculation of the net realizable value of obsolete inventories involves subjective judgment, which would result in a high degree of estimation uncertainty. Given that the inventory and allowance for inventory valuation losses are material to the financial statements, we considered the assessment of allowance for inventory valuation losses a key audit matter.
44
How our audit addressed the matter
We performed the following audit procedures on the above key audit matter:
- Obtained an understanding of the Group’s operations and industry. Assessed the reasonableness of the policies and procedures used to recognise allowance for inventory valuation losses.
- Obtained the report on net realizable value of each inventory item and checked whether the calculation logic was applied consistently to each inventory item.
- Verified the appropriateness of system logic used in the Group’s inventory aging reports to confirm whether the information on the reports is consistent with its policies.
- Discussed with management the estimated net realizable value of inventory items aged over a certain period and individually identified as obsolete and damaged, obtained and corroborated against supporting documents and recalculated the allowance provision.
Other matter - Reference to the audits of other auditors
We did not audit the financial statements of certain subsidiaries which were audited by other auditors. Therefore, our opinion expressed herein, insofar as it relates to the amounts included in respect of these subsidiaries, is based solely on the reports of the other auditors. Total assets of these subsidiaries amounted to NT$1,056,509 thousand and NT$740,287 thousand, constituting 12% and 10% of the consolidated total assets as at December 31, 2025 and 2024, respectively, and the operating revenue amounted to NT$861,840 thousand and NT$841,552 thousand, constituting 11% and 12% of the consolidated net operating revenue for the years then ended, respectively.
45
Other matter – Parent company only financial reports
We have audited and expressed an unmodified opinion on the parent company only financial statements of JPC Connectivity Inc. as at and for the years ended December 31, 2025 and 2024.
Responsibilities of management and those charged with governance for the financial statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the Financial Supervisory Commission, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including the audit committee, are responsible for overseeing the Group’s financial reporting process.
46
Auditors' responsibilities for the audit of the 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.
- Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's internal control.
- 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 Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our 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 disclosures, 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.
47
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Wu, Jen-Chieh
Lin, Ya-Hui
For and on Behalf of PricewaterhouseCoopers, Taiwan
March 6, 2026
The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and independent auditors' report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.
As the financial statements are the responsibility of the management, PricewaterhouseCoopers 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.
48
JPC CONNECTIVITY INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Assets | Notes | December 31, 2025 | December 31, 2024 | |||
|---|---|---|---|---|---|---|
| AMOUNT | % | AMOUNT | % | |||
| Current assets | ||||||
| 1100 | Cash and cash equivalents | 6(1) | $ 2,071,557 | 24 | $ 1,603,816 | 21 |
| 1110 | Current financial assets at fair value through profit or loss | 6(2) | 131,643 | 2 | 163,254 | 2 |
| 1120 | Current financial assets at fair value through other comprehensive income | 6(3) | 561,838 | 7 | 313,754 | 4 |
| 1136 | Current financial assets at amortised cost, net | 6(4) and 8 | 372,188 | 4 | 1,032,332 | 13 |
| 1170 | Accounts receivable, net | 6(5) and 7 | 2,079,483 | 24 | 1,611,637 | 21 |
| 1200 | Other receivables | 69,910 | 1 | 62,537 | 1 | |
| 130X | Inventory | 6(6) | 816,754 | 9 | 637,962 | 8 |
| 1410 | Prepayments | 6(7) | 116,624 | 1 | 87,304 | 1 |
| 11XX | Total current assets | 6,219,997 | 72 | 5,512,596 | 71 | |
| Non-current assets | ||||||
| 1510 | Non-current financial assets at fair value through profit or loss | 6(2) | 160,321 | 2 | 30,697 | - |
| 1517 | Non-current financial assets at fair value through other comprehensive income | 6(3) | 410,665 | 5 | 380,053 | 5 |
| 1550 | Investments accounted for under equity method | 6(8) | 104,403 | 1 | 116,748 | 2 |
| 1600 | Property, plant and equipment | 6(9) and 8 | 928,764 | 11 | 954,196 | 12 |
| 1755 | Right-of-use assets | 6(10) and 7 | 151,806 | 2 | 109,908 | 2 |
| 1760 | Investment property - net | 6(11) and 8 | 92,663 | 1 | 19,451 | - |
| 1780 | Intangible assets | 6(12) | 490,708 | 5 | 521,374 | 7 |
| 1840 | Deferred income tax assets | 25,677 | - | 16,032 | - | |
| 1900 | Other non-current assets | 6(13) and 8 | 61,210 | 1 | 63,056 | 1 |
| 15XX | Total non-current assets | 2,426,217 | 28 | 2,211,515 | 29 | |
| 1XXX | Total assets | $ 8,646,214 | 100 | $ 7,724,111 | 100 |
(Continued)
JPC CONNECTIVITY INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Liabilities and Equity | Notes | December 31, 2025 | December 31, 2024 | |||
|---|---|---|---|---|---|---|
| AMOUNT | % | AMOUNT | % | |||
| Current liabilities | ||||||
| 2120 | Current financial liabilities at fair value through profit or loss | 6(2) | $ 261 | - | $ - | - |
| 2130 | Current contract liabilities | 6(21) | 35,107 | - | 34,124 | - |
| 2170 | Accounts payable | 7 | 1,576,668 | 18 | 1,287,395 | 17 |
| 2200 | Other payables | 6(15) | 406,445 | 5 | 491,792 | 6 |
| 2230 | Current income tax liabilities | 6(25) | 163,291 | 2 | 148,841 | 2 |
| 2280 | Current lease liabilities | 6(29) and 7 | 53,125 | 1 | 39,732 | 1 |
| 2399 | Other current liabilities | 6,727 | - | 3,978 | - | |
| 21XX | Total current liabilities | 2,241,624 | 26 | 2,005,862 | 26 | |
| Non-current liabilities | ||||||
| 2530 | Bonds payable | 6(14) | 960,490 | 11 | 938,750 | 12 |
| 2570 | Deferred income tax liabilities | 80,437 | 1 | 104,530 | 1 | |
| 2580 | Non-current lease liabilities | 6(29) and 7 | 91,822 | 1 | 59,999 | 1 |
| 2600 | Other non-current liabilities | 5,456 | - | 4,524 | - | |
| 25XX | Total non-current liabilities | 1,138,205 | 13 | 1,107,803 | 14 | |
| 2XXX | Total liabilities | 3,379,829 | 39 | 3,113,665 | 40 | |
| Equity attributable to owners of parent | ||||||
| Share capital | 6(17) | |||||
| 3110 | Common stock | 1,220,859 | 14 | 1,220,859 | 16 | |
| Capital surplus | 6(18) | |||||
| 3200 | Capital surplus | 437,097 | 5 | 437,097 | 5 | |
| Retained earnings | 6(19) | |||||
| 3310 | Legal reserve | 762,268 | 9 | 650,914 | 9 | |
| 3320 | Special reserve | 11,134 | - | 233,667 | 3 | |
| 3350 | Unappropriated retained earnings | 2,320,040 | 27 | 1,881,214 | 24 | |
| Other equity interest | 6(20) | |||||
| 3400 | Other equity interest | 271,442 | 3 | ( 11,133) | - | |
| 31XX | Equity attributable to owners of the parent | 5,022,840 | 58 | 4,412,618 | 57 | |
| 36XX | Non-controlling interests | 243,545 | 3 | 197,828 | 3 | |
| 3XXX | Total equity | 5,266,385 | 61 | 4,610,446 | 60 | |
| 3X2X | Total liabilities and equity | $ 8,646,214 | 100 | $ 7,724,111 | 100 |
The accompanying notes are an integral part of these consolidated financial statements.
JPC CONNECTIVITY INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
YEARS ENDED DECEMBER 31, 2023 AND 2024
(Expressed in thousands of New Taiwan dollars, except for earnings per share amount)
| Items | Notes | Year ended December 31 | |||||
|---|---|---|---|---|---|---|---|
| 2025 | 2024 | ||||||
| AMOUNT | % | AMOUNT | % | ||||
| 4000 | Sales revenue | 6(21) and 7 | $ 7,579,041 | 100 | $ 6,765,078 | 100 | |
| 5000 | Operating costs | 6(6)(23) and 7 | ( 4,976,605) | ( 66) | ( 4,522,738) | ( 67) | |
| 5900 | Net operating margin | 2,602,436 | 34 | 2,242,340 | 33 | ||
| Operating expenses | 6(23) | ||||||
| 6100 | Selling expenses | ( 467,236) | ( 6) | ( 459,347) | ( 7) | ||
| 6200 | General and administrative expenses | ( 414,145) | ( 5) | ( 387,786) | ( 5) | ||
| 6300 | Research and development expenses | ( 200,506) | ( 3) | ( 192,336) | ( 3) | ||
| 6450 | Impairment (loss) gain determined in accordance with IFRS 9 | ( 4,084) | - | 957 | - | ||
| 6000 | Total operating expenses | ( 1,085,971) | ( 14) | ( 1,038,512) | ( 15) | ||
| 6900 | Operating profit | 1,516,465 | 20 | 1,203,828 | 18 | ||
| Non-operating income and expenses | |||||||
| 7100 | Interest income | 33,731 | - | 39,392 | 1 | ||
| 7010 | Other income | 6(2)(3) | 39,768 | 1 | 37,621 | 1 | |
| 7020 | Other gains and losses | 6(22) | ( 127,457) | ( 2) | 170,036 | 2 | |
| 7050 | Finance costs | 7 | ( 26,304) | - | ( 39,547) | ( 1) | |
| 7060 | Share of loss of associates and joint ventures | 6(8) | |||||
| accounted for under equity method | ( 1,793) | - | ( 624) | - | |||
| 7000 | Total non-operating income and expenses | ( 82,055) | ( 1) | 206,878 | 3 | ||
| 7900 | Profit before income tax | 1,434,410 | 19 | 1,410,706 | 21 | ||
| 7950 | Income tax expense | 6(25) | ( 305,493) | ( 4) | ( 270,697) | ( 4) | |
| 8200 | Profit for the year | $ 1,128,917 | 15 | $ 1,140,009 | 17 | ||
| Components of other comprehensive income that will not be reclassified to profit or loss | |||||||
| 8311 | Gains on remeasurements of defined benefit plans | 6(16) | |||||
| $ 2,395 | - | $ 2,060 | - | ||||
| 8316 | Unrealised gain on financial assets at fair value through other comprehensive income | 6(3)(20) | |||||
| 412,257 | 5 | 204,642 | 3 | ||||
| 8349 | Income tax related to components of other comprehensive income that will not be reclassified to profit or loss | 6(25) | |||||
| ( 479) | - | ( 412) | - | ||||
| 8310 | Other comprehensive income that will not be reclassified to profit or loss | 414,173 | 5 | 206,290 | 3 | ||
| Components of other comprehensive income that will be reclassified to profit or loss | 6(20) | ||||||
| 8361 | Financial statements translation differences of foreign operations | ( 2,394) | - | 85,029 | 1 | ||
| 8370 | Share of other comprehensive (loss) income of associates and joint ventures accounted for using equity method, components of other comprehensive income that will be reclassified to profit or loss | ( 5,607) | - | 142 | - | ||
| 8360 | Other comprehensive (loss) income that will be reclassified to profit or loss | ( 8,001) | - | 85,171 | 1 | ||
| 8300 | Total other comprehensive income for the year | $ 406,172 | 5 | $ 291,461 | 4 | ||
| 8500 | Total comprehensive income for the year | $ 1,535,089 | 20 | $ 1,431,470 | 21 | ||
| Profit attributable to: | |||||||
| 8610 | Owners of the parent | $ 1,058,718 | 14 | $ 1,060,644 | 16 | ||
| 8620 | Non-controlling interests | 70,199 | 1 | 79,365 | 1 | ||
| $ 1,128,917 | 15 | $ 1,140,009 | 17 | ||||
| Comprehensive income attributable to: | |||||||
| 8710 | Owners of the parent | $ 1,464,823 | 19 | $ 1,347,142 | 20 | ||
| 8720 | Non-controlling interests | 70,266 | 1 | 84,328 | 1 | ||
| $ 1,535,089 | 20 | $ 1,431,470 | 21 | ||||
| Earnings per share (in dollars) | 6(26) | ||||||
| 9750 | Basic earnings per share | $ | 8.67 | $ | 8.69 | ||
| 9850 | Diluted earnings per share | $ | 8.30 | $ | 8.55 |
The accompanying notes are an integral part of these consolidated financial statements.
JPC CONNECTIVITY INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Equity attributable to owners of the parent | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Capital Reserves | Retained Earnings | Other Equity Interest | ||||||||||||
| Total capital surplus, additional paid-in capital | Capital surplus from treasury stock transactions | Capital surplus, share options | Legal reserve | Special reserve | Unappropriated retained earnings | Financial statements translation differences of foreign operations | Unrealised gains (losses) from financial assets measured at fair value through other comprehensive income | Total | Non-controlling interests | Total equity | ||||
| 2024 | ||||||||||||||
| Balance at January 1, 2024 | $ 1,220,859 | $ 259,729 | $ 12,839 | $ - | $ 585,160 | $ 256,966 | $ 1,249,636 | ($ 213,784) | ($ 19,883) | $ 3,351,522 | $ 132,364 | $ 3,483,886 | ||
| Consolidated net income | - | - | - | - | - | - | 1,060,644 | - | - | 1,060,644 | 79,365 | 1,140,009 | ||
| Other comprehensive income | 6(20) | - | - | - | - | - | - | 1,648 | 80,208 | 204,642 | 286,498 | 4,963 | 291,461 | |
| Total comprehensive income | - | - | - | - | - | - | 1,062,292 | 80,208 | 204,642 | 1,347,142 | 84,328 | 1,431,470 | ||
| Appropriations of 2023 earnings: | 6(19) | |||||||||||||
| Legal reserve | - | - | - | - | 65,754 | - | ( 65,754 ) | - | - | - | - | - | ||
| Reversal of special reserve | - | - | - | - | - | ( 23,299 ) | 23,299 | - | - | - | - | - | ||
| Cash dividends | - | - | - | - | - | - | ( 439,509 ) | - | - | ( 439,509 ) | - | ( 439,509 ) | ||
| Cash dividends from capital surplus | 6(19) | - | ( 73,252 ) | - | - | - | - | - | - | - | ( 73,252 ) | - | ( 73,252 ) | |
| Proceeds from issuance of bonds | - | - | - | 237,781 | - | - | - | - | - | 237,781 | - | 237,781 | ||
| Disposal of investments in equity instruments designated at fair value 6(3)(20) through other comprehensive income | - | - | - | - | - | - | 62,316 | - | ( 62,316 ) | - | - | - | ||
| Changes in ownership interests in subsidiaries | - | - | - | - | - | - | ( 11,066 ) | - | - | ( 11,066 ) | - | ( 11,066 ) | ||
| Decrease in non-controlling interests | - | - | - | - | - | - | - | - | - | - | ( 34,677 ) | ( 34,677 ) | ||
| Acquisition of subsidiary | - | - | - | - | - | - | - | - | - | - | 15,813 | 15,813 | ||
| Balance at December 31, 2024 | $ 1,220,859 | $ 186,477 | $ 12,839 | $ 237,781 | $ 650,914 | $ 233,667 | $ 1,881,214 | ($ 133,576 ) | $ 122,443 | $ 4,412,618 | $ 197,828 | $ 4,610,446 | ||
| 2025 | ||||||||||||||
| Balance at January 1, 2025 | $ 1,220,859 | $ 186,477 | $ 12,839 | $ 237,781 | $ 650,914 | $ 233,667 | $ 1,881,214 | ($ 133,576 ) | $ 122,443 | $ 4,412,618 | $ 197,828 | $ 4,610,446 | ||
| Consolidated net income | - | - | - | - | - | - | 1,058,718 | - | - | 1,058,718 | 70,199 | 1,128,917 | ||
| Other comprehensive income (loss) | 6(20) | - | - | - | - | - | - | 1,916 | ( 8,068 ) | 412,257 | 406,105 | 67 | 406,172 | |
| Total comprehensive income (loss) | - | - | - | - | - | - | 1,060,634 | ( 8,068 ) | 412,257 | 1,464,823 | 70,266 | 1,535,089 | ||
| Appropriations of 2024 earnings: | 6(19) | |||||||||||||
| Legal reserve | - | - | - | - | 111,354 | - | ( 111,354 ) | - | - | - | - | - | ||
| Reversal of special reserve | - | - | - | - | - | ( 222,533 ) | 222,533 | - | - | - | - | - | ||
| Cash dividends | - | - | - | - | - | - | ( 854,601 ) | - | - | ( 854,601 ) | - | ( 854,601 ) | ||
| Disposal of investments in equity instruments designated at fair value 6(3)(20) through other comprehensive income | - | - | - | - | - | - | 121,614 | - | ( 121,614 ) | - | - | - | ||
| Decrease in non-controlling interests | - | - | - | - | - | - | - | - | - | - | ( 34,159 ) | ( 34,159 ) | ||
| Disposing of a subsidiary | - | - | - | - | - | - | - | - | - | - | ( 2,961 ) | ( 2,961 ) | ||
| Acquisition of subsidiary | 6(27) | - | - | - | - | - | - | - | - | - | - | 12,571 | 12,571 | |
| Balance at December 31, 2025 | $ 1,220,859 | $ 186,477 | $ 12,839 | $ 237,781 | $ 762,268 | $ 11,134 | $ 2,320,040 | ($ 141,644 ) | $ 413,086 | $ 5,022,840 | $ 243,545 | $ 5,266,385 |
The accompanying notes are an integral part of these consolidated financial statements.
JPC CONNECTIVITY INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Notes | Year ended December 31 | ||
|---|---|---|---|
| 2025 | 2024 | ||
| CASH FLOWS FROM OPERATING ACTIVITIES | |||
| Profit before tax | $ 1,434,410 | $ 1,410,706 | |
| Adjustments | |||
| Adjustments to reconcile profit (loss) | |||
| Depreciation | 6(23) | 141,777 | 123,910 |
| Amortisation | 6(12)(23) | 30,066 | 29,951 |
| Expected credit loss (gain) (reversal of expected credit loss) | 12(2) | 4,084 | ( 957 ) |
| Dividend income | 6(2)(3) | ( 26,703 ) | ( 22,051 ) |
| Interest income | ( 33,731 ) | ( 39,392 ) | |
| Net gain on financial assets or liabilities at fair value through profit or loss | 6(2)(22) | ( 3,781 ) | ( 71,880 ) |
| Gain on disposal of property, plant and equipment | 6(22) | ( 668 ) | ( 58,363 ) |
| Loss on disposal of investments | 6(8)(22)(27) | 10,577 | - |
| Gain on disposal of a subsidiary | 6(8)(22) | ( 996 ) | - |
| Interest expense | 26,304 | 39,547 | |
| Share of loss of associates and joint ventures accounted for under equity method | 6(8) | 1,793 | 624 |
| Changes in operating assets and liabilities | |||
| Changes in operating assets | |||
| Financial assets and liabilities at fair value | ( 93,971 ) | 171,265 | |
| Accounts receivable | ( 461,112 ) | ( 167,772 ) | |
| Other receivables | ( 9,740 ) | ( 19,036 ) | |
| Inventories | ( 188,715 ) | ( 50,471 ) | |
| Prepayments | ( 29,165 ) | ( 14,334 ) | |
| Other non-current assets | ( 244 ) | ( 235 ) | |
| Changes in operating liabilities | |||
| Contract liabilities | 6,070 | 9,495 | |
| Accounts payable | 285,769 | 327,543 | |
| Other payables | 3,419 | 97,354 | |
| Other current liabilities | 880 | ( 1,860 ) | |
| Other non-current liabilities | - | ( 2,056 ) | |
| Cash inflow generated from operations | 1,096,323 | 1,761,988 | |
| Interest received | 33,731 | 39,392 | |
| Interest paid | ( 4,564 ) | ( 6,529 ) | |
| Income tax paid | ( 325,257 ) | ( 264,768 ) | |
| Net cash flows from operating activities | 800,233 | 1,530,083 |
(Continued)
JPC CONNECTIVITY INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2025 AND 2024
(Expressed in thousands of New Taiwan dollars)
| Notes | Year ended December 31 | ||
|---|---|---|---|
| 2025 | 2024 | ||
| CASH FLOWS FROM INVESTING ACTIVITIES | |||
| Acquisition of financial assets at fair value through other comprehensive income | ($ 149,192 ) | ($ 249,632 ) | |
| Proceeds from disposal of financial assets at fair value through other comprehensive income | 6(3) | 282,754 | 122,678 |
| Increase in financial assets at amortized cost | 1,323,994 ) | 1,117,276 ) | |
| Decrease in financial assets at amortised cost | 1,984,325 | 461,950 | |
| Acquisition of investments accounted for using equity method | 6(8) | - | 109,116 ) |
| Proceeds from disposal of investments accounted for using equity method | 6(8) | ( 2,981 ) | - |
| Acquisition of property, plant and equipment | 6(28) | 167,179 ) | 540,526 ) |
| Proceeds from disposal of property, plant and equipment | 24,348 | 185,785 | |
| Acquisition of intangible assets | 6(12) | 7,612 ) | 9,523 ) |
| Net cash outflow for business combinations | 6(28) and 12(3) | 79,448 ) | 100,130 ) |
| Net cash outflow for disposal of a subsidiary | 6(28) | 4,776 ) | - |
| Dividends received | 6(2)(3) | 26,703 | 22,051 |
| Increase in other non-current assets | 14,740 ) | 5,947 ) | |
| Net cash flows from (used in) investing activities | 568,208 | 1,339,686 ) | |
| CASH FLOWS FROM FINANCING ACTIVITIES | |||
| Increase in short-term borrowings | 6(29) | - | 1,161,000 |
| Decrease in short-term borrowings | 6(29) | - | 1,261,000 ) |
| Payment of lease liabilities | 6(29) | 49,469 ) | 45,387 ) |
| Payment of cash dividends | 6(19) | 854,601 ) | 439,509 ) |
| Payment of cash dividends from capital surplus | 6(19) | - | 73,252 ) |
| Change in non-controlling interests | 34,159 ) | 45,743 ) | |
| Net cash generated from acquisition of subsidiary | 4(3) | - | 15,813 |
| Proceeds from issuance of bonds | 6(29) | - | 1,168,966 |
| Net cash flows (used in) from financing activities | 938,229 ) | 480,888 | |
| Effect of foreign exchange translations | 37,529 | 11,488 | |
| Net increase in cash and cash equivalents | 467,741 | 682,773 | |
| Cash and cash equivalents at beginning of year | 1,603,816 | 921,043 | |
| Cash and cash equivalents at end of year | $ 2,071,557 | $ 1,603,816 |
The accompanying notes are an integral part of these consolidated financial statements.
【Annex V】
JPC connectivity Inc.
Comparison Table of the Provisions before and after Amendment of the Articles of Association
| Section | Provisions after Amendment | Provisions before Amendment | Note |
|---|---|---|---|
| Article 17 | The Corporation may, by resolution of the Board of Directors, appoint one or more Chief Executive Officer, General Manager, Vice President(s), or such other managerial officers as deemed necessary to meet the operational or managerial requirements of the Corporation. The appointment, dismissal, and remuneration of such officers shall be handled in accordance with Article 29 of the Company Act. | The Company has one general manager. The appointment, dismissal and remuneration of the general manager shall be subject to Article 29 of the Company Act. | This provision is amended in response to the Company’s policies. |
| Article 21 | This Articles of Association was formulated on May 2, 1992. [...] The 25th amendment was made on May 26, 2026. | This Articles of Association was formulated on May 2, 1992. [...] The 24rd amendment was made on May 27, 2025. | The last amendment date was added. |
【Appendix I】
JPC connectivity Inc.
Articles of Association (before amendment)
Chapter 1 General
Article 1 The Company is incorporated under the Company Act, and its name is JPC connectivity Inc.
Article 2 The Company operates the following businesses:
I. Trading, import and export of computer hardware and software and its peripheral devices, electronic products and parts.
II. Trading, import and export of communication devices, sports equipment, handicrafts, electrical products, machinery, hardware, building materials, and furniture.
III. Acting as an agent for bidding, quoting, and distribution of and for the various said related products for domestic and overseas manufacturers (except for futures).
IV. General import, export and trading businesses.
V. CC01070 Manufacturing of wireless communication equipment and devices.
VI. CC01050 Manufacturing of data storage and processing devices.
VII. CC01060 Manufacturing of wired communication equipment and devices.
VIII. CB01020 Manufacturing of business machine.
IX. F119010 Wholesale of electronic materials.
X. F113050 Wholesale of business machine and equipment.
XI. F113070 Wholesale of telecommunication devices.
XII. F114030 Wholesale of automobile and vehicle parts.
XIII. F401010 international trade.
XIV. F106030 Wholesale of molds.
XV. F206030 Retail of molds.
XVI. CQ01010 Manufacturing of molds.
XVII. I501010 Product design.
XVIII. ZZ99999 All business items that are not prohibited or restricted by laws, except for those that are subject to special approval.
Article 3 The total amount of the investment made by the Company may not be subject to 40% of its paid-in share capital, and it may offer external guarantee for peers depending on business needs.
Article 4 The Company establishes its head office in New Taipei City, and may establish branches both at home and abroad as resolved by the Board of directors if necessary.
Chapter 2 Shares
Article 5 The Company's total capital is determined at NT$2 billion, divided into 200 million shares, with NT$10 per share, and the Board of Directors is authorized to issue un-issued shares by different times.
NT$100 million shall be reserved from the total capital specified in paragraph 1 as stock warrants, special shares with stock option, or corporate bonds with stock
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option to be used for exercising stock options, with NT$10 per share, which shall be issued by different times as resolved by the Board of Directors.
Article 6
The Company shall deal with stock affairs in accordance with the Regulations Governing the Administration of Shareholder Services of Public Companies issued by competent authority.
Article 7
The Company may issue shares without printing physical certificates, and such shares shall be registered with a central securities depository.
Article 8
Transfer of shares shall not be registered within 60 days before an annual Shareholders' Meeting will be held, within 30 days before an extraordinary Shareholders' Meeting will be held, or within 5 days before the record date on which the Company decides to distribute dividends and bonus or any other interests.
Chapter 3 Shareholders' Meeting
Article 9
Shareholders' Meetings are composed of annual Shareholders' Meeting and extraordinary Shareholders' Meeting. Annual Shareholders' Meeting shall be held once each year within 6 months after the end of each fiscal year. Extraordinary Shareholders' Meeting shall be held legally if necessary.
Article 9-1
The Company may hold a Shareholders' Meeting by video or by any other methods as announced by the central competent authority.
Article 10
If any shareholder cannot attend a Shareholders' Meeting due to any reason, it shall issue the Power of Attorney printed by the Company, specifying the scope of authorization, for a proxy to attend the meeting.
Article 10-1
If a Shareholders' Meeting is convened by the Board of Directors, the chairman shall serve as a chairperson. If the chairman fails to attend the meeting due to any reason, the chairperson shall be determined in accordance with the related provisions of the Company Act. If a Shareholders' Meeting is convened by a party with power to convene other than the Board of Directors, the convening party shall serve as a chairperson. If there are two or more such convening parties, a chairperson shall be elected among them.
Article 11
The Company's shareholders shall be entitled to one voting right per share, except for the shareholders whose voting rights are restricted or who have no voting rights under the Company Act.
Article 12
Unless otherwise provided for in the Company Act, a resolution of Shareholders' Meeting shall be approved by more than half of the voting rights represented by the shareholders present at the meeting attended by the shareholders representing over half of the total number of issued shares.
Chapter 4 Directors and Audit Committee
Article 13
The Company has 7 to 9 directors, with a tenure of three years, all of whom are elected by adopting candidate nomination system. Competent persons are elected by the Shareholders' Meeting as directors, and the same persons may be re-elected. The total number of shares held by the all of the said directors shall comply with the he Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies issued by competent authority.
Article 13-1
Among the said directors of the Company, there shall be no less than 3 independent directors, which shall account for no less than one-fifth of all directors. Candidate nomination system shall be adopted, and independent directors shall be elected by the Shareholders' Meeting from the List of Independent Director Candidates. The
professional qualifications, shareholding, restriction on concurrent positions, and nomination and election methods of, and other provisions that shall be complied with regarding, independent directors shall be subject to the relevant regulations of competent securities authority.
Article 13-2 The Company has established an Audit Committee in accordance with Article 14-4 of the Securities and Exchange Act. Exercise of powers by and the matters related to the Audit Committee and its members shall be subject to the relevant laws and regulations of competent authority.
Article 14 The Board of Directors is composed of directors. One chairman and one vice chairman shall be elected from them respectively as approved by more than half of the directors present at the meeting attended by over two-thirds of all directors. The chairman shall represent the Company to the external.
Article 15 The Company's business policies and other important matters shall be resolved by the Board of Directors. Except for the first meeting of each Board of Directors which shall be held in accordance with Article 203 of the Company Act, the chairman shall convene and serve as a chairperson for the meetings of the Board of Directors. If the chairman cannot perform its duties, the vice chairman shall perform the same for him/her; If the vice chairman also is on leave or cannot perform the duties due to any reason, the chairman shall designate a director to perform the same and, in case of chairman's failure to do so, a chairperson shall be elected by directors from themselves.
Article 15-1 For holding a Board of Directors' meeting, the reasons for holding such meeting shall be specified, and directors shall be notified in writing or by e-mail or fax 7 days in advance. However, in case of any emergency, a meeting may be convened at any time in writing or by e-mail or fax. If any director attends a meeting by means of video, he/she shall be deemed as attending the meeting in person. In case of any director's failure in attending a Board of Directors' meeting due to any reason, he/she shall issue a Power of Attorney, specifying the scope of authorization with respect to the reasons for the meeting, to entrust another director to attend the meeting as a proxy. A proxy under the preceding paragraph may accept proxy request from one director only.
Article 16 For performance of duties for the Company, the Company shall pay a fixed amount of remuneration to its directors (including independent directors), regardless of its operating profits or losses.
The remuneration to the Company's directors (including independent directors) shall be resolved by the Remuneration Committee, and then submitted to the Board of Directors for discussion and resolution, and shall be determined through negotiation based on the degree of their participation in, and the value of their contribution to, the Company's operation.
The Company's shareholders or directors serving as managerial persons or employees shall be deemed as ordinary employees who shall receive salaries. The Company shall purchase liability insurance for directors and managerial personnel.
Article 16-1 The Board of Directors is authorized to determine the remuneration of the members of the Company's Audit Committee and Remuneration Committee.
Chapter 5
Managerial Personnel
Article 17 The Company has one general manager. The appointment, dismissal and remuneration of the general manager shall be subject to Article 29 of the Company Act.
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Chapter 6 Accounting
Article 18 The Company shall, by the end of each fiscal year, have its Board of Directors to prepare the following documents and submit the same at annual Shareholders' Meeting for approval:
I. Business Report.
II. Financial Statements.
III. Proposal for distribution of earnings or recovery of losses.
Article 19 If the Company has profits in a year, it shall withdraw no less than 7% from the profits as employees' profit-sharing as resolved by the Board of Directors. Of this amount, 20% to 30% should be distributed to basic-level employees. However, an amount shall be set aside to cover the Company's accumulated losses first.
The said employees' profit-sharing may be paid in the form of stock or cash, and the payees may include the employees of the Company's affiliates who meet the conditions formulated by the Board of Directors. The Board of Directors is authorized to determine the conditions for obtaining such employees' profit-sharing and its payment methods.
The matters specified in the preceding two paragraphs shall be resolved by the Board of Directors, and shall be reported to the Shareholders' Meeting.
Article 19-1 If there are current after-tax net profits in the Company's annual final accounts, the Company shall use such profits to recover any accumulated losses (including adjusted undistributed earnings), and withdraw 10% from the profits as statutory surplus reserve in accordance with laws, unless statutory surplus reserve reaches the Company's total paid-in capital. Then the Company shall withdraw or reverse special surplus reserve in accordance with laws or competent authority's regulations. If there are remaining earnings thereafter, the Board of Directors shall make earning distribution proposal for such earnings and opening undistributed earnings (including adjusted undistributed earnings) and submit it to the Shareholders' Meeting for a resolution on distribution of dividends and bonuses to shareholders.
The Company authorizes the Board of Directors to pay the dividends and bonuses, capital reserve or statutory surplus reserve that shall be distributed, in cash fully or partially as resolved by more than half of the directors present at the meeting attended by over two-thirds of all directors, in accordance with the Company Act, and to report the same to the Shareholders' Meeting, and the provision concerning the resolution of the Shareholders' Meeting specified in the preceding paragraph shall not apply.
The Company distributes earnings or recovers losses after the end of each accounting year in accordance with the Company Act. Upon distribution of earnings, the Company shall first estimate and retain the taxes payable, recover losses in accordance with laws, and withdraw statutory surplus reserve, unless statutory surplus reserve reaches the Company's paid-in capital. For the purpose of this paragraph, if earnings will be paid in cash, it shall be resolved by the Board of Directors; if earnings will be paid by issuance of new shares, it shall be resolved by the Shareholders' Meeting in accordance with regulations.
The Company's dividend policies are determined by considering its needs for capital, financial structure and earnings, etc. based on the overall environment and characteristics of industrial growth. Since the Company needs to invest money to make investment, research and development to create competitive advantages, and take into account shareholders' interests and other factors, it distributes the amount no less than 50% of the after-tax profits of current year to shareholders as dividends and bonuses; Such dividends and bonuses shall be
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distributed to shareholders in cash or by stocks, and cash dividends shall be no less than 30% of the total dividends.
Chapter 7 Bylaws
Article 20 Any matters not specified herein shall be subject to the Company Act.
Article 21 These Articles of Association were formulated on May 2, 1992.
The 1st amendment was made on May 24, 1995.
The 2nd amendment was made on June 5, 1998.
The 3rd amendment was made on May 15, 1999.
The 4th amendment was made on June 15, 2000.
The 5th amendment was made on April 30, 2001.
The 6th amendment was made on May 21, 2002.
The 7th amendment was made on May 23, 2003.
The 8th amendment was made on May 27, 2004.
The 9th amendment was made on June 10, 2005.
The 10th amendment was made on June 9, 2006.
The 11th amendment was made on June 13, 2007.
The 12th amendment was made on June 13, 2008.
The 13th amendment was made on June 10, 2009.
The 14th amendment was made on June 15, 2010.
The 15th amendment was made on June 24, 2011.
The 16th amendment was made on June 19, 2013.
The 17th amendment was made on June 18, 2015.
The 18th amendment was made on June 15, 2016.
The 19th amendment was made on June 15, 2017.
The 20th amendment was made on June 15, 2018.
The 21st amendment was made on June 14, 2019.
The 22nd amendment was made on June 15, 2022.
The 23rd amendment was made on June 13, 2024.
The 24th amendment was made on May 27, 2025.
JPC connectivity Inc.
Chairman: Shu-Mei Chang
【Appendix II】
JPC connectivity Inc.
Rules of Procedure for Shareholders' Meeting
I. The Company's Shareholders' Meeting shall be subject to these rules.
II. Unless otherwise stipulated by laws or regulations, the Company's Shareholders' Meeting shall be convened by the Board of Directors.
Any changes in the method for holding a Company's Shareholders' Meeting shall be resolved by the Board of Directors and shall be made before sending Shareholders' Meeting notices at the latest.
The Company shall specify, in the Meeting Notice, the time for accepting the sign-in of shareholders, solicitors and entrusted agents (hereinafter referred to as "shareholders"), sign-in place and other notes.
The sign-in mentioned in the preceding paragraph shall be completed at least 30 minutes prior to the meeting commencement time. There shall be clear marks and a sufficient number of suitable persons appointed to handle sign-in-related affairs at the sign-in place. For a Shareholders' Meeting to be held via video, shareholders shall sign in on the video conference platform of Shareholders' Meeting 30 minutes prior to the meeting commencement time, and those completed sign-in shall be deemed as attending the meeting personally.
Shareholders shall attend a Shareholders' Meeting based on attendance cards, sign-in cards, or other certificates of attendance. A solicitor of Power of Attorney shall present identification documents for verification.
The Company shall offer a sign-in book for attending shareholders to sign in, or attending shareholders may submit sign-in cards in lieu of sign-in. The number of shares represented by the shareholders present shall be calculated according to sign-in book or the sign-in cards submitted.
If a Shareholders' Meeting will be held by video conference, any shareholder intending to attend the meeting by video conference shall register with the Company's stock affairs service agency at least 2 days before the meeting.
If a Shareholders' Meeting will be held by video conference, the Company shall upload the agenda, annual report and other related information to the video conference platform of Shareholders' Meeting at least 30 minutes before the meeting and shall continue to disclose them until the end of the meeting.
If the Company holds a Shareholders' Meeting by video, the total shares represented by the shareholders present shall be disclosed on video conference platform upon announcement of the opening of the meeting. The same shall apply if the total number of shares represented by the shareholders present and the number of their voting rights are calculated separately during the meeting.
II-1 If the Company intends to hold a Shareholders' Meeting by video, the following items shall be specified in the Shareholders' Meeting notice:
i. The method for shareholders to attend the video conference and exercise their rights.
ii. The method for dealing with any obstacles related to the video conference platform or obstacles to attending the meeting by video caused by any natural disasters, accidents or other force majeure events, shall at least include the following:
a. The time to which the meeting must be postponed or when it shall be resumed if the above-mentioned obstacles cannot be eliminated by then, and the date to which the meeting will be postponed to or when it will be resumed.
b. Shareholders who have not registered for the original Shareholders' Meeting via video shall not attend the postponed or resumed meeting.
c. If a Shareholders' Meeting is held and the video part of the meeting cannot be resumed, the meeting shall continue if the total number of shares represented by the shareholders attended in person reaches the quorum for holding a Shareholders' Meeting after deducting the number of shares represented by the shareholders attended via video. The number of shares represented by the shareholders attended via video shall be included in the total number of the shares represented by the shareholders present, and it shall be regarded as abstention regarding all the resolutions at this Shareholders' Meeting.
d. The method for dealing with any situation where the results of all the motions have been announced without extraordinary motion made.
iii. Appropriate alternative measures for the shareholders who have difficulty in attending the meeting via video.
III. Attendance and voting at a Shareholders' Meeting shall be calculated based on the number of shares.
The number of shares represented by the shareholders present shall be the number of shares specified in the sing-in book or sign-in cards submitted and the number of shares represented by the shareholders signed in on video conference platform, plus the number of shares represented by the shareholders exercised voting rights in writing or electronically.
The chairperson shall announce opening of a meeting immediately on meeting time, and shall announce the number of shares without voting rights and the number of shares represented by the shareholders present.
IV. A Shareholders' Meeting shall be held at the place where the Company locates or a place that is convenient for shareholders to attend and suitable for holding a Shareholders' Meeting. A meeting may begin no earlier than 9:00 a.m. and no later than 3:00 p.m. The Company shall not be subject to the restrictions on the meeting place as specified in the preceding paragraph if it holds a video Shareholders' Meeting.
V. If a Shareholders' Meeting is convened by the Board of Directors, the chairman shall serve as a chairperson. If the chairman is on leave or cannot perform the duties due to any reason, the vice chairman shall perform the same for him/her. If there is no vice
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chairman or the vice chairman also is on leave or cannot perform the duties due to any reason, the chairman shall designate a director to perform the same and, in case of chairman's failure to do so, a chairperson shall be elected by directors from themselves. For the purpose of the preceding paragraph, if a managing director or a director serves as chairperson, the managing director or director shall be the one who has held that position for 6 months or more and understands the Company's financial and business status. The same shall apply if a representative of a corporate director serves as chairperson.
If a Shareholders' Meeting is convened by a party with power to convene other than the Board of Directors, the convening party shall serve as a chairperson. If there are two or more of such convening parties, a chairperson shall be elected among them.
VI. The Company may appoint its attorneys, CPAs, or related persons to attend a Shareholders' Meeting. The personnel dealing with the affairs related to a Shareholders' Meeting shall wear identification cards or arm bands.
VII. The Company shall, starting from the time when it accepts shareholder's sign-in, make an uninterrupted audio and video recording of and throughout the shareholders' sign-in course, proceeding of the meeting, voting and vote counting course.
The audio and video records specified in the preceding paragraph shall be kept for at least 1 year. However, if any shareholder files a lawsuit in accordance with Article 189 of the Company Act, they shall be kept until conclusion of the litigation.
If a Shareholders' Meeting is held by video conference, the Company shall make uninterrupted audio and video recording of shareholder's registration, sign-in, questioning, voting and vote counting results. The Company is required to securely retain and provide the entrusted party handling video conference affairs with audio and video recordings for the duration of its existence.
If a Shareholders' Meeting is held by video conference, the Company shall make audio and video records of the background operation interfaces of the video conference platform.
VIII. The chairperson may announce a postponement only if shareholders representing less than half of the total number of issued shares are present, provided that there shall be no more than two postponements and the postponed time shall be no more than one hour in total. If the shareholders representing less than one-third of the total number of issued shares are present after two postponements, the chairperson shall announce adjournment. If a Shareholders' Meeting is held by video conference, the Company shall announce such adjournment on the video conference platform of Shareholders' Meeting separately. If the quorum is not met after two postponements as specified in the preceding paragraph, but shareholders representing over one-third of the total number of issued shares are present, a tentative resolution may be made in accordance with Paragraph 1 of Article 175 of the Company Act, and all shareholders shall be notified of the tentative resolution, and another Shareholders' Meeting shall be held within 1 month. If the Shareholders' Meeting will be held by video conference, a shareholder who intends to attend the meeting by video shall re-register with the Company again according to Article 2.
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IX. If a Shareholders' Meeting is convened by the Board of Directors, the meeting agenda shall be formulated by the Board of Directors. The meeting shall proceed according to the agenda, which shall not be changed without a resolution of the Shareholders' Meeting. The said provisions shall apply if a Shareholders' Meeting is convened by a party with the power to convene other than the Board of Directors. The chairperson shall not announce adjournment of the meeting without a resolution before the discussion specified in the said agenda is finished. After the adjournment of a meeting, shareholders shall not separately elect another chairperson to continue the meeting at the same place or different place, unless otherwise stipulated by laws.
X. Before speaking, a 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 will speak shall be determined by the chairperson. A shareholder present who submitted a speaker's slip but did not speak shall be deemed to have not given a speech. In case of any discrepancy between the contents of a speech and that specified in a speaker's slip, the former shall prevail.
When a present shareholder is speaking, other shareholders shall not speak or interrupt unless they have sought and obtained consent from the chairperson and the speaking shareholder. The chairperson shall stop any violation.
If a Shareholders' Meeting is held by video conference, the shareholders attending the meeting by video may ask questions in text form on the video conference platform of Shareholders' Meeting after the chairperson has announced the opening of the meeting and before the closure of the meeting. Maximum of 2 questions can be raised for each proposal and each question shall be limited to 200 words, and paragraphs 1 to 3 shall not apply.
If the question specified in the preceding paragraph does not violate regulations or exceed the scope of a proposal, it shall be disclosed on the video conference platform of Shareholders' Meeting for it to be known by the public.
XI. A shareholder shall not speak on the same proposal for more than two times and each speech shall not exceed 5 minutes, unless otherwise approved by the chairperson. The chairperson shall stop any violator of the aforementioned provision or the speech that exceeds the scope of the proposal.
XII. When a legal entity is entrusted to attend a Shareholders' Meeting, only one representative may be appointed by the said legal entity. If a legal entity appoints more than one representative to attend the Shareholders' Meeting, only one person may speak on each proposal.
XIII. After an attending shareholder has spoken, the chairperson may reply personally or designate relevant personnel to do so.
XIV. The chairperson may announce the cessation of discussion of a proposal when he/she deems that a sufficient level of deliberation has been reached and proceed to a vote.
XV. The scrutineers and vote counters for proposals shall be appointed by the chairperson, with the condition that the scrutineers must be shareholders.
For voting or election at a Shareholders' Meeting, votes shall be counted in the place of
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the Shareholders' Meeting in a public way, and voting results shall be announced on the spot after vote counting has been completed, including calculated votes, list of the elected directors and the number of votes that they received, list of unsuccessful candidates and the number of votes that they received, and the same shall be made into records.
The votes for the election referred to in the preceding paragraph shall be sealed with the signatures of the scrutineers and be kept in proper custody for at least 1 year. However, if any shareholder files a lawsuit in accordance with Article 189 of the Company Act, they shall be kept until conclusion of the litigation.
XVI. While the meeting is in progress, the chairperson may announce a break at an appropriate time.
XVII. Unless otherwise stipulated in the Company Act and the Articles of Association, voting on a proposal shall be approved by over half of the voting rights represented by the shareholders present.
Proposals made at the Shareholders' Meeting, including temporary motions and amendments to original proposals, shall be voted on by using ballots and adequate voting time shall be arranged.
Shareholders shall vote after the chairperson or designated person has announced the total number of the voting rights represented by the shareholders present, and the affirmative, dissenting and abstention results shall be entered on MOPS on the same day the Shareholders' Meeting is held.
XVII-1. If a proposal has an amendment or alternative, the chairperson shall determine the order in which they shall be voted together with the original proposal. If any proposal among them is approved, other proposals shall be deemed as rejected and no further voting will be required.
XVII-2. If the Company holds a Shareholders' Meeting by video, the shareholders attending the meeting by video shall vote for various proposals and election through the video conference platform of Shareholders' Meeting after the chairperson has announced opening of the meeting. Such voting shall be completed before the chairperson announces the closure of the voting, and any overdue vote shall be deemed as abstention. If a Shareholders' Meeting is held by video conference, votes shall be calculated at one time after the chairperson announces the closure of voting and results shall be announced.
If a shareholder who has registered to attend the meeting via video under Article 2 intends to attend the meeting physically, he/she shall cancel the registration 2 days before the meeting in the same way as he/she had registered. In case of overdue cancellation, the shareholder may attend the meeting via video only.
If a shareholder attending a Shareholders' Meeting via video has exercised voting rights in writing or electronically and has not canceled his/her intention, he/she shall not exercise voting rights again on, or propose any amendment to, the former proposal or exercise voting rights on such amendment, except for extempore motion.
XVII-3. When the Company holds a video Shareholders' Meeting, the chairperson and recording
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persons shall be at the same place in domestic, and the chairperson shall announce the address of such place when the meeting is held.
XVII-4 If a Shareholders’ Meeting is held by video conference, the chairperson or designated person shall, upon announcement of the opening of the meeting, separately announce that the meeting shall be postponed no more than 5 days or shall resumed within 5 days, and Article 182 of the Company Act shall not apply, if any obstacle related to the video conference platform or to attending the meeting by video caused by any natural disasters, accidents or other force majeure events lasts for more than 30 minutes before the chairperson announces adjournment of the meeting, except for the situation that adjournment of meeting or assumed meeting is not required as specified in paragraph 4 under Article 44-20 of the Regulations Governing the Administration of Shareholder Services of Public Companies.
In case of postponed or resumed meeting as specified in the preceding paragraph, the shareholders who have not registered for the original Shareholders' Meeting via video shall not attend the postponed or resumed meeting.
Where a meeting is postponed or resumed under paragraph 1, if a shareholder who has registered for the original Shareholders' Meeting via video and have signed in does not attend the postponed or resumed meeting, the shares represented, the voting and election rights already exercised, by that shareholder at the original meeting shall be included and calculated in the total shares and the number of voting and election rights represented by the shareholders attending the postponed or resumed meeting.
If a Shareholders’ Meeting is postponed or resumed under paragraph 1, a proposal for which voting and votes accounting have been completed and voting results or the list of elected directors have been announced in the original meeting may not be discussed or resolved again.
If the Company holds a video Shareholders’ Meeting, in the event of failure in proceeding the video part of the meeting under paragraph 1, the Shareholders’ Meeting shall proceed, without the necessity to adjourn or resume the meeting according to paragraph 1, if the total shares represented by the shareholders present reach the quorum for holding a Shareholders’ Meeting after deducting the shares represented by the shareholders attending the meeting by video.
If a meeting shall proceed as specified in the preceding paragraph, the shares represented by shareholders attending via video shall be included and calculated into the total shares represented by the shareholders attending the meeting, but their votes shall be deemed as abstention on all of the proposals made at the meeting.
If the Company adjourns or resumes a Shareholders’ Meeting under paragraph 1, it shall make preparation based on the original meeting date and such provisions in accordance with paragraph 7 under Article 44-20 of the Regulations Governing the Administration of Shareholder Services of Public Companies.
The Company shall handle it based on the postponed or resumed meeting date specified in paragraph 1 during period specified in the paragraph(s) after Article 12 and paragraph 3 under Article 13 of the Regulations Governing the Use of Proxies for Attendance at
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Shareholder Meetings of Public Companies and in the paragraph 2 under Article 44-5, Article 44-15, and paragraph 1 under Article 44-17 of the Regulations Governing the Administration of Shareholder Services of Public Companies.
XVIII. The resolutions of a Shareholders’ Meeting shall be made into meeting minutes. The meeting minutes shall be signed or affixed with seal by the chairperson and shall be distributed to shareholders 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 by means of a public announcement made on MOPS after issuance of shares in a public way.
If a Shareholder’s Meeting is held by video conference, meeting minutes shall specify the opening and ending time of the meeting, meeting holding method, name of the chairperson and meeting recorder, and the method for dealing with any obstacles related to the video conference platform or to attending the meeting by video caused by any natural disasters, accidents or other force majeure events and the situation thereafter, in addition to the matters that shall be recorded as specified in the preceding paragraph.
If the Company holds a video Shareholders’ Meeting, it shall specify, in the meeting minutes, the alternative measures offered to the shareholders who have difficulty in attending the meeting by video, in addition to complying with the preceding paragraph. If a Shareholder’s Meeting is held by video conference, the Company shall, after ending of the vote, disclose the results of all proposals and elections in real time on the video conference platform of Shareholders’ Meeting and for another 15 minutes minimum after the chairperson announces the closure of the meeting.
XIX. The chairperson may direct proctors or security to provide assistance in maintaining the order at the meeting venue. Proctors or security shall wear arm bands bearing the words “Proctor” at the meeting venue.
XX. Any matters not specified herein shall be subject to the Company Act, the Securities and Exchange Act, the Company’s Articles of Association and other relevant regulations.
XXI. These Rules shall be published and implemented after they have been reviewed by the Board of Directors and approved by the Shareholders’ Meeting, and the same provisions shall apply to any amendment.
XXII. These Rules were formulated on April 30, 2001.
The 1st amendment was made on May 21, 2002.
The 2nd amendment was made on March 27, 2013.
The 3rd amendment was made on June 26, 2023.
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【Appendix III】
JPC connectivity Inc.
The Number of Shares that Directors Hold
I. Subject to the Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies, the statutory share ownership of the Company's current directors is calculated as follows:
There are 122,085,882 shares registered in the Company's Shareholder Register as of March 28, 2026. The Company elected two or more independent directors at the same time. Such share ownership of all directors and supervisors other than independent directors as calculated in accordance with the regulations was decreased to 80%. If a public company has established an audit committee in accordance with these Rules and Review Procedures, the provision that the share ownership of supervisors shall not be less than a certain ratio shall not apply.
The statutory share ownership of the Company's all directors is as follows:
| Title | Statutory minimum share ownership | Number of shares (held by all non-independent directors) registered in the Company's Shareholder Register as of Mar 28, 2026 |
|---|---|---|
| Director | 8,000,000 shares | 41,485,980 shares |
II. The share ownership of the Company's all directors is as follows:
| Title | Name | As of the closing date for stock transfer, i.e., Mar 28, 2026 | |
|---|---|---|---|
| Number of shares held | Shareholding ratio | ||
| Chairman | Shu-Mei Chang | 18,472,480 | 15.13% |
| Vice Chairman | Mega Power Investments Ltd. | ||
| Representative: Cin-Chih Jiang | 2,295,750 | 1.88% | |
| Director | Tone Investments Ltd. | ||
| Representative: Yu-Ling Tsai | 4,563,000 | 3.74% | |
| Director | Top Point Investment Ltd. | ||
| Representative: Ming-Kung Yang | 6,144,750 | 5.03% | |
| Director | FSP Technology Inc. | ||
| Representative: Ming-Hsiang Cheng | 10,010,000 | 8.20% |
| Title | Name | As of the closing date for stock transfer, i.e., Mar 28, 2026 | |
|---|---|---|---|
| Number of shares held | Shareholding ratio | ||
| Independent Director | Chih-Feng Lin | - | - |
| Independent Director | Shu-Ling Wang | - | - |
| Independent Director | Wei-Chu Hsu | - | - |
| Independent Director | Yen-Ping Chi | - | - |
| Total number of shares held by all non-independent directors | 41,485,980 | 33.98% |
The share ownership of all individual directors as specified in the Shareholder Register as of this closing date for stock transfer determined by the shareholders' meeting complies with the standards specified in the Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies.
【Appendix IV】
Explanation for other matters
I. Explanation on the handling of the proposals made by shareholders at this annual Shareholders' Meeting:
Description:
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Subject to Article 172-1 of the Company Act, shareholders who hold over 1% of the total number of the Company's issued shares may make proposals to the Company in writing at its annual Shareholders' Meeting. Each shareholder may make one proposal only, which including punctuation marks cannot exceed 300 words, otherwise the proposal will not be included. The shareholders who make proposals shall attend annual Shareholders' Meeting personally or by proxy, and shall participate in the discussion on such proposals.
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The Company shall accept shareholders' proposals at its annual Shareholders' Meeting of current year during the period from March 18, 2026 to March 27, 2026, and shall make announcement on MOPS in accordance with laws.
-
The Company has not received any proposal from shareholders.
AI Datacenter / Networking / Telecom
High Power Smart Connection Industry
Electronic Products
JPC connectivity
www.jpcco.com