KINSUS - AGM Information 2021 | FinancialReports.eu

Stock Code: 3189

(Translation – In case of any discrepancy between the Chinese and English versions, the Chinese version shall prevail.)

KINSUS INTERCONNECT TECHNOLOGY CORP.

Handbook for the 2021 Annual Meeting of Shareholders

Meeting Date: May 28[th] , 2021

Place: No. 1245, ZhongHua Rd., XinWu Dist., Taoyuan City (i.e. Kinsus Shih-Lei plant staff cafeteria)

(Translation – In case of any discrepancy between the Chinese and English versions, the Chinese version shall prevail.)

I. Meeting Procedure…………………………………………………………….
II. Meeting Agenda………………………………………………………………
1. Items to be reported……………………………………………………………………….
2. Items to be approved………………………………………………………………………
3. Items to be discussed and resolved by shareholders……………….………………..….
4. Questions and Motions……………………………………………………………..
III. Attachment
1. The 2020 Business Report…………………………………………………………….....
2. Audit Committee’s Review Report……………………………………………………….
3. The 2020 financial statements accompanied with an audit report…………….....……….
4. The distribution schedule of 2020 earnings……………………….…………………
5. Comparison for amendment to Rule for Electing Directors…..………………………….
IV. Reference
1. Rules of Procedure for Shareholder Meetings………………………………………..
2. Articles of Incorporation …………………………………………………………………
3. Rule for Electing Directors……………………………………..…………………….
4. Current Shareholding by Directors……………………………………..…………….......
5. Other Information………………………………………………………………………...

Page
1
2
3
3
4
13
14
18
19
40
41
46
49
55
57
58

(Translation – In case of any discrepancy between the Chinese and English versions, the Chinese version shall prevail.)

Kinsus Interconnect Technology Corp.

Procedure for the 2021 Annual Meeting of Shareholders

I. Chairperson Declares the Starting of the Meeting
II. Chairperson’s Opening Statements
III. Items To Be Reported
IV. Items To Be Approved
V. Items To Be Discussed and Resolved and The Election
VI. Other Questions and Motions
VII. Adjournment

(Translation – In case of any discrepancy between the Chinese and English versions, the Chinese version shall prevail.)

Kinsus Interconnect Technology Corp. Agenda for the 2021 of Annual Meeting of Shareholders

Time: 9:00 a.m., May 28[th] (Friday), 2021

Place: No. 1245, ZhongHua Rd., XinWu Dist., Taoyuan City (Kinsus Shih-Lei plant staff cafeteria)

I. Chairperson Declares the Starting of the Meeting
II. Chairperson’s Opening Statements
III. Items To Be Reported
2020 Business Report
Audit Committee’s Review Report on the 2020 Financial Statements
To report 2020 Employees’ and directors’ Compensation
The Distribution of 2020 Profits.
IV. Items To be Approved
To approve 2020 Business Report, Consolidated Financial Statements and Parent-companyonly Financial Statements (Proposed by the Board of Directors)
To approve the proposal for 2020 earnings distribution (Proposed by the Board of Directors)
V. Items to Be Discussed and Resolved and The Election
To Amend the Company’s Article of Rule for Electing Directors (Proposed by the Board of Directors)
Re-election of all directors. (Proposed by the Board of Directors)
Release the newly re-elected directors from prohibition of non-compete (Proposed by the Board of Directors)
VI. Other Questions and Motions
VII. Adjournment

I. Items To Be Reported

The 2020 Business Report

Explanatory Notes: Please refer to Attachment I. (Page 14 to 17)

Audit Committee’s Review Report on the 2020 Financial Statements

Explanatory Notes: Please refer to Attachment II. (Page 18)

To report 2020 Employees’ and directors’ Compensation

Explanatory Notes:

a. Base on the Company’s the Article of Incorporation, article 24, proposed to be amended by the Board of Directors, the Company’s employees’ and directors’ compensation shall be at no less than 10% and no more than 1% of the ‘‘income before tax and employees’ and directors’ compensation’’, respectively, if profits in current year is made.
b. The Company’s board of directors has resolved to pay out 2020 directors’ and employees’ compensation in amount of NT$4,313,054 and NT$70,857,313, respectively, if profits in current year is made.
To report the 2020 Earnings Distribution of dividends.

Explanatory Notes:

a. Based on the Company’s Article of Incorporation, article 24-1, authorize the Company’s board of directors has resolved to pay out cash dividend NT$1 per share in amount of NT$450,847,375.
b. Please include in other income of the company, if too trivial to one NT dollar, to specific shareholders. The measurement date will be decided by the Board of Directors under the authorization.
c. Please authorize the Board of Directors to adjust, in good faith, the ratio of dividend per share, based on the shares outstanding on the record date for distribution, to the extent of no change in the resolved total amount to be distributed to shareholders.

II. Items To Be Approved

To approve 2020 Business Report, Consolidated Financial Statements and ParentCompany-Only Financial Statements (Proposed by the Board of Directors)

Explanatory Notes:

a. The Company’s Business Report, Consolidated Financial Statements and ParentCompany-Only Financial Statements have been reviewed by Audit Committee and

hereby proposed for the shareholders’ approval. Among these documentations, the Parent-Company-Only Financial Statements and Consolidated Financial Statements have been audited by Ernst & Young.

b. For details, please refer to page 14-17 of Attachment I and page 19-39 of Attachment III to the Meeting Handbook.

Resolution:

To approve the proposal for 2020 earnings distribution (Proposed by the Board of Directors)

Explanatory Notes:

a. The Company makes the earnings distribution in accordance with its Articles of Incorporation based on total distributable earnings of NT$10,831,155,699, composed of 2020 net income of NT$541,914,435, other comprehensive income of actuarial loss from defined benefit plans of NT$(8,835,439), employee restricted share adjusted amount of NT$83,111, special reserve of NT$(53,316,211) and reverse prior years' unappropriated earnings of NT$2,389,274.
b. The 2020 earnings distribution table is shown in Attachment IV (page 40) to the Meeting Handbook for reference.

Resolution:

III. Items To Be Discussed and Resolved and The Election

Amendment to the Company’s Article of Rule for Electing Directors (Proposed by the Board of Directors)

Explanatory Notes: The Company amended “Rule for Electing Directors” in compliance with the order of Taiwan-Stock-Exchange-Auditing-1090009468 of the Taiwan Stock Exchange announced on June 3rd, 2020. For comparison table, please refer to Attachment V. (Page 41-45).

Resolution:

Re-election of all directors. (Proposed by the Board of Directors)

Explanatory Notes:

a. The Company’s 7[th] directorship will expire at May 28[th] , 2021. The Company should submit a proposal of re-electing all of 9 directors, including 3 independent directors, to the annual shareholders’ meeting in accordance with article 15 of the Company’s

Charter.

b. The term for the newly 8[th] directorship, including independent directors, would be a 3-year period starting from the date of re-election at 2021 shareholders’ meeting, i.e. from May 28[th] , 2021 to May 27[th] , 2024. The old directors shall resign at the date when new directors are elected.
c. The Company shall adopt a candidate nomination method for its re-election of directors which election by shareholder according to the Company’s Charter. A list and details of candidates nominated is as below.

List of Director Candidates (Total 6)

Name	Education	Experience	Currently serving	Shareholding When Elected
Tong, Zi-Xian	Computer and Communication Engineering /Taipei Tech, Honorary Doctor of Engineering/ Taipei Tech	Chairman of Pegatron Corp., Vice President of Asustek Computer Corporation	The Company’s Chief Strategy Officer Chairman: Pegatron Corp.(also the Executive CEO), Pegavision Corp., Kinsus Investment, Lumens Digital Optics Inc., ASUS INVESTMENT CO., LTD., ASUSPOWER INVESTMENT CO., LTD., ASUSTEK INVESTMENT CO., LTD., Ri-Kuan Metal Corporation, Aquamax Corporation, Fisfisa Media Co., Ltd. Director: Asrock Inc., Azurewave Technologies, Inc., FuYang Technology Corp., Hua Yuan Investment, AS Fly Travel Service, Hua Wei Investment, Pega International Limited, Casetek Holdings Limited(Cayman), Pegatron Holding Ltd., Unihan Holding Ltd.,	200,000

			Magnificent Brightness Ltd., Casetek Holdings Ltd., Protek Global Holdings Ltd., Digitek Global Holdings Ltd., Kinsus Corp. (USA), Pegatron Holland Holding B.V., Powtek Holdings Limited, Cotek Holdings Limited, Grand Upright Technology Limited, Aslink Precision Co., Ltd., Q Place Creative Inc., Alliance Culture Foundation, Hanguang Education Foundation, Lung Yingtai Cultural Foundation, Huang Da-fu Medical Education Promotion Foundation, Fair Winds Foundation, Relations Across the Taiwan Straits Development Research Foundation, Fullfoods Foundation, Bulareyaung Dance Company Foundation, National Chung-Shan Institute of Science & Technology, Cloud Gate Culture And Arts Foundation. President: Chinese Cultural and Creative Development Association, Taipei Computer Association. Vice President: Monte Jade Science & Technology Association. Supervisor: Ministry of Culture National Performing Arts Center.
Guo, Ming-	National Taipei	CEO of Kinsus	Chairman:	906,795

Dong	Institute of Technology	Interconnect Technology Corp.	Kinsus Interconnect Technology Corp., Kinsus Corp.(USA) Director: Kinsus Holding(Samoa) Limited, Kinsus Holding (Cayman) Limited, Piotek Holding Ltd., Piotek Holdings Ltd.(Cayman), Piotek (HK) Trading Limited. Director (Corporate representative): Kinsus Investment, Pegavision Corp.
Liao, Sih- Jheng	Bachelor degree in Industrial and Business Management / Tatung Institute of Technology, Honorary Doctor of Business / Tatung University	Chief Operating Officer of Pegatron Corp., Senior Vice President of Unihan Corp.	President & CEO: Pegatron Corp President: Pegatron Japan Inc. Director: AMA Precision Inc., Asuspower Corporation, Asuspower Investment Co., Ltd., KAEDAR Electronics (KUNSHAN) Co.,Ltd. Executive Director: KAI CHUAN Electronics(CHONGQING) Co.,Ltd. Supervisor: FuYang Technology Corp.	0
Chen, He-Xu	Physics/Qinghua Univ.	General Manager of Kinsus Interconnect Technology Corp.	Chairman: Kinsus Interconnect Technology Corp. Director(Corporate representative): Pegavision Corp, FuYang Technology Corp.	351,002
ASUSPOWER	Mechanical	General Manager	The Company’s Technical	55,556,221

Investment Rep.: Chang, Chien-Wei	Engineering / National Central University	of Kinsus Interconnect Technology Corp., PCB Equipment Design Manager of Manz Taiwan Ltd.	Director. Director(Corporate representative): FuYang Technology Corp.
ASUSTEK Investment Rep: Hu, Kuei-Chin	Department of Chemical Engineering / Chung Yuan Christian University	General Manager of Tripod Technology Corporation	The Company’s Chief Operating Officer.	58,233,091

List of independent director candidates (Total 3)

Name	Education	Experience	Currently serving	Shareholding When Elected
Chen, Jin-Cai	Master of Accounting Institute / Tamkang Univ., M.P.A / Univ. of San Francisco	President of Namchow Group	Chairman: Win Semiconductors Corp., ITEQ Corp, Chainwin Agriculture and Animal Technology (Cayman Islands) Ltd., Win-Win Venture Capital Co., Ltd., Win Earn Investment Corp., Win Chance Investment Corp., Jiangsu Chainwin Agriculture and Animal Technology Co., Ltd., Jiangsu Chainwin Kang Yuan Agriculture Development Co., Ltd., Jiangsu Merit/CM Agriculture Development Co., Ltd., Jiangsu Win Yield Agriculture Development Co., Ltd., Jiangsu Win Shine Agriculture Development Co., Ltd., Bang Mao Investment Corp., i-Chainwin Technology (Cayman Islands) Co., Ltd., Win Lux Biotech (Cayman Islands) Co., Ltd. Assistant Chairman:	0

Hiwin Technologies Corp. Director: WIN Semi USA Inc., Win Semiconductors Cayman Island Co., Ltd., Jiangsu Chung Win Agriculture Development Co., Ltd., Taipei Financial Center Corp., Mercuries Life Insurance., Phalanx Biotech Group, Inc., Win Lux Biotech Co., Ltd., i-Chainwin Technology Co., Ltd. Independent Director: Tong Hsing Electronics Industries, Ltd., Kinsus Interconnect Technology Corp., Inventec Besta Co., Ltd. Supervisor: Excellence Sporting Goods Co., Ltd., Comax Sporting Goods Co., Ltd.

Reasons for Mr. Chen to be elected as an independent director for 3 consecutive terms: As Mr. Chen possesses profound knowledges in financial/accounting profession and the practical ability of corporate governance as well as well-running business, he is competent to contribute himself and benefit significantly to the Company.

Wu,	Department of	Board	Director:
Hui-	Electronics	Director&	Taiwan Read Foundation.
Huang	Engineering/NCTU	President of
		Universal	Independent Director:
		Microelectronics	Kinsus Interconnect Technology
		Co., Ltd.,	Corp.,
		Director of	Universal Microelectronics Co.,
		Taiwan	Ltd.,
		Electrical and	Merry Corp.
		Electronic,
		Director of
		Taiwan
		Federation of
		Industry,
		Director of
		Taiwan Province
		Industry
		Association.
	Reasons for Mr. Wu to be elected as an independent director for 3 consecutive terms:
	As Mr. Wu possesses profound knowledges in electronic profession and the practical ability

of industry risk, performance management and a wealth of corporate experience, he is an important advisory object for the Board of Directors.

	of industry risk, performance management and a wealth of corporate experience, he is an important advisory object for the Board of Directors.	of industry risk, performance management and a wealth of corporate experience, he is an important advisory object for the Board of Directors.	of industry risk, performance management and a wealth of corporate experience, he is an important advisory object for the Board of Directors.	of industry risk, performance management and a wealth of corporate experience, he is an important advisory object for the Board of Directors.
Lee, Ming- Yu	Master of Accounting Institute / NCCU, CPA of ROC	Partner of Hongdao & Company, Independent Director & Member of audit committee & Member of compensation committee of Casetek Holdings Limited	Partner: Hongdao & Company Independent Director & Member of audit committee & Member of compensation committee: ASUSTEK Computer Inc. Supervisor: Arphic Technology Co., Ltd. Executive Supervisor: Taiwan Fucoidan Development Society, Taiwan Anti-Cancer Association, Taiwan Honest Social Service Association.	0
	Reasons for Mr. Lee to be elected as an independent director for 3 consecutive terms: Not applicable.

d. The election is to execute in accordance with the “The Rule for Director Election” of the Company.

Election results:

To release the newly by-elected directors from prohibition of non-compete (Proposed by the Board of Directors)

Explanatory Notes:

Pursuant to Article 209 of the Company Act, a director engaging either for himself or on behalf of another person, in the activities that are within the scope of the Company’s business shall report to and acquire an approval from the shareholders’ meeting. In the presumption that the newly-elected director’s behavior will not cause any harm to the Company, it is hereby proposed to release them from the prohibition of non-complete.

Title	Name	Current Concurrent Duties
Director	Tong, Zi-Xian	Chairman: Pegatron Corp.(also the Executive CEO), Pegavision Corp., Kinsus Investment, Lumens Digital Optics Inc., Hua Wei Investment, Hua Yu Investment, Hua Xu Investment,

		Ri-Kuan Metal Corporation, Aquamax Corporation, Fisfisa Media Co., Ltd. Director: Asrock Inc., Azurewave Technologies, Inc., FuYang Technology Corp., Hua Yuan Investment, AS Fly Travel Service, Hua Wei Investment, Pega International Limited, Casetek Holdings Limited(Cayman), Pegatron Holding Ltd., Unihan Holding Ltd., Magnificent Brightness Ltd., Casetek Holdings Ltd., Protek Global Holdings Ltd., Digitek Global Holdings Ltd., Kinsus Corp. (USA), Pegatron Holland Holding B.V., Powtek Holdings Limited, Cotek Holdings Limited, Grand Upright Technology Limited, Aslink Precision Co., Ltd., Q Place Creative Inc.
Director	Guo, Ming-Dong	Chairman: Kinsus Corp.(USA) Director: Kinsus Holding (Samoa) Limited, Kinsus Holding (Cayman) Limited, Piotek Holding Ltd., Piotek Holdings Ltd. (Cayman), Piotek (HK) Trading Limited Director (Corporate representative): Kinsus Investment, Pegavision Corp.
Director	Liao, Sih-Jheng	President & CEO: Pegatron Corp. President: Pegatron Japan Inc. Director: AMA Precision Inc., Asuspower Corporation, Asuspower Investment Co., Ltd., KAEDAR Electronics (KUNSHAN) Co.,Ltd. ExecutiveDirector:

		KAI CHUAN Electronics(CHONGQING) Co.,Ltd. Supervisor: FuYang Technology Corp.
Director	Chen, He-Xu	Director (Corporate representative): Pegavision Corp., FuYang Technology Corp.
Director	ASUSPOWER Investment Rep.: Chang, Chien- Wei	Director(Corporate representative): FuYang Technology Corp.
Independent Director	Chen, Jin-Cai	Chairman: Win Semiconductors Corp., ITEQ Corp., Chainwin Agriculture and Animal Technology (Cayman Islands) Ltd., Win-Win Venture Capital Co., Ltd., Win Earn Investment Corp., Win Chance Investment Corp., Jiangsu Chainwin Agriculture and Animal Technology Co., Ltd., Jiangsu Chainwin Kang Yuan Agriculture Development Co., Ltd., Jiangsu Merit/CM Agriculture Development Co., Ltd., Jiangsu Win Yield Agriculture Development Co., Ltd., Jiangsu Win Shine Agriculture Development Co., Ltd., Bang Mao Investment Corp., i-Chainwin Technology (Cayman Islands) Co., Ltd., Win Lux Biotech (Cayman Islands) Co., Ltd. Assistant Chairman: Hiwin Technologies Corp. Director: WIN Semi USA Inc., Win Semiconductors Cayman Island Co., Ltd., Jiangsu Chung Win Agriculture Development Co., Ltd., Taipei Financial Center Corp., Mercuries Life Insurance., Phalanx Biotech Group, Inc., Win Lux Biotech Co., Ltd., i-Chainwin Technology Co., Ltd. Independent Director: Tong Hsing Electronics Industries, Ltd., Kinsus Interconnect Technology Corp. Inventec Besta Co., Ltd. Supervisor:

		Excellence Sporting Goods Co., Ltd., Comax Sporting Goods Co., Ltd.
Independent Director	Wu, Hui-Huang	Independent Director: Universal Microelectronics Co., Ltd., Merry Corp.
Independent Director	Lee, Ming-Yu	Independent Director & Member of audit committee & Member of compensation committee: ASUSTeK Computer Inc. Supervisor: Arphic Technology Co., Ltd.

Resolution:

IV. Other Questions and Motions

V. Adjournment

Attachment I

(Translation – In case of any discrepancy between the Chinese and English versions, the Chinese version shall prevail.)

2020 Business Report

1. 2020 Business Report

The global technology industry was affected by drastic changes in 2020. Because of political relations and the impact of the COVID-19 epidemic, the structure of the technology industry, especially the semiconductor industry, has been greatly changed. Regardless of the product portfolio or the supply chain relationship, they have deviated significantly from the original business plan. After the company continues to respond and adjust, it strives to maintain a high degree of growth. In the substrate business, it grew approximately 28.14%, and the group’s consolidated revenue also grew approximately 21.37%.

The COVID-19 epidemic broke out in early 2020, and many economic activities suddenly slowed down. The IMF adjusted the global annual GDP growth to -4.9% in April. For the United States which is the world's largest market for technology products and it where the epidemic is the worst, GDP growth in 2020 is estimated to be -8.0%, which is a rare recession in history. In addition, the epidemic may be slowing down on the time course of 2021, and the global GDP growth rate in 2021 is optimistically estimated as +5.4%.

The impact of the COVID-19 epidemic finally produced completely different results in the semiconductor industry. The industry has grown significantly, but it has disrupted the balance of supply and demand for the semiconductor industry’s production capacity. Supply chain must make a substantial production capacity and product portfolio adjustments in order to survive the crisis.

According to WSTS statistics and estimates, the global semiconductor market will grow by approximately +3% in 2020, and there will still be a +6.2% growth in 2021. According to the forecast of the Industrial Technology Research Institute, the semiconductor production value in Taiwan will grow by about +12.6% in 2020, of which PC shipments will grow by +2.8%, tablet PCs will grow by +18.6%, and automotive semiconductors will grow by +6.5%, but smartphone shipments fell by about -16.0% due to the impact of the United States stepped up its technology trade war with Chian and ban for Huawei.

There are several reasons between the prosperity of the semiconductor industry and the tragic desynchronization of global GDP, which affect the company's product portfolio in the short-term, and the changes in the semiconductor industry's supply chain in the long-term.

First, the impact of the epidemic has led to a significant reduction in global population travel, and the demand for home office and remote communication has greatly increased. Business opportunities for online shopping and meal delivery are growing rapidly, and the demand for

Netcom and smart devices related to these applications increased largely.

Second, the United States' restrictions on China's technology, especially the semiconductor industry, have made the scientific and technological electronic products of the global demand for semiconductors concentrate in Taiwan. At the same time, China is also more actively developing its own semiconductor supply chain localization.

The aforementioned two large-scale semiconductor supply chains are rapidly adjusting, and they are developing in the direction of decentralized supply in the short, medium and long term. This is also the most important consideration for the company in the development and expansion of production capacity.

The Company’s revenue in parent-company-only basis totaled to NT$20,651,500 thousand in 2020, increased by 28.14 % compared to NT$16,116,157 thousand in 2019. Net income in parentcompany-only basis was NT$541,914 thousand in 2020, increased by 126.76% compared to NT$(2,025,332) thousand in 2019. The Company’s consolidated revenue totaled to NT$27,098,474 thousand in 2020, increased by 21.37% compared to NT$22,327,410 thousand in 2019. The consolidated net income was NT$929,443 thousand in 2020, increased by 147.73% compared to NT$(1,947,268) thousand in 2019. The decline in operating profit and net income mainly caused by lower ratio of utilization in Xinfeng Factory.

(In Thousands of New Taiwan Dollars Except for Earnings Per Share)

Account (Inparent-company-onlybasis)	2020	2019	Growth Rate (%)
Operatingrevenues	20,651,500	16,116,157	28.14%
Grossprofit	3,058,264	1,106,605	176.36%
Operatingincome(loss)	241,446	(1,917,952)	112.59%
Pre-tax income(loss)	541,914	(2,025,681)	126.75%
Net income(loss)	541,914	(2,025,332)	126.76%
Earnings(loss) per share(in NT$)	1.21	(4.52)

(In Thousands of New Taiwan Dollars Except for Earnings Per Share)

Account (In consolidated basis)	2020	2019	Growth Rate (%)
Operatingrevenues	27,098,474	22,327,410	21.37%
Grossprofit	5,819,054	2,760,739	110.78%
Operatingincome(loss)	1,340,579	(1,650,225)	181.24%
Pre-tax income(loss)	1,123,269	(1,846,258)	160.84%
Net income(loss)	929,443	(1,947,268)	147.73%
Net income/loss attributable to:
Shareholders of theparent	541,914	(2,025,332)
Non-controllinginterests	387,529	78,064

1.21 (4.52)

Earnings (loss) per share (In NT$)

2. Summary of 2021 business plan:

(1)Business Policy

Since the Company’s establishment, we have been upholding the principle of “Satisfying Customers and Pursuing for Excellence” as our business policy, developing leadership in technique to meet market demand, mastering new generation product demands, investing engineering resources to stay ahead, and striving for better profit to benefit our shareholders under the intense competition.

The IC packaging substrates industry is developing in several technological directions; For example, multi-chip Wafer, high-integration packages (Chiplet), SiP modules, integrated antenna modules, high-frequency and high-speed applications, thin lines, thinning... etc. The company's R&D department continues to grasp the direction of technological development and customer demands, and will create differentiation with technology and quality to maintain the highest competitiveness.

(2)Expected Sales and Its Sources

In the next three years, the rapid growth of global AI and 5G-related applications will drive the demand for ABF substrates and BT substrates. According to the survey and prediction by Topology Research Institute, the growth of ABF substrates in CPU, GPU, FPGA, ASIC and other applications is considerable, as shown in the following figure.

==> picture [491 x 221] intentionally omitted <==

----- Start of picture text -----

Market size (Unit: billion US$)
----- End of picture text -----

(3)Significant Production and Marketing Policy

A. Continue investing in R&D resources, developing both micro-wire and slim-film processes,

providing customers with solutions for 5nm wafer process and multi-chip package modules.

B. Expanding the capacity of ABF FC-BGA substrate to match the long-term needs of 5G and AIoT.
Company development strategy

We will aim at application of slim substrates of ABF-FCBGA and memory and the techniques and products of SiP module and Wafer module in short-term, keeping up with the elemental global semiconductor developing trend of continuously miniature line width, aperture, and thickness in medium term, and developing complicated structural technique of active/passive components and direct wafer bonding in long term. By these development strategies, we are confident that the Company will definitely sustain our competitiveness in product market as well as in the technique.

Chairman:

CEO:

Chief Accountant:

Attachment II

(Translation – In case of any discrepancy between the Chinese and English versions, the Chinese version shall prevail.)

Kinsus Interconnect Technology Corp.

Audit Committee’s Review Report

The Board of Directors has prepared the Company’s 2020 Business Report, Consolidated Financial Statements, Parent-company-only Financial Statements and the proposal for distribution of earnings. Among these documentation, the financial statements have been audited by the auditors, Ernst & Young, and the audit reports relating to the Financial Statements have been granted. The Business Report, Financial Statements, and earnings distribution proposal have been reviewed and determined to be fairly presented by the Audit Committee members of Kinsus Interconnect Technology Corp. According to Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Law, we hereby submit the review report to the Company’s shareholders.

Kinsus Interconnect Technology Corp.

Chairman of the Audit Committee: Chung-Pao Hwang

January 29[th] , 2021

Attachment III

English Translation of an Audit Report Originally Issued in Chinese INDEPENDENT AUDITORS’ REPORT

To: The Board of Directors and Shareholders of Kinsus Interconnect Technology Corp.

Opinion

We have audited the accompanying parent-company-only balance sheets of Kinsus Interconnect Technology Corp. (the “Company”) as of December 31, 2020 and 2019, and the related parentcompany-only statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the parent-company-only financial statements, including the summary of significant accounting policies (together referred as “the parent-company-only financial statements”).

In our opinion, based on the results of our audits and the report of other auditors (please refer to the － Other Matter Making Reference to the Audit of a Component Auditor section of our report), the parent-company-only financial statements referred to above present fairly, in all material respects, the parent-company-only financial position of the Company as of December 31, 2020 and 2019, and their parent-company-only financial performance and cash flows for the years then ended, in conformity with the requirements of the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Parent-Company-Only Financial Statements section of our report. We are independent of the Company in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China (the “Norm”), and we have fulfilled our other ethical responsibilities in accordance with the Norm. Based on our audits and the reports of other auditor(s), 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 the most significance in our audit of parent-company-only financial statements for the year ended December 31, 2020. These matters were addressed in the context of our audit of the parent-company-only financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion

on these matters.

Revenue Recognition

We determine that revenue recognition is one of the key audit matters. The Company’s revenue amounting to NT$20,651,500 thousand for the year ended December 31, 2020 is a significant account to the Company’s financial statements. The Company has conducted these sale activities in multimarketplace, including Taiwan, China, USA, etc. Among these locations, the Company has established hub-warehouse for certain foreign customers’ convenience. Furthermore, the timing of fulfilling performance obligation needs to be determined based on varieties of sale terms and conditions enacted in the main sale contracts or sale orders. Our audit procedures therefore include, but not limit to, evaluating the properness of accounting policy for revenue recognition, assessing and testing the effectiveness of relevant internal controls related to revenue recognition sampling-test of details, including obtaining major sale orders or agreements to inspect the terms and conditions, checking the consistency of the fulfillment timing, and performance obligation for revenue recognition from foreign warehouses with sale agreement or orders, performing analytical review procedures on monthly sale revenues, executing sale cut-off tests, etc. We have also evaluated the appropriateness of the related disclosure in Notes 4 and 6 to the parent-company-only financial statements.

Market valuation on Inventory

We determine the market valuation on inventory is one of the key audit matters in considering that the amount of inventory was significant and the assessment of sufficiency of inventory loss requires significant management judgement. The Company’s net inventory amounted to NT$2,001,275 thousand as of December 31, 2020. As the application market of substrate, the Company’s main products, is characterized by rapid development in technology and the trend of consumers’ preference, management, in timely considering the status of new products development and the demand from clients, has to evaluate the loss due to market value decline as well as write-down on slow-moving inventories to their net realizable value. Our audit procedures therefore include, but not limit to, evaluating the Company’s policy with respect to assessment the loss from slow-moving inventory and phased-out items, (including identification method, testing the accuracy of inventory aging schedule, analysis on inventory movement), performing observation on the Company’s inventory physical-taking, and inspecting the current status of inventory usage, etc. We also assessed the adequacy of the inventory-related disclosures shown in the Notes 5 and 6 to the parent-company-only financial statements.

Other Matter – Making Reference to the Audit of a Component Auditor

We did not audit the financial statements of FuYang Technology Corp., an indirectly invested associate accounted for under the equity method by the Company. The financial statements of FuYang Technology Corp. as of December 31, 2020 and 2019, and for the years then ended were audited by

other auditors, whose reports thereon have been furnished to us. Our audit, insofar as it related to the investment in the associate accounted for under the equity method amounting to NT$298,789 thousand and NT$538,259 thousand as of December 31, 2020 and 2019 representing 0.85% and 1.55% of the Company’s total assets, the related shares of income before tax from the associate under the equity method for the year then ended amounting to NT$(233,581) thousand and NT$(192,908) thousand representing (43.10)% and 9.52% of the Company’s income before tax, and the related shares of other comprehensive income from the associate under the equity method for the years then ended amounting to NT$(5,889) thousand and NT$(4,108) thousand representing 91.36% and 4.68% of the other comprehensive income, are based solely on the audit reports of other auditors.

Responsibilities of Management and Those Charged with Governance for the Parent-CompanyOnly Financial Statements

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

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

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

Auditor’s Responsibilities for the Audit of the Parent-Company-Only Financial Statements

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

As part of an audit in accordance with auditing standards generally accepted in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

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

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of 2020 parent-company-only financial statements and are therefore the key audit matters. We describe these matters in our auditor’s 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.

Hong, Mao-Yi

Cheng, Ching-Piao

Ernst & Young January 29[th] , 2021 Taipei, Taiwan, Republic of China

Notice to Readers

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

Accordingly, the accompanying parent-company-only financial statements and report of independent accountants 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, Ernst & Young cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.

==> picture [692 x 483] intentionally omitted <==

==> picture [677 x 483] intentionally omitted <==

==> picture [723 x 483] intentionally omitted <==

==> picture [730 x 482] intentionally omitted <==

==> picture [722 x 483] intentionally omitted <==

English Translation of Financial Statements and a Report Originally Issued in Chinese

MANAGEMENT REPRESENTATION LETTER

The entities that are required to be included in the combined financial statements of Kinsus Interconnect Technology Corp. as of December 31, 2020 and for the year then ended under the Criteria Governing the Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises are the same as those included in the consolidated financial statements prepared in conformity with the International Financial Reporting Standard No. 10, “Consolidated Financial Statements.” In addition, the information required to be disclosed in the combined financial statements is included in the consolidated financial statements. Consequently, Kinsus Interconnect Technology Corp. and Subsidiaries do not prepare a separate set of combined financial statements.

Very truly yours,

Kinsus Interconnect Technology Corp.

Guo, Ming-Dong

Chairman

January 29th, 2021

English Translation of Financial Statements and a Report Originally Issued in Chinese

INDEPENDENT AUDITORS’ REPORT

To The Board of Directors of

Kinsus Interconnect Technology Corp.

Opinion

We have audited the accompanying consolidated balance sheets of Kinsus Interconnect Technology Corp. (the “Company”) and its subsidiaries as of December 31, 2020 and 2019, the related consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the consolidated financial statements, including the summary of significant accounting policies (together referred as “the consolidated financial statements”).

In our opinion, based on our audits and the reports of other auditor (please refer to the Other Matter – Making Reference to the Audit of a Component Auditor section of our report), the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of the Company and its subsidiaries as of December 31, 2020 and 2019, and its consolidated financial performance and cash flows for the years then ended, in conformity with the requirements of the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards, International Accounting Standards, Interpretations developed by the International Financial Reporting Interpretations Committee or the former Standing Interpretations Committee as endorsed by Financial Supervisory Commission of the Republic of China.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Company and its subsidiaries in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China (the “Norm”), and we have fulfilled our other ethical responsibilities in accordance with the Norm. Based on our audits and the reports of other auditor(s), 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 2020 consolidated financial statements. These matters were addressed in the context of

our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Revenue Recognition

We determine that revenue recognition is one of the key audit matters. The Company’s consolidated revenue amounting to NT$27,098,474 thousand for the year ended December 31, 2020 is a significant account to the Company’s consolidated financial statements. The Company has conducted these sale activities in multi-marketplace, including Taiwan, China, USA, etc. Among these locations, the Company has established hub-warehouse for certain foreign customers’ convenience. Furthermore, the timing of fulfilling performance obligation needs to be determined based on varieties of sale terms and conditions enacted in the main sale contracts or sale orders. Our audit procedures therefore include, but not limit to, evaluating the properness of accounting policy for revenue recognition, assessing and testing the effectiveness of relevant internal controls related to revenue recognition, sampling-test of details, including obtaining major sale orders or agreements to inspect the terms and conditions, checking the consistency of the fulfillment timing, and performance obligation for revenue recognition from foreign warehouses with sale agreement or orders, performing analytical review procedures on monthly sale revenues, executing sale cut-off tests, etc. We have also evaluated the appropriateness of the related disclosure in Notes 4 and 6 to the consolidated financial statements.

Market valuation on Inventory

We determined the market valuation on inventory is one of the key audit matters in considering that the amount of inventory was significant and the assessment of sufficiency of inventory loss requires significant management judgement. The Company’s net inventory amounted to NT$2,889,017 thousand as of December 31, 2020. As the application market of substrate, the Company’s main products, is characterized by rapid development in technology and the trend of consumers’ preference, management, in timely considering the status of new products development and the demand from clients, has to evaluate the loss due to market value decline as well as write-down on slow-moving inventories to their net realizable value. Our audit procedures therefore include, but not limit to, evaluating the Company’s policy with respect to assessment the loss from slow-moving inventory and phased-out items, (including identification method, testing the accuracy of inventory aging schedule, analysis on inventory movement), performing observation on the Company’s inventory physical-taking, and inspecting the current status of inventory usage, etc. We also assessed the adequacy of the inventory-related disclosures shown in the Notes 5 and 6 to the consolidated financial statements.

Other Matter – Making Reference to the Audit of a Component Auditor

We did not audit the financial statements of FuYang Technology Corp., an invested associate accounted for under the equity method. The financial statements of FuYang Technology Corp. as of December 31, 2020 and 2019 and for the years then ended were audited by other auditors, whose

reports thereon have been furnished to us. Our audit, insofar as it related to the investment in the associate accounted for under the equity method amounting to NT$298,789 thousand and NT$538,259 thousand as of December 31, 2020 and 2019 representing 0.70% and 1.29% of the Company’s consolidated total assets, the related shares of income before tax from the associate under the equity method for the years then ended amounting to NT$ (233,581) thousand and NT$(192,908) thousand representing (20.79)% and 10.45% of the Company’s consolidated income before tax, and the related shares of other comprehensive income from the associate under the equity method for the years then ended amounting to NT$(5,889) thousand and NT$(4,108) thousand representing 25.79% and 3.80% of the consolidated other comprehensive income, are based solely on the audit reports of other auditors.

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

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

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

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

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements

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

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 internal control of the Company.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability to continue as a going concern of the Company. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the accompanying notes, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company 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 also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and

other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of 2020 consolidated financial statements and are therefore the key audit matters. We describe these matters in our auditor’s 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.

We have audited and expressed an unqualified opinion on the parent-company-only financial statements of the Company as of and for the years then ended December 31, 2020 and 2019.

Hong,Mao-Yi

Cheng,Ching-Piao

Ernst & Young January 29th, 2021 Taipei, Taiwan, Republic of China

Notice to Readers

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

Accordingly, the accompanying consolidated financial statements and report of independent accountants 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, Ernst & Young cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation..

==> picture [692 x 483] intentionally omitted <==

==> picture [671 x 483] intentionally omitted <==

==> picture [681 x 483] intentionally omitted <==

==> picture [744 x 479] intentionally omitted <==

==> picture [738 x 483] intentionally omitted <==

Attachment IV

(Translation – In case of any discrepancy between the Chinese and English versions, the Chinese version shall prevail.)

Kinsus Interconnect Technology Corp. Earnings Distribution Proposal

For The Year Ended December 31, 2020

Item	Amount (In: NT$)
Beginning retained earnings Less: Other comprehensive income (loss) in 2020 -Actuarial gain/loss of defined benefit Add: Adjustment of employee restricted stocks Less: Net gain after tax in 2020 10% legal reserve Add: Reversal of Special reserve Distributable earnings Less: Cash dividend to shareholders (NT$1.0 per share) Unappropriated retained earnings	$10,348,920,529 (8,835,439) 83,111 541,914,435 (53,316,211) 2,389,274
	10,831,155,699 (450,847,375)
	$10,380,308,324

Chairman: CEO:

Chief Accountant:

Attachment V

(Translation – In case of any discrepancy between the Chinese and English versions, the Chinese version shall prevail.)

Kinsus Interconnect Technology Corp.

Comparison for amendment to Rules for Election of Directors

After amendment Before amendment

Before amendment Explanation Article 4: 1. According to When electing the Company’s Article 5, 6, and directors, each share shall be entitled to one vote for each 7 of “Sample director to be elected. In the Template for election of directors of this XXX Co., Ltd. Company, each share shall have Procedures for voting rights equivalent to the number of seats to be elected and Election of such voting rights can be Directors” to combined to vote for one person or revise the divided to vote for several persons. contents. 2. According to Article 173 of “ Company Act”, under certain circumstances (if the board of directors fails to give a notice), shareholders shall convene a special meeting on his/their own after obtaining an approval from the competent authority. Article 5 : It has been When voting commences, the regulated in chair shall appoint several Article 7, so inspectors to count ballots and delete the carry out related duties. repeated Article.

Article 4:

When electing the Company’s directors, it shall follow article 192-1 of Company Act. Each share shall be entitled to one vote for each director to be elected. The board of directors or a person with the right to convene shall prepare separate ballots for directors in numbers corresponding to the directors or supervisors to be elected. The number of voting rights associated with each ballot shall be specified on the ballots, which shall then be distributed to the attending shareholders at the shareholders meeting. Such voting rights can be combined to vote for one person or divided to vote for several persons.

After amendment	Before amendment	Explanation
Article 5`:` The numbers of the Directors of the Company shall be provided by the Articles of Incorporation of the Company. The election of independent directors and non- independent directors shall be held together; but elected places shall be calculated separately. The elected candidates shall base on the total voting rights received. When two or more persons receive the same number of votes and the specified number of positions is exceeded, the two persons receiving the same number of votes shall draw lots to decide who shall serve; the chair shall draw lots on behalf of a non- attendee.	Article 6`:` The numbers of the Directors of the Company shall be provided by the Articles of Incorporation of the Company. The election of independent directors and non- independent directors shall be held together; but elected places shall be calculated separately. The elected candidates shall base on the total voting rights received.If an elected director submits a representation for not to be the director before the Company applying to the government for updated registration, the person with votes next to the elected will be deemed elected. When two or more persons receive the same number of votes and the specified number of positions is exceeded, the two persons receiving the same number of votes shall draw lots to decide who shall serve; the chair shall draw lots on behalf of a non- attendee.	1. Adjust the number of article to coodinate with the deletion of Article 5. 2. According to Article 8 of “Sample Template for XXX Co., Ltd. Procedures for Election of Directors” to revise the contents.
Article 6`:` Beforethe election, the chairmanshall appoint vote inspectors and vote counters from among the shareholders in attendance to take charge of inspecting and counting the votes.Vote inspectors must be a shareholder.	Article 7`:` Duringthe election, the chairman shallappoint vote inspectors and vote counters from among the shareholders in attendance to take charge of inspecting and counting the votes.	1. Adjust the number of article to coodinate with the deletion of Article 5. 2. According to Article 9 of “Sample Template for XXX Co., Ltd. Procedures for Election of Directors” to revise the contents.
Article 7`:` A ballot box shall be provided by the board of directorsor a person with the right to coveneand shall be kept in public view by the monitor before the vote.	Article 8`:` A ballot box shall be provided by the board of directors and shall be kept in public view by the monitor before the vote.	1. Adjust the number of article to coodinate with the deletion of Article 5. 2. According to Article 173 of “

After amendment	Before amendment	Explanation
		Company Act”, under certain circumstances (if the board of directors fails to give a notice), shareholders shall convene a special meeting on his/their own after obtaining an approval from the competent authority. 3. Revised words.
Article 8`:` The voters shall fill in the "candidate" column the candidate's name and place the ballots into the ballot box. If the candidate is a government agency or a legal entity, the full name of the government agency or the legal entity or the name(s) of their representative(s) should be filled in the column.	Article 9`:` The voters shall fill in the "candidate" column the candidate's name andthe voters’attending numberand place the ballots into the ballot box. If the candidate is a government agency or a legal entity, the full name of the government agency or the legal entity or the name(s) of their representative(s) should be filled in the column.	1. Adjust the number of article to coodinate with the deletion of Article 5. 2. Revised words.
Article 9`:` A ballot is invalid under any of the circumstances listed below: 1. Not the votes prepared by the board of directorsor a person with right to covene. 2. Any blank ballot placed in the ballot box. 3.The writing is unclear and indecipherable or has been altered. 4.The candidate whose name is entered in the ballot does not conform to the director candidate list. 5. Any ballot containing other characters in additionto the number of voting rights allotted.	Article 10`:` A ballot is invalid under any of the circumstances listed below: 1. Not the votes prepared by the board of directors. 2. Any blank ballot placed in the ballot box. 3. Any ballot with illegible writing or incomplete corrections rendering it unrecognizable. 4. Any ballot with the names of more than candidates. 5. Any ballot containing other characters in addition tothe name, ID card number or uniform	1. Adjust the number of article to coodinate with the deletion of Article 5. 2. According to Article 173 of “ Company Act”, under certain circumstances (if the board of directors fails to give a notice), shareholders

After amendment	Before amendment	Explanation
	number or shareholder account number of the candidate. 6. The name of the candidates filled in the ballots being the same as another candidate's name and the respective shareholder's numbers (ID numbers) not being indicated to distinguish.	shall convene a special meeting on his/their own after obtaining an approval from the competent authority. In addition, Listed company shall use candidate nominated system. Shareholders shall elect diractors from the list of candidate. Adjust article 4 and 5, and delete article 6. 3. According to Article 10 of “Sample Template for XXX Co., Ltd. Procedures for Election of Directors” to revise the contents.
	Article 11`:` The ballot box used for voting shall be prepared by this Company and checked in public by the person to check the ballots after voting.	It has been regulated in Article 8, so delete the repeated Article.
Article 10`:` The voting rights shall be calculated on site immediately after the end of the poll,and the vote inspector and vote counter shall monitor the opening of the ballots, and the chairman shall announce the results immediately thereafter.	Article 12`:` The vote inspector and vote counter shall monitor the opening of the ballots, and the chairman shall announce the results immediately thereafter.	1.Adjust the number of article to coodinate with the deletion of Article 5 and Article 11. 2. According to Article 11 of “Sample Template for XXX Co., Ltd. Procedures for Election of

After amendment	Before amendment	Explanation
		Directors” to revise the contents.
Article11: The board of directors of the Company shall deliver a written notification to the directors elected.	Article 13`:` The board of directors of the Company shall deliver a written notification to the directors elected.	Adjust the number of article to coodinate with the deletion of Article 5 and Article 11.
Article 12`:` Matters not specified in the Rules shall be governed by the Company Act, articles of zssociation of the Company and the relevant laws and regulations.	Article 14`:` Matters not specified in the Rules shall be governed by the Company Act, articles of zssociation of the Company and the relevant laws and regulations.	Adjust the number of article to coodinate with the deletion of Article 5 and Article 11.
Article 13`:` These Regulations and any amendments hereto shall enter into force when approved by a resolution at a Shareholders’ Meeting.	Article 15`:` These Regulations and any amendments hereto shall enter into force when approved by a resolution at a Shareholders’ Meeting.	Adjust the number of article to coodinate with the deletion of Article 5 and Article 11.
Article 14`:` These regulations were enacted on June 28, 2003. The first amendment was made on June 18, 2012.The Second amendment was made on May 28, 2021.	Article 16`:` These regulations were enacted on June 28, 2003. The first amendment was made on June 18, 2012.	1.Adjust the number of article to coodinate with the deletion of Article 5 and Article 11. 2.Additional revision date.

Appendix I

(Translation – In case of any discrepancy between the Chinese and English versions, the Chinese version shall prevail.)

Kinsus Interconnect Technology Corp. Rules of Procedure for Shareholder Meetings

Article 1

Unless otherwise required by laws and regulations, the shareholders meeting of the Company shall be held in accordance with these Rules.

Article 2

This Corporation shall furnish the attending shareholders with an attendance book to sign, or attending shareholders may hand in a sign-in card in lieu of signing in. The number of shares present shall be calculated based on the attendance sheet or the attendance cards delivered.

Article 3

The attendance and voting at the shareholders’ meeting shall be calculated based on the shares.

Article 4

The place of the shareholders meeting shall be at the office of the Company or at a location convenient to the shareholders and suitable for convening a shareholders meeting. The time of the meeting may not be earlier than 9 a.m. or later than 3 p.m.

Article 4-1

This Corporation shall specify in its shareholders meeting notices the time during which shareholder attendance registrations will be accepted, the place to register for attendance, and other matters for attention. The time during which shareholder attendance registrations will be accepted, as stated in the preceding paragraph, shall be at least 30 minutes prior to the time the meeting commences. The place at which attendance registrations are accepted shall be clearly marked and a sufficient number of suitable personnel assigned to handle the registrations. Shareholders and their proxies (collectively, "shareholders") shall attend shareholders meetings based on attendance cards, sign-in cards, or other certificates of attendance. Solicitors soliciting proxy forms shall also bring identification documents for verification.

Article 5

When the shareholders meeting was convened by the Board of Directors, the shareholders' meeting shall be presided by the Chairman of the Board of Directors. If the Chairman is absent or is unable to exercise the duties for certain reasons, the vice-Chairman shall act on his/her behalf. If the vice-Chairman is absent or is unable to exercise the duties for certain reasons, the Chairman may designate the managing director to act on his/her behalf; if there is no managing director, one of the directors may be designated to act on his/her behalf. Where the Chairman does not designate a proxy, the managing director or directors may elect a person among themselves to act on behalf of the Chairman. When the shareholders meeting was convened by other persons who have the convening right, the shareholders' meeting shall be presided by the convener. When a managing director or a director serves as chair, as referred to in the preceding paragraph, the managing director or director shall be one who has held that position for six months or more and who understands the financial and business conditions of the company. The same shall be true for a representative of a juristic person director that serves as chair.

Article 6

The Company may designate the attorneys, accountants or relevant personnel engaged to present in the shareholders meeting. The staffs handling the shareholders meeting shall wear identification cards or arm-band.

Article 7

This Corporation, beginning from the time it accepts shareholder attendance registrations, shall make an uninterrupted audio and video recording of the registration procedure, the proceedings of the shareholders meeting, and the voting and vote counting procedures.

The recorded materials of the preceding paragraph shall be retained for at least 1 year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the recording shall be retained until the conclusion of the litigation.

Article 8

Upon the starting time of the meeting, the chairman shall order the meeting to begin. However, where the shareholders present represent half or less than half of the total outstanding shares, the chairman may postpone the meeting for a total of two times. The postponed time may not in total exceed one hour. Where after two postponements, the shareholders present still do not meet the quorum but represent one-third or more of the total outstanding shares, a tentative resolution may be passed in accordance with Paragraph 1, Article 175 of the Company Act. If the shares present represent more than half of the total outstanding shares before the end of the meeting, the chairman may propose the tentative resolution to the shareholders meeting for voting in accordance with Article 174 of the Company Act.

Article 9

If the shareholders meeting is convened by the Board of Directors, its agenda shall be stipulated by the Board of Directors, and the meeting shall be held in accordance with the agenda and may not be changed without the resolution of the shareholders meeting. When the shareholders meeting was convened by other persons who have the convening right, the above paragraph shall apply mutatis mutandis. Before the closing of the discussions (including provisional motions) stipulated in the agenda under the above two paragraphs, the chairman may not announce the adjournment of the meeting without resolution. After the adjournment of the meeting, the shareholders may not elect a chairman to continue the meeting at the original address or at another location.

Article 10

Before a shareholder makes a statement, he/she must complete a statement slip stating the subject of the statement, the shareholder number (or attendance card number) and shareholder name, and the chairman shall determine the order of his/her statement. Where a shareholder present only completed a statement slip but did not make a statement, he/she will be deemed to not have made a statement. Where the statement made is inconsistent with that stated on the statement slip, the statement made will prevail. When a shareholder present makes a statement, the other shareholders may not make a statement and interfere, unless consent is obtained from the chairman and the shareholder making the statement. The chairman shall restrain such interfering shareholder.

Article 11

For each proposal, a shareholder may not make more than two statements, unless consent is obtained from the chairman. Each statement may not exceed five minutes. The chairman may restrain the shareholder form making the statement if he/she violates the above provisions or has exceeded the scope of the proposal.

Article 12

Where an institution is delegated to attend the shareholders meeting, it may only appoint one representative to attend.

Where the institution appoints two or more representatives to attend the shareholders meeting, only one person may make a statement for each proposal.

Article 13

After a shareholder makes a statement, the chairman may respond him/herself or designate a relevant person to respond.

Article 14

Where the chairman believes that the proposal discussed may be resolved, he/she may announce the ending of the discussion and propose that votes be made.

Article 15

If the Chairman adjourns the Meeting in violation of these Rules and Procedures, the shareholders may designate, by majority of votes represented by shareholders attending the Meeting, one person as chairman to continue the Meeting.

Article 16

The personnel supervising and calculating the votes for the proposals shall be designated by the chairman, but the supervising personnel shall be a shareholder. Vote counting for shareholders meeting proposals or elections shall be conducted in public at the place of the shareholders meeting. Immediately after vote counting has been completed, the results of the voting, including the statistical tallies of the numbers of votes and the numbers of votes with which they were elected, shall be announced on-site at the meeting, and a record made of the vote.

Article 17

During the meeting, the chairman may announce recesses at his/her own discretion.

Article 18

Unless otherwise specified in the Company Act and the Articles of Incorporation, resolutions at a shareholders' meeting shall be adopted by a majority vote of the shareholders present.

Article 19

When a proposal has an amendment or a replacement, the chairman may combine it with the original proposal and determine the order of resolution. If one of the proposals is resolved, the other proposals will be deemed as rejected and there is no need to make another resolution.

Article 20

The chairman may instruct the security officer to assist in maintaining the order of the meeting. The security officer shall wear an arm-band with the word "Security" when assisting in the maintenance of the order of the meeting.

Article 21

These Rules and Procedures shall be effective from the date it is approved by the Shareholders' Meeting. The same applies in case of revision.

Article 22

These Rules and Procedures of Shareholders' Meeting were made on June 28, 2003. The first amendment was on June 17, 2013.

Appendix II

(Translation – In case of any discrepancy between the Chinese and English versions, the Chinese version shall prevail.)

Articles of Incorporation of Kinsus Interconnect Technology Corp.

CHAPTER I GENERAL PROVISIONS

Article 1

This Company is incorporated under the Company Act, with the name of KINSUS INTERCONNECT TECHNOLOGY CORP, and the English name of KINSUS INTERCONNECT TECHNOLOGY CORP.

Article 2

The business scope of the Company is as following:

CC01080 Electronic Parts and Components Manufacturing
F119010 Wholesale of Electronic Materials
F219010 Retail Sale of Electronic Materials
I103060 Management consultation
CQ01010 Die Manufacturing
CC01990 Electrical Machinery, Supplies Manufacturing
CB01990 Other Machinery Manufacturing Not Elsewhere Classified
F401010 International Trade
C801010 Basic Industrial Chemical Manufacturing
ZZ99999 All business items that are not prohibited or restricted by laws and regulations, except for those subject to special approval.

Article 3

The Company has its head office in Taoyuan City, and the Company may establish branches in and out of this country.

Article 4

The method of the public announcement of the Company shall be made in accordance with Article 28 of the Company Act.

CHAPTER II SHARES

Article 5

The authorized capital of the Company is NTD 6,000,000,000, divided into 600,000,000 shares, at a par value of NTD 10 per share. The shares may be issued in installments, and the shares which have not been issued would be issued in installments pursuant to the resolution of board of directors. The registered capital keeps NTD 300,000,000 divided into 30,000,000 shares provided for exercise of the option of stock option certificates, preferred shares with warrants and warrants attached to corporate bonds, which may be issued in installments pursuant to the resolution of board of directors.

Article 5-1

When the Company transfer to the employees at a price lower than the average price of the actual bought-back shares, or lower than “Regulations Governing the Offering and Issuance of Securities by Securities Issuers” exercise price issue employee stock warrants, it shall be resolved by two-thirds of the votes at a shareholders' meeting attended by shareholders representing a majority of the total number of issued shares.

Article 5-2

The company of reward tools include stock repurchase, qualification requirements of employees, an issuance of new shares and shares of restricted stock for employees with Company Act and Securities and Exchange Act. Qualification requirements of employees, and subscription by employees including the employees of parents or subsidiaries of the company meeting certain specific requirements, provide for the board of directors.

Article 6

Share certificates of the Company shall be in registered form, signed or sealed by directors representing the company, and shall be duly certified or authenticated by the bank which is competent to certify shares under the laws before issuance. The issued shares may be exempted from printing any share certificate, provided that such issuance shall register the issued shares with a centralized securities depository enterprise agency and follow the regulations of that agency.

Article 7

The shareholders of the Company shall conduct shares related affairs or exercise other relevant rights in accordance with the Regulations Governing the Administration of Shareholder Services of Public Companies unless the laws, regulations or securities regulation rules provide otherwise.

Article 8

The shareholders' register shall be closed during 60 days prior to the date of an ordinary shareholders' meeting, 30 days prior to the date of an extraordinary shareholders' meeting, or five days period prior to the record dates for distribution of dividends, bonuses or other benefits of the Company.

CHAPTER III SHAREHOLDER'S MEETING

Article 9

The shareholders' meeting of the Company is as following ：

Ordinary shareholders' meeting shall be convened within six months after close of each fiscal year by the branches.
Extraordinary shareholders' meeting shall be convened when necessary in accordance with the relevant laws and regulations.

Article 10

When the shareholders meeting was convened by the Board of Directors, the shareholders' meeting shall be presided by the Chairman of the Board of Directors. If the Chairman is absent, the Chairman may designate one of the directors to act on his/her behalf. Where the Chairman does not designate a proxy, the directors may elect a person among themselves to act as the chairman of the meeting. When the shareholders meeting was convened by other persons who has the convening right, the shareholders' meeting shall be presided by the convener. When there are two or more conveners, the conveners shall elect among themselves to act as the chairman of the meeting.

Article 11

A notice to convene an ordinary meeting of shareholders shall be given to each shareholder no later than 30 days prior to the scheduled meeting date, and a notice to convene an extraordinary meeting of shareholders shall be given to each shareholder no later than 15 days prior to the scheduled meeting date. Such notice shall specify the meeting date, meeting venue, and proposed matters and be sent to the shareholders in writing.

Article 12

When a shareholder for any reasons cannot attend the shareholders' meeting in person, he/she/it may attend the meeting by proxy by executing a power of attorney printed by the Company stating therein the scope of power authorized to the proxy.

Article 13

Except in the circumstances set forth in the Company Act where there is no voting right for a share, each shareholder of the Company shall have one vote for each share held.

Article 14

Unless otherwise specified in the Company Act, resolutions at a shareholders' meeting shall be adopted by a majority vote of the shareholders present in person or through proxy, who represent more than one-half of the total number of voting shares. When the shareholders meeting was convened by the Board of Directors, it shall be handled in accordance with Article 183 of the Company Act.

CHAPTER IV DIRECTORS, AUDIT COMMITTEE AND MANAGERS

Article 15

The Company set up seven to eleven directors with three-year term in adopting the system of nominating candidates. The shareholders elect the directors from the list of candidates and the directors can be re-elected for next term.

During the directors' term, the Company shall buy enough insurance for all its directors to cover the legal liability that might incur in mal-practice of its Company’s business.

The board meeting is authorized to resolve the remuneration for the executive directors, no matter the Company makes profit or not, based on the degree of their participation and contribution to the Company’s operations in reference to the industry level.

Article 15-1

The Company may have independent directors within the aforementioned number of directors and the number of independent directors shall be no less than one-fifth of the total number of directors and shall not be less than two. The election of independent directors shall adopt the candidate nomination system, and the shareholders shall elect the independent directors from the list of the candidates of the independent directors. The professional qualifications, shareholdings, restrictions on concurrent position, nomination, and other compliance matters shall be handled in accordance with relevant regulations of the securities authorities.

Article 15-2

Pursuant to Article 14 -4 of the Securities and Exchange Act, the Company shall establish an Audit Committee. The Audit Committee shall be composed of the entire number of Independent Directors.

Article 15-3

The board of directors of a company may have any other functional committees.

Any other functional committees shall establish exercise power rules and be enforced after resolving them in the board of directors

Article 16

The board of directors is composed of directors. The functions and responsibilities of the board of directors shall be as follows:

To determine the business plans and financial statements,
To propose distribution of profit or appropriation of losses,
To propose capital increase or decrease,
To enact important rules and organizational regulations of the Company,
To engage and terminate the general manager and principal manager of the Company
To determine the establishment and winding-up of branches,
To produce the budget and the final accounts, and
To perform other duties authorized by the Company Act or the resolution of the shareholders' meeting(s).

Article 17

The Chairman will be elected from among directors by a majority vote at a board meeting at which at least two-thirds (2/3) of directors are present. The Chairman shall be the representative of the Company externally.

Article 18

Convening the board meeting shall be handled in accordance with Article 204 of the Company Act. In order to convene the board meeting, notice may be made by written notice, e-mail or fax. Unless otherwise provided for in the Company Act, resolutions of the board of directors shall be adopted by a majority of the directors at a meeting attended by a majority of the directors.

Article 19

The Chairman will preside at the board meetings. If the Chairman is on leave or unable to perform his/her duties, the Chairman may designate one of the directors to act on his/her behalf. Where the Chairman does not designate a proxy, the directors may elect a person among themselves to act as the chairman of the meeting. The directors shall personally attend the board meeting, and if the directors cannot attend the board meeting for certain reasons, he/she may appoint another director as his/her proxy. The board meeting may be convened via video conference, and the directors who attend the board meeting via video conference shall be deemed to have attended the meeting in person. The Chairman appoint another director as his/her proxy each time with a power of attorney stating the scope of authority with reference to the subjects to be discussed at the meeting and powers granted; provided that a director may act as the proxy for only one another director.

Article 20

The authority of the Audit Committee and the other compliance issues shall be made according to the Securities and Exchange Act and other relevant laws and regulations.

Article 21

The Company may have various managers. The appointment, discharge and the remuneration of the managers shall be handled in accordance with Article 29 of the Company Act.

CHAPTER V ACCOUNTING

Article 22

The fiscal year of the Company commences from January 1 to December Final accounts shall be handled at the end of each fiscal year.

Article 23

After the end of each fiscal year, the following documents and statements should be approved by the board of directors, and then submit the same to the ordinary shareholders' meeting for recognition:

Business Report,
Financial Statements, and
Proposal for distribution of profit or appropriation of losses

Article 24

The Company, if making profits in current year, shall provide the ratio of employee compensation to “income before tax and the employee and directors’ compensation to be provided” at less than 10% and the ratio of directors’ compensation to “income before tax and the employee and directors’ compensation to be provided” at be more than 1%, provided that all accumulated deficits, if any, are fully offset.

The employees’ compensation can be distributed in cash or stocks. The employees receiving the stock dividends may include employees in affiliated or control companies who met certain conditions stipulated by the Board of Directors authorized.

Employee and directors’ compensation are to report in the shareholders’ meeting.

Article 24-1

The Company, if making profits in current year, shall distribute the earnings in the following order:

Payment of all taxes and dues;
Offset prior years’ operation losses;
Set aside 10% of the remaining amount after deducting items (a) and (b) as legal reserve;
Set aside or reverse special reserve in accordance with law and regulations;
5.The remaining portion after the above-mentioned, accounted for as distributable earnings from current year, plus the undistributed earnings from prior years, i.e. accumulated distributable earnings, can be distributed to shareholders based on the proposal submitted by the board and approved by shareholders. If any, will be recommended by the Board of Directors and resolved in the shareholders’ meeting.

To authorize the distributable dividends and bonuses in whole may be paid in cash after a resolution has been adopted by a majority vote at a meeting of the board of directors attended by two-thirds of the total number of directors; a in addition thereto a report of such distribution shall be submitted to the shareholders’ meeting.

The Company is in an industry with versatile environment. For long-term finance planning requirements and to meet the shareholders’ demand for cash, dividend policy aims for a steady balance. Shareholder extra dividend each year cannot be less than 10% of distributed surplus earnings and cash dividends distributed each year cannot be less than 10% of the gross amount of dividends.

ARTICLE VI SUPPLEMENTARY PROVISIONS

Article 25

The Company is allowed to make investment in an amount exceeding 40% of its paid-in capital and authorizes the Board of directors to execute the investment.

Article 25-1

The Company may provide guarantee as necessary for the business.

Article 26

The organizational rules and operating rules of the Company shall be enacted separately by the Board of Directors remuneration.

Article 27

If there is any matter not covered herein, the Company Act and the relevant laws and regulations shall govern.

Article 28

The Article was agreed by all the promoters in founder’s meeting in September 1, 2000. The first revised was June 28, 2003. The second revised was August 26, 2003. The third revised was April 16, 2004. The fourth time revised was April 16, 2004. The fifth time revised was June 14, 2005. The sixth time revised was June 14, 2005. The seventh revised was June 19, 2006. The eighth revised was May 30, 2007. The ninth revised was May 30, 2008. The tenth revised was June 18, 2010. The eleventh revised was June 22, 2011. The twelfth revised was June 18, 2012. The thirteenth revised was May 27, 2016. The fourteenth revised was May 26, 2017. The fifteenth revised was May 29, 2019. The sixteenth revised was May 28, 2020.

Appendix III

(Translation – In case of any discrepancy between the Chinese and English versions, the Chinese version shall prevail.)

Kinsus Interconnect Technology Corp. Rules for Election of Directors

Article 1

Election of directors shall be acted upon in accordance with these regulations.

Article 2

The election of directors of the Company shall be executed at the shareholders' meeting.

Article 3

Company’s directors shall be elected through cumulative voting. Voters’ registration can be substituted by the attendee card number which is printed on the ballots.

Article 4

When electing the Company’s directors, each share shall be entitled to one vote for each director to be elected. In the election of directors of this Company, each share shall have voting rights equivalent to the number of seats to be elected and such voting rights can be combined to vote for one person or divided to vote for several persons.

Article 5

When voting commences, the chair shall appoint several inspectors to count ballots and carry out related duties.

Article 6

The numbers of the Directors of the Company shall be provided by the Articles of Incorporation of the Company. The election of independent directors and non-independent directors shall be held together; but elected places shall be calculated separately. The elected candidates shall base on the total voting rights received. If an elected director submits a representation for not to be the director before the Company applying to the government for updated registration, the person with votes next to the elected will be deemed elected. When two or more persons receive the same number of votes and the specified number of positions is exceeded, the two persons receiving the same number of votes shall draw lots to decide who shall serve; the chair shall draw lots on behalf of a non-attendee.

Article 7

During the election, the chairman shall appoint vote inspectors and vote counters from among the shareholders in attendance to take charge of inspecting and counting the votes.

Article 8

A ballot box shall be provided by the board of directors and shall be kept in public view by the monitor before the vote.

Article 9

The voters shall fill in the "candidate" column the candidate's name and the voters’ attending number and place the ballots into the ballot box. If the candidate is a government agency or a legal entity, the full name of the government agency or the legal entity or the name(s) of their representative(s) should be filled in the column.

Article 10

A ballot is invalid under any of the circumstances listed below:

Not the votes prepared by the board of directors.
Any blank ballot placed in the ballot box.
Any ballot with illegible writing or incomplete corrections rendering it unrecognizable.
Any ballot with the names of more than candidates.
Any ballot containing other characters in addition to the name, ID card number or uniform number or shareholder account number of the candidate.
The name of the candidates filled in the ballots being the same as another candidate's name and the respective shareholder's numbers (ID numbers) not being indicated to distinguish.

Article 11

The ballot box used for voting shall be prepared by this Company and checked in public by the person to check the ballots after voting.

Article 12

The vote inspector and vote counter shall monitor the opening of the ballots, and the chairman shall announce the results immediately thereafter.

Article 13

The board of directors of the Company shall deliver a written notification to the directors elected.

Article 14

Matters not specified in the Rules shall be governed by the Company Act, articles of zssociation of the Company and the relevant laws and regulations.

Article 15

These Regulations and any amendments hereto shall enter into force when approved by a resolution at a Shareholders’ Meeting.

Article 16

These regulations were enacted on June 28, 2003.The first amendment was made on June 18, 2012.

Appendix IV

(Translation – In case of any discrepancy between the Chinese and English versions, the Chinese version shall prevail.)

Shareholding of Directors

1. Paid-in capital of the Company is NTD$4,508,473,750, with a total of 450,847,375 outstanding shares.

According to Article 26 of the Securities and Exchange Act, the minimum number of shares to be held by the entire directors is 16,000,000 shares.
As of the date for suspending the share transfer for this shareholders meeting, the shareholding of each individual and entire directors stipulated in the shareholders roster is as follows:

		Book closure date: March 30,2021	Book closure date: March 30,2021	Book closure date: March 30,2021	Book closure date: March 30,2021
Position	Name	Shareholding when elected		Current shareholding
		Shares	Shareholding ratio(%)	Shares	Shareholding ratio(%)
Chairman	Guo, Ming-Dong	1,069,795	0.24%	906,795	0.20%
Director	Tong, Zi-Xian	200,000	0.04%	200,000	0.04%
Director	Chen, He-Xu	361,002	0.08%	351,002	0.08%
Director	Asustek Investment Co. Ltd.	58,233,091	13.06%	58,233,091	12.92%
	Representative: Su, Yan-Xue	-	-	-	-
Director	Asuspower Investment Co. Ltd.	55,556,221	12.46%	55,556,221	12.32%
	Representative: Wu, Xiang-Xiang	-	-	-	-
Director	Cheng, Zhong-Ren	-	-	-	-
Independent Director	Chen, Jin-Cai	-	-	-	-
Independent Director	Hwang, Chung-Pao	-	-	-	-
Independent Director	Wu, Hui-Huang	-	-	-	-
Total		115,420,109	25.88%	115,247,109	25.56%

Appendix V

(Translation – In case of any discrepancy between the Chinese and English versions, the Chinese version shall prevail.)

Other Explanation Item

The acceptance of the shareholders' proposals for the shareholders meeting this year:

According to Article 172-1 of the Company Act, shareholder(s) holding one percent (1%) or more of the total number of outstanding shares of a company may propose to the company a proposal for discussion at a shareholders' general meeting.
The number of words of a proposal to be submitted by a shareholder shall be limited to not more than three hundred (300) words, and more than one proposal or any proposal containing more than 300 words shall not be included in the agenda of the shareholders' meeting.
The period for acceptance of shareholders' proposal: From March 22, 2021 to March 31, 2021; the information has been announced on the Market Observation Post System.
The Company did not receive any shareholders' proposal during the aforesaid period.

AI assistant

KINSUS — AGM Information 2021

52304_rns_2021-07-23_e39c8705-62b9-4fde-ac37-f11a8cb0ad8f.pdf

KINSUS INTERCONNECT TECHNOLOGY CORP.

Table of Contents

Kinsus Interconnect Technology Corp.

Kinsus Interconnect Technology Corp. Agenda for the 2021 of Annual Meeting of Shareholders

I. Items To Be Reported

II. Items To Be Approved

Explanatory Notes:

III. Items To Be Discussed and Resolved and The Election

List of Director Candidates (Total 6)

List of independent director candidates (Total 3)

IV. Other Questions and Motions

V. Adjournment

Attachment I

2020 Business Report

1. 2020 Business Report

2. Summary of 2021 business plan:

(1)Business Policy

(2)Expected Sales and Its Sources

(3)Significant Production and Marketing Policy

Attachment II

Kinsus Interconnect Technology Corp.

Audit Committee’s Review Report

Attachment III

English Translation of an Audit Report Originally Issued in Chinese INDEPENDENT AUDITORS’ REPORT

Opinion

Basis for Opinion

Key Audit Matters

Revenue Recognition

Market valuation on Inventory

Other Matter – Making Reference to the Audit of a Component Auditor

Responsibilities of Management and Those Charged with Governance for the Parent-CompanyOnly Financial Statements

Auditor’s Responsibilities for the Audit of the Parent-Company-Only Financial Statements

Notice to Readers

MANAGEMENT REPRESENTATION LETTER

English Translation of Financial Statements and a Report Originally Issued in Chinese

INDEPENDENT AUDITORS’ REPORT

Opinion

Basis for Opinion

Key Audit Matters

Revenue Recognition

Market valuation on Inventory

Other Matter – Making Reference to the Audit of a Component Auditor

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

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements

Notice to Readers

Attachment IV

Kinsus Interconnect Technology Corp. Earnings Distribution Proposal

Attachment V

Kinsus Interconnect Technology Corp.

Comparison for amendment to Rules for Election of Directors

Article 4:

Appendix I

Kinsus Interconnect Technology Corp. Rules of Procedure for Shareholder Meetings

Article 1

Article 2

Article 3

Article 4

Article 4-1

Article 5

Article 6

Article 7

Article 8

Article 9

Article 10

Article 11

Article 12

Article 13

Article 14

Article 15

Article 16

Article 17

Article 18

Article 19

Article 20

Article 21

Article 22

Appendix II

KINSUS AGM Information 2021