LASTER TECH

麗清科技股份有限公司

Stock code: 3346

股票代號：3346

2026

Regular Shareholders Meeting

Procedural Manual

Date: June 22, 2026

Time: 9:00 A.M.

Location: No. 513, Sec. 1, Chenggong Rd., Guanyin Dist., Taoyuan City (Taoyuan Guanyin Plant)

Meeting Type: Physical shareholders' meeting

Item	Page
One. Meeting Agenda	1
Two. Report Items	3
Three. Ratification Items	6
Four. Discussion Items	8
Five. Elections	9
Six. Other Matters	11
Seven. Extemporary Motions	14
Eight. Adjournment	14
Nine. Attachments	15
I. 2025 Business Report	15
II. Audit Committee Review Report	18
III. 2025 Independent Auditors’ Report and Financial Statements	19
IV. 2025 Independent Auditors’ Report and Consolidated Financial Statements	29
V. Comparison Table of the Amendments to the “Procedures for Acquisition or Disposal of Assets”	41
VI. Comparison Table of the Amendments to the “Articles of Incorporation”	44
Ten. Appendices	45
I. Articles of Incorporation (Before Amendment)	45
II. Rules of Procedure for Shareholders’ Meetings	51
III. Procedures for the Election of Directors	62
IV. Procedures for Asset Acquisition or Disposal (Prior to Revision)	64
V. Shareholdings of All Directors	81

Laster Tech Co., Ltd.
2026 Annual General Shareholders’ Meeting Agenda

Convening Method: Physical Meeting

Date and Time: June 22, 2026 (Monday) at 9:00 AM

Location: No. 513, Sec. 1, Chenggong Rd., Guanyin Dist., Taoyuan City (Taoyuan Guanyin Plant)

I. Call Meeting to Order

II. Chairperson’s Remarks

III. Report Items:

(I) 2025 Business Report.

(II) The Audit Committee’s Review Report on the 2025 Financial Statements.

(III) Report on 2025 Distribution of Employees’ and Directors’ Remuneration.

(IV) Report on reasons for corporate bond conversion and issuance status.

(V) Report on the Company’s Share Repurchase.

IV. Ratification Items:

(I) Ratification of the 2025 Business Report, Financial Statements, and Consolidated Financial Statements.

(II) Ratification of the 2025 earnings distribution proposal.

V. Discussion Items:

(I) Amendments to the “Procedures for the Acquisition and Disposal of Assets” section of the Company.

(II) Amendments to certain provisions of the Company’s “Articles of Incorporation”.

VI. Election: Motion for election of directors.

VII. Other Matters: Motion to lift the non-compete restriction on newly elected directors and their representatives.

VIII. Extemporary Motions

IX. Adjournment

Report Items

Proposal 1

Proposal: 2025 Business Report.

Description: The 2025 Business Report is detailed in Attachment 1. [Please refer to pages 15~17 of this Handbook]

Proposal 2

Proposal: The Audit Committee’s Review Report on the 2025 Financial Statements.

Description: Audit Committee’s Review Report, please see Attachment 2. [Please refer to page 18 of this Handbook]

Proposal 3

Proposal: Report on 2025 Distribution of Employees’ and Directors’ Remuneration.

Description:

I. In accordance with Article 24 of the Company’s Articles of Incorporation, 5% of 2025 employees’ remuneration, amounting to NTD 776,429, and 3% of directors’ remuneration, amounting to NTD 465,857, shall be allocated and distributed in cash.

II. Employee remuneration is paid to all regular employees of the Company who passed the performance appraisal as well as the full-time employees of subsidiaries included in the Company’s consolidated statements.

Proposal 4

Proposal: Report on reasons for corporate bond conversion and issuance status.

Description:

I. The Company’s 5th domestic unsecured convertible corporate bonds matured on December 28, 2025, and ceased over-the-counter trading on December 29, 2025.

II. The Company issued the 6th domestic unsecured convertible corporate bonds for the period from November 27, 2024 to November 27, 2027, with a coupon rate of 0%. All funds raised were used to repay bank and to replenish working capital. borrowings in

Q1 2025, the latest conversion price is NTD 36.50, and as of the conversion suspension date for the Annual General Meeting (April 24, 2026), the unconverted amount was NTD 300,000 thousand.

III. The terms of the Company's conversion of corporate bonds are as follows:

Type of corporate bonds	Sixth domestic unsecured convertible bonds
Issuance Period	3 years, from November 27, 2024 to November 27, 2027
Par Value of Issuance	NTD 100,000
Issue price	Full issuance according to the face value
Total value	NTD 300 million
Interest rate	The coupon rate is 0% per annum
Reason for fund-raising	Repayment of bank loans
Latest conversion price	NTD 36.50
Outstanding principal	NTD 300,000,000
Status of corporate bond execution as of the book closure date (April 24, 2026)	The amount of shares not yet converted is NTD 300,000 thousand
Terms of puttable bonds	Please refer to the Company's Issuance and Conversion Method for Sixth Domestic Unsecured Convertible Bonds
Restricted terms	None

Proposal 5

Proposal: Report on the Company's Share Repurchase.

Description:

I. The Company's report at the most recent Annual General Meeting on the repurchase of shares in accordance with Article 28-2 of the Securities and Exchange Act Resolutions of the Board of Directors and implementation status.

II. The Company's treasury stock repurchase program was executed as follows:

Repurchase batch	1st
Purpose of repurchase	Transfer of shares to employees
Date of Board resolution	2025/04/09
Repurchase period	2025/04/10~2025/06/06
Repurchase price range	NTD 20.00~ NTD 40.00
Type and number of shares intended to be repurchased	5,000,000 common shares
Type and number of shares repurchased	750,000 common shares
Amount of shares repurchased	NTD 20,121,956
Average repurchase price per share	NTD 26.83
Ratio of shares repurchased to planned repurchase quantity (%)	15%
Number of shares canceled and transferred	0 common shares
Cumulative number of the Company's shares held	750,000 common shares
Ratio of cumulative number of the Company's shares held to total issued shares (%)	0.62%
Reasons for non-completion:	To protect shareholders' rights and interests and take into account market mechanisms, the Company adopted a strategy of repurchasing shares in tranches based on changes in share price and trading volume, and therefore the repurchase was not fully completed.

Ratification Items

Proposal 1

Proposed by the Board of Directors

Proposal: 2025 Business Report, Financial Statements, and Consolidated Financial Statements.

Description:

I. The 2025 Business Report, Financial Statements, and Consolidated Financial Statements were approved by resolution of the Board of Directors on March 13, 2026 and reviewed by the Audit Committee, which has issued a review report.

II. The aforesaid financial statements were audited by CPA Chih-Yuan Chen and CPA Yao-Lin Huang of Deloitte Taiwan.

III. Business Report, Financial Statements, and Consolidated Financial Statements are detailed in Attachment 1 [please refer to pages 15 to 17 of this manual], Attachment 3 [please refer to pages 19 to 28 of this manual], and Attachment 4 [please refer to pages 29 to 40 of this manual].

IV. Submitted for ratification.

Resolution:

Proposal 2

Proposed by the Board of Directors

Proposal: 2025 earnings distribution.

Description:

I. The Company’s 2025 earnings distribution. (please see the table below).

II. Cash dividends are distributed to shareholders in proportion to their shareholdings as recorded in the shareholders’ register, and are calculated up to NTD 1.0 with decimal points rounded off. The total amount less than NTD 1 is included under other income. If subsequently, due to the Company’s cash capital increase, repurchase of the Company’s shares, conversion of shares by holders of convertible bonds, or other factors, the number of outstanding shares is affected, causing a change in the shareholders’ dividend distribution ratio and requiring amendment, the Chairman is authorized to handle the matter with full authority.

III. The date of earnings distribution and other related matters are to be approved by the shareholders' meeting. The Board of Directors is authorized to set another date in accordance with relevant regulations.

IV. Submitted for ratification.

Unit: In New Taiwan Dollars

	Amount
Undistributed earnings at beginning of period	455,564,607
Net income after tax	13,173,005
Remeasurement of the defined benefit plan recognized in retained earnings	623,815
Appropriation of legal reserve (10%)	(1,379,682)
Reversal of special reserve	20,111,378
Distributable earnings of the current period	488,093,123
Distribution item
Shareholders’ dividends - cash dividends NTD 0.11	(13,252,619)
Undistributed earnings at the end of the period	474,840,504

Chairman: Mei-Hsiu Liu

anagerial Officer: Mei-Hsiu Liu

Accounting Officer: Yun-Chen Li

Resolution:

Discussion Items

Proposal 1

Proposed by the Board of Directors

Proposal: Amendments to Certain Provisions of the Company’s “Procedures for Acquisition or Disposal of Assets”.

Description:

I. In line with amendments to laws and regulations and the Company’s practical needs, it is proposed to amend certain provisions of the Company’s “Procedures for Acquisition or Disposal of Assets”.

II. A comparison table of amended provisions of the “Procedures for Acquisition or Disposal of Assets” is attached as Attachment 5. [Please refer to pages 41 to 43 of this Handbook]

III. Proposed for discussion.

Resolution:

Proposal 2

Proposed by the Board of Directors

Proposal: Proposal for amendment to parts of the provisions of the “Articles of Incorporation” of Company.

Description:

I. To meet the Company’s practical needs, it is proposed to amend certain provisions of the Company’s “Articles of Incorporation”.

II. The Comparison Table for Amendments of “Articles of Incorporation” is enclosed in Attachment 6. [Please refer to page 44 of this Handbook]

III. Proposed for discussion.

Resolution:

Elections

Proposal 1

Proposed by the Board of Directors

Proposal: Full re-election of directors.

Description:

I. The term of office of the Company’s 10th Term directors ends on June 27, 2026, and re-election shall be conducted in accordance with the law.

II. Pursuant to the Company’s Articles of Incorporation, 9 directors (including 4 independent directors) will be elected this time, and the newly elected directors shall take office immediately after the Annual General Meeting for a term of 3 years, from June 22, 2026 to June 21, 2029.

III. The candidate nomination system is adopted for the election of directors, and the directors are elected from the list of candidates by the shareholders.

IV. The list of candidates for directors and independent directors are as follows:

Candidate category	Name	Academic background	Experience	Current position	Shareholding
Director	Mei-Hsiu Liu	Tamkang University Department of Public Administration	Vice President of Procurement, S.L.I Asia	Chairman and President, Laster Tech Co., Ltd.	4,716,225
Director	Chun-Chi Wu	National Beimen Senior High School	Chairman, TYC Brother Industrial Co., Ltd.	Director, TYC Brother Industrial Co., Ltd.	885,429
Director	Shun-Chieh Lo	Master’s Degree in Accounting, National Chengchi University	Assistant Vice President, Chicony Electronics Co., Ltd.	Assistant Vice President, Chicony Electronics Co., Ltd.	0
Director	Juag-Sheng Wu	Feng Chia University Department of Business Administration	Vice President, Standard Chartered Bank	Independent Director, I Yuan Precision Industrial Co., Ltd.	400,000
Director	Representative of Ti Fu Investment Co., Ltd.: Chen Cheng-Min	Chia Nan University of Pharmacy & Science	Chairman, Yi-Chu Development Co., Ltd.	Chairman, Yi-Chu Development Co., Ltd.	2,838,647

Independent Director	Yi-Liang Chou	Department of Mechanical Engineering, Chih-Kuang Vocational High School of Business & Technology	Director and General Manager, Zhao-Neng Technology Co., Ltd.	Director and President of Zhao-Neng Technology Co.,Ltd.	0
Independent Director	Kuei-Chen Wu	Department of Finance and Taxation, National Chung Hsing University	President, Nexia International Limited.	President, Nexia International Limited.	63
Independent Director	Ching-Wen Hsu	Department of Mechanical Engineering, National Taiwan University of Science and Technology	CEO, Chun On Electronic Co., Ltd.	Senior Vice President, Sheng-Tiang Elevator Installation Co., Ltd.	0
Independent Director	Meng-Chi Hsu	Department of Electronics, Kuang Wu Junior College of Technology	General Manager, FORWARD ELECTRONICS CO., LTD.	Member of the Remuneration Committee, Laster Tech Co., Ltd.	0

Election results:

Other Matters

Proposal 1

Proposed by the Board of Directors

Proposal: Motion for the lifting of competition restriction between new directors and their representatives.

Description:

I. Pursuant to Article 209 of the Company Act, “A director who does anything for himself or on behalf of another person that is within the scope of the company’s business, shall explain to the meeting of shareholders the essential contents of such an act and secure its approval.”

II. Any director of the Company may participate in the operation of other companies with the same or similar business scope as that of the Company. However, this must be resolved by a shareholders’ meeting in accordance with Article 209 of the Company Act, in order to lift the competition restrictions for new directors and their representatives. The details are shown in the table below.

III. Presented for discussion.

Table of Candidates for Lifting the Non-competition for Directors and Independent Directors.

Title	Name of candidate	Other concurrent positions
Director	Mei-Hsiu Liu	Chairman, Windlux International Co., Ltd.
Chairman, LasterTech Electronics (Dongguan) Co., Ltd.
Chairman, Laster Tech Opto (Shenzhen) Co., Ltd.
Chairman, Li San (Shanghai) International Trade Ltd.
Chairman, LasterTech Automotive (Shanghai) Co., Ltd.
Director, Ang Ran Technology Co., Ltd.
Director, Laster Tech (Thailand) Co., Ltd.
Chairman, Laster International (Samoa) Co., Ltd.
Chairman, Laster Overseas (Samoa) Co., Ltd.
Chairman, Super Continental Ltd.

| | | Chairman, Laster Forever (Samoa) Co., Ltd.
Chairman, Excitement Holding Co., Ltd.
Chairman, Happy Power Corp
Director, Sweeo Technology Co., Ltd.
Chairman, Laster Tech Automotive
(America) Incorporated
Chairman, LASTER TECH
AUTOMOTIVE MEXICO INC, S.A. DE C.V. |
| --- | --- | --- |
| Director | Chun-Chi Wu | Director, TYC Brother Industrial Co., Ltd.
Chairman, Ti-Fu Investment Co., Ltd.
Chairman, DBM Reflex of Taiwan Co., Ltd.
Chairman, Kunshan TYC Automotive
Components Co., Ltd.
Chairman, Qi-Min Investment Co., Ltd.
Director, Juoku Technology Co., Ltd.
Supervisor, Mai-Huang Enterprise Co., Ltd.
Director, Kuo-Chi-Min Investment Co., Ltd.
Chairman, Ti-Yuan Investment Co., Ltd.
Chairman, Da-Mao Consulting Co., Ltd.
Director, I Yuan Precision Industrial. Co., Ltd.
Chairman, Changzhou Tweixi Precision
Mould Co., Ltd. |
| Director | Shun-Chieh Lo | None |
| Director | Juag-Sheng Wu | Independent Director, I Yuan Precision
Industrial Co., Ltd.
Independent Director, AimCore Technology
Co., Ltd |
| Director | Cheng-Min Chen | Chairman, Yi-Chu Development Co., Ltd.
Director, Li Zhuang Construction
Development Co., Ltd. |

		Chairman, Ba-Yi-Jin Investment Co., Ltd. Director, Her Century International Ltd. Director, I Yuan Precision Industrial. Co., Ltd.
Independent Director	Yi-Liang Chou	Director, ZN Technology Co., Ltd. Chairman of Zhao Neng International, Inc.
Independent Director	Kuei-Chen Wu	President, Nexia International Limited. Independent Director, CoreTech Knowledge Inc. Director, Athena Capital Investment Co., Ltd. Director, Anqing Innovation Investment Co., Ltd. Independent Director, HEP Tech Co., Ltd.
Independent Director	Ching-Wen Hsu	Chairman, 3S System Technology Inc. Director, CubTEK Inc. Senior Deputy General Manager, CUB ELECPARTS INC.
Independent Director	Hsu Meng-Chi	None

Resolution:

Extemporary Motions

Adjournment

Attachment I

Laster Tech Co., Ltd.

2025 Business Report

Dear Shareholders:

In 2025, the overall revenue and profitability declined compared with the previous year, due to external factors such as US tariff policy and price-cutting competition in the Chinese car market. Despite short-term fluctuations in operations caused by external interference, the Company's management team demonstrated high resilience and actively responded to the challenges with integrity. Moving forward, the Company will continue to increase the market penetration rate of LED car light module products and develop new products to enhance business momentum, while making adjustments to the global supply chain deployment as needed to cope with operational risks brought by future industrial and overall economic environment changes.

The 2025 operating results and 2026 operational plans are reported as follows:

I. 2025 Business Results Report

(I) Implementation results of business plan

Consolidated financial statements:

Year Item	2025	2024	Increase (decrease) amount	Increase (decrease) annual net sales (%)
Operating revenue	8,542,795	9,338,397	(795,602)	(8.52)
Operating costs	7,642,230	8,039,967	(397,737)	(4.95)
Gross profit	900,565	1,298,430	(397,865)	(30.64)
Operating expenses	879,910	987,233	(107,323)	(10.87)
Other income	2,231	525	1,706	324.95
Net operating profit	22,886	311,722	(288,836)	(92.66)
Non-operating income and expenses	2,970	(9,255)	12,225	(132.09)
Net profit before tax	25,856	302,467	(276,611)	(91.45)
Income tax expense (gains)	12,682	31,110	(18,428)	(59.23)
Net profit for the year	13,174	271,357	(258,183)	(95.15)

(II) Financial income and expenditure

Consolidated financial statements:

Item	2025	2024	Increase (decrease) amount
Net cash inflow (outflow) from operating activities	392,953	744,497	(351,544)
Net cash inflow (outflow) from investing activities	(1256,368)	(29,178)	(1,227,190)
Net cash inflow (outflow) from financing activities	110,985	412,244	(301,259)

(III) Research development

Develop high-energy-density lightweight LED car light modules, and through optimization of the thermal structure, significantly improve the driving range and light-emitting efficiency of new energy vehicles.
Collaborate with major international car lamp manufacturers on the development of smart LED headlights and provide a highly integrated lighting system for new energy vehicles to meet low energy consumption requirements.
Enhance the dynamic display functions of LED for automobiles, such as the welcome function and the sequential lighting.

II. Summary of 2026 Business Plan

(I) Business policy

Strengthen the corporate governance structure and establish effective internal control and risk management mechanisms to protect shareholders' interests.
Invest more resources in R&D and accelerate the development cycle of new products to quickly respond to market changes and needs.
Increase market share in automotive lighting products and strengthen the global supply chain.

(II) Important production and marketing policies

Marketing strategy

(1) Strategically select orders with high technical thresholds and high margin structures to optimize the profitability of the overall order mix.
(2) Regularly conduct market surveys and competitive analysis to gain insight into market trends.
(3) Provide customized services to win customers' recognition and improve actual performance.

Production strategy

(1) Analyze customer order trends and demand forecasts, and adjust production plans in advance to ensure the effective use of production capacity.

(2) Formulate strict quality control standards and processes to improve production yield.
(3) Continue to introduce automated production processes and optimize existing equipment to improve production efficiency.

III. Future company development strategy

In the future, the Company will focus on LED automotive lighting as the foundation for stable development, continue to upgrade R&D technology, and use LED lighting as another important product to develop. All products are made with the core objective of energy saving and carbon reduction, to do our utmost for the environment.

IV. The impact of the external competitive environment, the regulatory environment and the overall business environment

The supply chain in the automotive market is relatively closed, and the regulatory requirements are very strict, with long product design and verification test periods. Therefore, the threshold for entering this industry is higher than that of the general industry. The stability in obtaining orders is better than that of the general industry. The Company will continue to actively develop LED automotive related products and expand market share to maintain the leading position in terms of product quality and sales volume.

To conclude this report, I would like to express my gratitude to our shareholders for their support and to our colleagues for their hard work. In the future, we will do our utmost to maximize the profit for the Company.

I wish you

good health and all the best

Laster Tech Co., Ltd.

Chairman: Mei-Hsiu Liu

President: Mei-Hsiu Liu

Accounting Supervisor: Yun-Chen Li

Attachment II

Laster Tech Co., Ltd.

Audit Committee's Review Report

The Board of Directors prepared the Company's 2025 Business Report, Financial Statements (including Consolidated Financial Statements), and the motion for earnings distribution, among which the Financial Statements (including Consolidated Financial Statements) were audited by CPAs Chih-Yuan Chen and Yao-Lin Huang of Deloitte Taiwan as commissioned by the Board of Directors, with an audit report issued thereafter. The business report and financial statements as stated above have been audited by the Audit Committee with no discrepancy found. We have presented you the reports based on the provisions stipulated in Article 14-4 in the Securities and Exchange Act and Article 219 in the Company Act.

2026 Annual General Meeting of Laster Tech Co., Ltd.

Laster Tech Co., Ltd.:

Convener of the Audit Committee: Yi-Liang Chou

March 13, 2026

Independent Auditors' Report

Attachment III

To Laster Tech Co., Ltd.:

Audit opinion

We have audited the accompanying consolidated financial statements of Laster Tech Co., Ltd. (the "Company"), which comprise the parent company only balance sheet for the years ended December 31, 2025 and 2024, and the parent company only statements changes in equity and cash flows for January 1 to December 31, 2025 and 2024, and notes to the parent company only financial statements (including a summary of significant accounting policies).

In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the consolidated financial position of the Company as of December 31, 2025 and 2024, and its parent company only financial performance and parent company only cash flows for January 1 to December 31, 2025 and 2024 in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis of Audit Opinion

We have conducted the audit according to the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and the Auditing Standards. Our responsibilities under those standards are further described in the Auditors' Responsibilities for the Audit of the Unconsolidated 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 R.O.C. and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe we have obtained sufficient and appropriate audit evidence to express an opinion.

Key Audit Matters

The key audit matters refer to the matters considered by the auditors to be most significant for the auditing of 2025 Parent Company Only Financial Statements of the Company according to the professional determination thereof. These matters were addressed in the context of our

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

Key audit matters for the 2025 Parent Company Only Financial Statements of the Company are stated as follows:

Recognition of sales revenue

In 2025, the sales revenue of the Company from major customers was NT$1,996,668 thousand, accounting for 96% of the total sales revenue. The impact on the parent company only financial statements is material; hence we have identified the occurrence of such revenue recognition as a key audit matter. For the accounting policy for revenue recognition, please refer to Note 4.

The audit procedures we performed included:

To understand and test the design and the implementation of effectiveness concerning internal controls relevant to the above revenue recognition.
Select samples and examine the sales revenue of major customers, and review the original orders and related shipping documents.
Send letters to inquiry about the balance of accounts receivable of the above main customers at the end of the period. If no reply is received, check the collection status of such accounts.

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

Management is responsible for the preparation and fair presentation of the parent company only financial statements in accordance with the 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 free from materials misstatement, whether due to fraud or error.

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

Those in charge with governance (including the Auditing 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 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 principles generally accepted will always detect a material misstatement in the parent company only financial statements when it exists. Misstatements can arise from fraud or error. These are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these parent company only financial statements.

As part of an audit in accordance with the auditing principles, we exercise professional judgment and professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the 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 Company and their ability to continue as a going concern. 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 parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our 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 notes to the statements), 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 within Laster Tech Co., Ltd. to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the audit, and we are responsible for forming an audit opinion on Laster Tech Co., Ltd.

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 in charge 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 the most significance in the audit of the Company's 2025 parent company only financial statements and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Deloitte Taiwan

CPA, Chih-Yuan Chen

Financial Supervisory Commission Approval Letter No.

Jin-Guan-Cheng-Shen-Zi No. 1060023872

CPA, Yao-Lin Huang

Financial Supervisory Commission Approval Letter No.

Jin-Guan-Cheng-Shen-Zi No. 1060004806

March 16,2026

Parent University of Tennessee Sheet
December 31, 2024
Unit: NT$ thousand

Code	Assets	December 31, 2025		December 31, 2024
		Amount	%	Amount	%
Current assets
1100	Cash and cash equivalents (Notes 4 and 6)	$ 955,012	12	$ 1,050,391	13
1110	Financial assets at fair value through profit or loss - current (Notes 4 and 7)	473,218	6	22,222	-
1136	Financial assets measured at after-amortization cost - current (Notes 4 and 9)	-	-	3,290	-
1170	Accounts receivable (Notes 4, 10, and 22)	215,209	3	714,935	8
1180	Accounts receivable - related parties (Notes 4, 22, and 30)	61,025	1	229,905	3
1200	Other receivables (Notes 4 and 10)	209,574	2	13,771	-
1210	Other receivables - related parties (Note 4 and 30)	214,723	3	278,809	3
1220	Current income tax assets (Notes 4 and 24)	14,447	-	13,289	-
130X	Inventories (Notes 4 and 11)	506,374	6	799,252	10
1410	Prepayments (Note 15)	42,762	-	60,485	1
1470	Other current assets (Notes 4, 15 and 31)	63,660	1	67,839	1
11XX	Total current assets	2,756,004	34	3,254,188	39
Non-Current Assets
1517	Financial assets at fair value through other comprehensive income - current (Notes 4 and 8)	181,032	2	-	-
1550	Investment by equity method (Notes 4 and 12)	4,037,917	49	3,798,308	46
1600	Property, plant and equipment (Notes 4, 13 and 31)	1,082,759	13	1,147,302	14
1755	Right-of-use assets (Notes 4 and 14)	42,450	1	51,040	1
1780	Intangible assets (Note 4)	4,707	-	2,831	-
1840	Deferred income tax assets (Note 4 and 24)	45,519	1	40,398	-
1975	Net defined benefit assets - non-current (Note 4 and 20)	5,739	-	4,886	-
1990	Other non-current assets (Notes 4 and 15)	35,365	-	7,225	-
15XX	Non-current assets	5,435,488	66	5,051,990	61
1XXX	Total assets	$ 8,191,492	100	$ 8,306,178	100
Liabilities and equity
Current liabilities
2100	Short-term borrowings (Notes 16 and 31)	$ 1,700,427	21	$ 1,709,952	21
2110	Short-term notes payable (Note 16)	-	-	358,644	4
2150	Accounts and notes payables (Note 18)	584,622	7	866,389	11
2180	Accounts payable - related parties (Note 30)	3,998	-	105,103	1
2200	Other payables (Note 19)	160,442	2	267,117	3
2220	Other payables - related parties (Note 30)	27,152	-	39,079	1
2230	Current income tax liabilities (Note 4 and 24)	9,260	-	-	-
2280	Lease liabilities - current (Notes 4 and 14)	4,791	-	8,669	-
2320	Long-term borrowings and bonds payable due within one year (Notes 4, 16, 17, and 31)	158,693	2	309,760	4
2399	Other current liabilities (Note 19)	2,043	-	28,421	-
21XX	Total current liabilities	2,651,428	32	3,693,134	45
Non-current liabilities
2500	Financial liabilities measured at fair value through profit or loss - non-current (Notes 4 and 7)	6,630	-	2,460	-
2530	Corporate bonds payable (Notes 4 and 17)	283,893	3	275,611	3
2540	Long-term borrowings (Notes 16 and 31)	1,618,285	20	762,434	9
2570	Deferred income tax liabilities (Note 4 and 24)	14,490	-	12,020	-
2580	Lease liabilities - non-current (Notes 4 and 14)	38,635	1	42,782	1
2645	Guarantee deposits received	850	-	850	-
25XX	Non-total current liabilities	1,962,783	24	1,096,157	13
2XXX	Total liabilities	4,614,211	56	4,789,291	58
Equity (Notes 4, 17, 21 and 26)
Share capital
3110	Common shares	1,212,284	15	1,151,590	14
3200	Stock dividends from	1,725,054	21	1,593,750	19
Retained earnings
3310	Legal reserve	170,592	2	143,346	2
3320	Special reserve	98,088	1	193,466	2
3350	Undistributed earnings	469,362	6	532,823	6
3300	Total retained earnings	738,042	9	869,635	10
Other interests
3410	Currency translation difference	( 78,147 )	( 1 )	( 98,088 )	( 1 )
3420	Unrealized gains or losses on financial assets measured at fair value through other comprehensive income	170	-	-	-
3400	Total other interests	( 77,977 )	( 1 )	( 98,088 )	( 1 )
3500	Treasury stocks	( 20,122 )	-	-	-
3XXX	Total equity	3,577,281	44	3,516,887	42
Total liabilities and equity		$ 8,191,492	100	$ 8,306,178	100

The accompanying notes are a part of the parent only company financial report.

Chairman: Liu Mei-Shiu

Manager Officer: Liu Mei-Shiu

Accounting Officer: Li Yun-Chen

111111111111111111111111111111111111111111

Parent Company Only Compensation/ive Income Statement

For the Years then Ended December 31, 2025 and 2024

Units: NT$ in thousands; except earnings per share in NT$

Code		2025		2024
		Amount	%	Amount	%
4000	Operating revenues (Notes 4, 22, and 30)	$ 2,082,894	100	$ 2,780,667	100
5000	Operating costs (Notes 4, 11, 23 and 30)	1,923,180	92	2,538,071	91
5900	Operating margin	159,714	8	242,596	9
5910	Realized sales gain	2,062	-	7,315	-
5950	Realized operating profit margin	161,776	8	249,911	9
	Operating expenses (Notes 4, 23, 26 and 30)
6100	Selling and marketing expenses	63,306	3	153,492	5
6200	General and administrative expenses	117,054	6	136,066	5
6300	Research and development expenses	12,810	-	27,046	1
6000	Total operating expenses	193,170	9	316,604	11
6500	Other income and expenses, net	2	-	-	-
6900	Net operating loss	( 31,392 )	( 1 )	( 66,693 )	( 2 )
	Non-operating income and expenses (Notes 4, 22 and 30)
7100	Interest income	18,925	1	7,619	-
7010	Other income	10,122	-	8,796	1
7020	Other gains and losses	9,542	-	57,939	2
7050	Financial costs	( 92,083 )	( 4 )	( 76,293 )	( 3 )
7070	Share of profit of subsidiaries accounted for using the equity method	99,484	5	366,970	13
7000	Total non-operating income and expenses	45,990	2	365,031	13
7900	Net Income before tax	14,598	1	298,338	11
7950	Income tax expenses (Notes 4 and 24)	( 1,424 )	-	( 26,981 )	( 1 )
8200	Net profit for the year	13,174	1	271,357	10

Code		2025		2024
		Amount	%	Amount	%
	Other comprehensive income
	Items not reclassified
	subsequently to profit or loss:
8311	Remeasurement of defined benefit plan (Notes 4 and 20)	$ 780	-	$ 1,378	-
8349	Income taxes related to items that will not be reclassified
	subsequently to profit or loss (Notes and 24)	(156)	-	(276)	-
8310		624	-	1,102	-
	Items possibly recategorized to profits and losses later:
8361	Currency translation difference (Note 4)	24,927	1	119,222	4
8367	Unrealized gains or losses on investments in debt instruments measured at fair value through other comprehensive income (Note 4).	213	-	-	-
8399	Income taxes related to Items that may be reclassified to profit or loss (Notes 4 and 24)	(5,029)	-	(23,844)	(1)
8360		20,111	1	95,378	3
8300	Other comprehensive income for the year (net after tax)	20,735	1	96,480	3
8500	Total comprehensive income for the year	$ 33,909	2	$ 367,837	13
	Earnings per share (Note 25)
9710	Basic	$ 0.11		$ 2.36
9810	Diluted	$ 0.11		$ 2.16

The accompanying notes are a part of the parent only company financial report.

Chairman:

Liu Mei-Shiu

Manager Officer:

Liu Mei-Shiu

Accounting Officer:

Li Yun-Chen

Parent Company Only
31.2025 and 2024

Unit: NTS thousand

Code	Balance on January 1, 2024	Share capital			Retained earnings					Other interests
		Common shares	Bond conversion entitlement certificates	Total	Stock dividends from	Legal reserve	Special reserve	Undistributed earnings	Total	Difference in exchange from the conversion of financial statements of overseas operating entities	Unrealized gains or losses on financial assets measured at fair value through other comprehensive income	Total	Treasury stocks	Total equity
A1	2023 Appropriation and distribution of retained earnings	$ 1,135,217	$ 13,280	$ 1,148,497	$ 1,558,458	$ 112,252	$ 144,525	$ 512,878	$ 769,655	($ 193,466)	$ -	($ 193,466)	$ -	$ 3,283,144
B1	Legal reserve	-	-	-	-	31,094	-	(31,094)	-	-	-	-	-	-
B3	Special reserve	-	-	-	-	-	48,941	(48,941)	-	-	-	-	-	-
B5	Shareholders' cash dividends	-	-	-	-	-	-	(172,479)	(172,479)	-	-	-	-	(172,479)
C5	Convertible bonds issued recognized as equity components	-	-	-	22,835	-	-	-	-	-	-	-	-	22,835
I1	Convertible bonds and Bond conversion entitlement certificates converted to common shares	16,373	(13,280)	3,093	9,646	-	-	-	-	-	-	-	-	12,739
N1	Issuance of employee stock options	-	-	-	2,811	-	-	-	-	-	-	-	-	2,811
D1	2024 Net profit	-	-	-	-	-	-	271,357	271,357	-	-	-	-	271,357
D3	Other comprehensive income (loss) in 2024	-	-	-	-	-	-	1,102	1,102	95,378	-	95,378	-	96,480
D5	Total comprehensive income (loss) of 2024	-	-	-	-	-	-	272,459	272,459	95,378	-	95,378	-	367,837
Z1	Balance on December 31, 2024	1,151,590	-	1,151,590	1,593,750	143,346	193,466	532,823	869,635	(98,088)	-	(98,088)	-	3,516,887
	2024 Appropriation and distribution of retained earnings
B1	Legal reserve	-	-	-	-	27,246	-	(27,246)	-	-	-	-	-	-
B5	Special reserve	-	-	-	-	-	(95,378)	95,378	-	-	-	-	-	-
B17	Shareholders' cash dividends	-	-	-	-	-	-	(145,391)	(145,391)	-	-	-	-	(145,391)
E1	Cash Capital Increase	60,000	-	60,000	129,000	-	-	-	-	-	-	-	-	189,000
I1	Conversion of convertible bonds into common shares	694	-	694	2,304	-	-	-	-	-	-	-	-	2,998
L1	Repurchase of treasury shares	-	-	-	-	-	-	-	-	-	-	-	(20,122)	(20,122)
D1	2025 Net profit	-	-	-	-	-	-	13,174	13,174	-	-	-	-	13,174
D3	Other comprehensive income for 2025	-	-	-	-	-	-	624	624	19,941	170	20,111	-	20,735
D5	Total comprehensive income for 2025	-	-	-	-	-	-	13,798	13,798	19,941	170	20,111	-	33,909
Z1	Balance on December 31, 2025	$ 1,212,284	$ -	$ 1,212,284	$ 1,725,054	$ 170,592	$ 98,088	$ 469,362	$ 738,042	($ 78,147)	$ 170	($ 77,977)	($ 20,122)	$ 3,577,281

Chairman: Liu Mei-Shiu

Manager: Liu Mei-Shiu

Chief Accounting Officer: Li Yun-Chen

1111111111111111111111111111111111111

Parent Company Only Statement of Cash Flows

For the Years then Ended December 31, 2025 and 2024

Unit: NT$ thousand

Code		2025	2024
Cash flows from operating activities
A10000	Net income before tax this year	$ 14,598	$ 298,338
A20010	Income and expenses items:
A20100	Depreciation expenses	89,926	83,812
A20200	Amortization expenses	2,409	2,017
A20400	Net benefits of financial assets and liabilities measured at fair value through the income	( 25,098 )	( 5,598 )
A20900	Financial costs	92,083	76,293
A21200	Interest income	( 18,925 )	( 7,619 )
A21300	Dividend income	( 7,020 )	( 847 )
A21900	Employee stock options -based compensation costs	-	2,811
A23100	Gain on disposal of investments	( 8,158 )	-
A22400	Share of profit of subsidiaries accounted for using the equity method	( 99,484 )	( 366,970 )
A22500	Losses from the disposal of property, plant and equipment	-	117
A23700	Loss on scrapped inventories	7,377	15,360
A23800	Loss on inventory valuation decline and obsolescence (reversal gain)	482	( 18,576 )
A23900	Realized sales gain	( 2,062 )	( 7,315 )
A24100	Unrealized foreign currency conversion gain, net	( 25,172 )	( 7,364 )
A24200	Loss on redemption of corporate bonds	-	161
A29900	Profit from lease modification	( 2 )	-
Net change in operating assets and liabilities
A31150	Accounts receivable	507,374	( 330,892 )
A31160	Accounts receivable - Related parties	175,656	93,797
A31180	Other receivables	( 172,644 )	15,300
A31190	Other receivables - related parties	64,086	31,937
A31200	Inventory	285,019	( 101,501 )
A31230	Prepayments	17,723	18,426
A31240	Other current assets	2,253	( 61 )
A31990	Net defined benefit assets	( 73 )	( 43 )
A32130	Notes and payable	( 286,357 )	148,332
A32160	Accounts payable - Related parties	( 100,751 )	50,639
A32180	Other payables	( 123,745 )	56,907
A32190	Other payables - related parties	( 11,927 )	6,156
A32230	Other current liabilities	( 26,378 )	24,076
A33000	Cash generated from operations	351,190	77,693
A33100	Interest received	14,902	7,619
A33300	Interest paid	( 82,149 )	( 72,357 )
A33500	Income tax paid	( 1,158 )	( 13,057 )
AAAA	Net cash inflow (outflow) from operating activities	282,785	( 102 )

Code		2025	2024
Cash flows from investing activities
B00010	Acquisition of financial assets at fair value through other comprehensive income	($ 189,953)	$ -
B00020	Disposal of financial assets at fair value through other comprehensive income	14,199	-
B00040	Acquisition of financial assets measured at after-amortization cost	(242,071)	-
B00050	Financial assets measured at after-amortization cost at maturity	245,361	4,779
B00100	Acquisition of financial assets at fair value through profit or loss	(509,610)	(18,736)
B00200	Disposal of financial assets at fair value through profit or loss	86,823	22,059
B00700	Refund of capital investment in capital reduction from financial assets measured at fair value through profit or loss	-	1,832
B02700	Acquisition of property, plant and equipment	(15,494)	(86,625)
B03700	Decrease (increase) in refundable deposits	1,559	(719)
B04500	Acquisition of intangible assets	(4,285)	(3,064)
B05900	Repayment of borrowings from related parties	-	74,304
B06500	Increase in other financial assets	(29,619)	(20,503)
B06600	Decrease in other financial assets	31,545	-
B06700	Increase in prepayment for equipment	(33,051)	(3,352)
B07600	Receipt of dividends from subsidiaries	118	339
B09900	Receipt of other dividends	7,020	847
BBBB	Net cash outflow from investment activities	(637,458)	(28,839)
Cash flows from financing activities
C00100	Increase (decrease) in short-term borrowings	(9,525)	319,096
C00500	(Decrease) increase in short-term notes payable	(360,000)	99,256
C01200	Issuance of corporate bonds	-	299,280
C01300	Repayment of corporate bonds	(145,400)	(6,827)
C01600	Proceeds of long-term borrowings	1,640,000	169,212
C01700	Repayment of long-term borrowings	(767,435)	(156,704)
C04020	Repayment of principal of lease liabilities	(8,579)	(8,952)
C04500	Dividends paid	(145,391)	(172,479)
C04600	Cash Capital Increase	189,000	-
C04900	Cost of treasury shares repurchased	(20,122)	-
C05400	Acquisition of stock options in subsidiaries	(113,254)	-
CCCC	Net cash inflow from financing activities	259,294	541,882
EEEE	Increase (decrease) in cash and cash equivalents	(95,379)	512,941
E00100	Balance of cash and cash equivalents at the beginning of the year	1,050,391	537,450
E00200	Balance of cash and cash equivalents at the end of the year	$ 955,012	$ 1,050,391

Chairman: Liu Mei-Shiu

Manager: Liu Mei-Shiu

Accounting Officer: Li Yun-Chen

^{}[]

Independent Auditors' Report

Attachment IV

To Laster Tech Co., Ltd.:

Audit opinion

We have audited the accompanying consolidated financial statements of Laster Tech Co., Ltd. and its subsidiaries (the "Group"), which comprise the consolidated balance sheet for the years ended December 31, 2025 and 2024, and the consolidated statements changes in equity and cash flows for January 1 to December 31, 2025 and 2024, and notes to the consolidated financial statements (including a summary of significant accounting policies).

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2025 and 2024, and its consolidated financial performance and consolidated cash flows for January 1 to December 31, 2025 and 2024 in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis of Audit Opinion

We have conducted the audit according to the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and the Auditing Standards. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of Consolidated Financial Statements. We are independent of the Company and its subsidiaries in accordance with The Norm of Professional Ethics for Certified Public Accountant of the R.O.C. and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe we have obtained sufficient and appropriate audit evidence to express an opinion.

Key Audit Matters

The key audit matters refer to the matters considered by the auditors to be most significant for the auditing of 2025 Consolidated Financial Statements of the Company and its subsidiaries according to the professional determination thereof. 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.

Key audit matters in the 2025 Consolidated Financial Statements of the Group are specified below:

Recognition of sales revenue

In 2025, the sales revenue of the Group from major customers was NT$4,715,617 thousand, accounting for 55% of the sales revenue. The impact on the consolidated financial statements is material; hence we have identified the occurrence of the aforementioned revenue recognition as a key audit matter. For the accounting policy for revenue recognition, please refer to Note 4.

The audit procedures we performed included:

To understand and test the design and the implementation of effectiveness concerning internal controls relevant to the above revenue recognition.
The above sales revenue is selected and checked, and the original orders, related statements of account and shipping documents are reviewed.
Send letters to inquiry about the balance of accounts receivable of the above customers at the end of the period. If no reply is received, check the collection status of such accounts.

Other Matters

Laster Tech Co., Ltd. has prepared the parent company only financial statements for 2025 and 2024. We have audited these statements and issued an unqualified opinion. Auditors' Reports issued by other accountants are on record for reference.

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 Regulations Governing the Preparation of Financial Reports by Securities Issuers, the IFRS, IAS, IFRIC and SIC recognized by the Financial Supervisory Commission and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the parent company only financial statements, the management is also responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting

unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

Those in charge of governance (including the Auditing Committee) are responsible for overseeing the financial reporting process of the Group.

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

Our objectives are to obtain reasonable assurance 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 principles generally accepted will always detect a material misstatement in the consolidated financial statements when it exists. Misstatements can arise from fraud or error. These are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

As part of an audit in accordance with the auditing principles, we exercise professional judgment and professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control of the Group.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group and their ability to continue as a going concern. 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 Group to cease to continue as a going concern.

Evaluate the overall presentation, structure and content of the consolidated financial statements (including the notes to the statements), 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 within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the Group audit, and we are responsible for forming an audit opinion on the Group.

From the matters communicated with those charged with governance, we determine those matters that were of the most significance in the audit of the Group's 2025 consolidated financial statements and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Deloitte Taiwan

CPA, Yao-Lin Huang

Financial Supervisory Commission Approval Letter No.

Jin-Guan-Cheng-Shen-Zi No. 1060023872

Financial Supervisory Commission Approval Letter No.

Jin-Guan-Cheng-Shen-Zi No. 1060004806

March 16, 2026

Laster Tobacco Manufacturers' Association of America
December 11, 2024
Unit: NT$ thousand

Code	Assets	December 31, 2025		December 31, 2024
		Amount	%	Amount	%
Current assets
1100	Cash and cash equivalents (Notes 4 and 6)	$ 1,628,187	16	$ 2,383,455	22
1110	Financial assets at fair value through profit or loss - current (Notes 4 and 7)	632,599	6	22,222	-
1136	Financial assets measured at after-amortization cost - current (Notes 4 and 9)	314,720	3	3,290	-
1140	Contract assets - current (Notes 4 and 24)	29,637	-	43,545	-
1150	Notes receivable (Notes 4, 10, 24 and 31)	675,901	7	813,557	8
1160	Notes receivable - related parties (Notes 4, 24, 31 and 32)	121,902	1	163,527	2
1170	Accounts receivable (Notes 4, 10, and 24)	2,270,330	22	2,489,889	24
1180	Accounts receivable - related parties (Notes 4, 24 and 32)	84,621	1	169,943	2
1197	Finance lease receivables (Notes 4 and 11)	11,602	-	17,646	-
1200	Other receivables (Notes 4 and 10)	225,182	2	57,792	1
1220	Current income tax assets (Note 4 and 26)	16,541	-	15,352	-
130X	Inventories (Notes 4 and 12)	1,715,029	17	1,895,558	18
1410	Prepayments (Note 17)	203,317	2	124,839	1
1470	Other current assets (Notes 4, 17 and 33)	105,744	1	240,811	2
11XX	Total current assets	8,035,312	78	8,441,426	80
Non-Current Assets
1517	Financial assets at fair value through other comprehensive income - current (Notes 4 and 8)	181,032	2	-	-
1600	Property, plant and equipment (Notes 4, 14 and 33)	1,573,163	15	1,593,474	15
1755	Right-of-use assets (Notes 4 and 15)	267,968	3	322,265	3
1780	Intangible assets (Notes 4 and 16)	52,395	-	26,227	-
1840	Deferred tax assets (Notes 4 and 26)	127,540	1	136,191	1
194D	Long-term finance lease receivable (Notes 4 and 11)	-	-	12,915	-
1975	Net defined benefit assets - non-current (Note 4 and 22)	5,739	-	4,886	-
1990	Other non-current assets (Notes 4, 17 and 33)	82,764	1	42,525	1
15XX	Non-current assets	2,290,601	22	2,138,483	20
1XXX	Total assets	$ 10,325,913	100	$ 10,579,909	100
Code Liabilities and equity
Current liabilities
2100	Short-term borrowings (Notes 18 and 33)	$ 1,766,972	17	$ 1,986,595	19
2110	Short-term notes payable (Note 18)	-	-	358,644	3
2130	Contract liabilities - current (Notes 4 and 24)	7,208	-	2,173	-
2170	Accounts payable (Notes 20 and 32)	2,311,567	22	2,616,135	25
2200	Other payables (Notes 21 and 32)	277,666	3	333,193	3
2230	Current income tax liabilities (Note 4 and 26)	9,386	-	22,719	-
2280	Lease liabilities - current (Notes 4 and 15)	49,910	-	62,764	1
2320	Long-term borrowings and bonds payable due within one year (Notes 4, 18, 19 and 33)	158,693	2	309,760	3
2399	Other current liabilities (Note 21)	9,446	-	36,796	-
21XX	Total current liabilities	4,590,848	44	5,728,779	54
Non-current liabilities
2500	Financial liabilities measured at fair value through profit or loss - non-current (Notes 4 and 7)	6,630	-	2,460	-
2530	Corporate bonds payable (Notes 4 and 19)	283,893	3	275,611	3
2540	Long-term borrowings (Notes 18 and 33)	1,618,285	16	762,434	7
2570	Deferred income tax liabilities (Notes 4 and 26)	21,239	-	23,654	-
2580	Lease liabilities - non-current (Notes 4 and 15)	226,887	2	269,234	3
2645	Guarantee deposits received	850	-	850	-
25XX	Non-total current liabilities	2,157,784	21	1,334,243	13
2XXX	Total liabilities	6,748,632	65	7,063,022	67
Equity (Notes 4, 19, 23 and 28)
Share capital
3110	Common shares	1,212,284	12	1,151,590	11
3200	Stock dividends from	1,725,054	17	1,593,750	15
Retained earnings
3310	Legal reserve	170,592	2	143,346	1
3320	Special reserve	98,088	1	193,466	2
3350	Undistributed earnings	469,362	4	532,823	5
3300	Total retained earnings	738,042	7	869,635	8
Other interests
3410	Currency translation difference	( 78,147 )	( 1 )	( 98,088 )	( 1 )
3420	Unrealized gains or losses on financial assets measured at fair value through other comprehensive income	170	-	-	-
3400	Total other interests	( 77,977 )	( 1 )	( 98,088 )	( 1 )
3500	Treasury stocks	( 20,122 )	-	-	-
3XXX	Total equity	3,577,281	35	3,516,887	33
Total liabilities and equity		$ 10,325,913	100	$ 10,579,909	100

The accompanying notes are a part of the consolidated financial statements.

Chairman: Liu Mei-Shiu

Manager: Liu Mei-Shiu

Chief Accounting Officer: Li Yun-Chen

Laster Tech on Food and Subsidiaries

Consolidated Statement of Comprehensive Income

For the Years then Ended December 31, 2025 and 2024

Units: NT$ in thousands; except earnings per share in NT$

Code		2025		2024
		Amount	%	Amount	%
4000	Operating revenues (Notes 4, 24 and 32)	$ 8,542,795	100	$ 9,338,397	100
5000	Operating costs (Notes 4, 12, 16, 25 and 32)	7,642,230	89	8,039,967	86
5900	Operating margin	900,565	11	1,298,430	14
	Operating expenses (Notes 4, 10, 16, 25 and 28)
6100	Selling and marketing expenses	254,960	3	292,098	3
6200	General and administrative expenses	282,349	4	297,759	3
6300	Research and development expenses	339,205	4	391,955	5
6450	Expected credit impairment loss	3,396	-	5,421	-
6000	Total operating expenses	879,910	11	987,233	11
6500	Other income and expense, net (Note 4 and 25)	2,231	-	525	-
6900	Net operating profit	22,886	-	311,722	3
	Non-operating income and expenses (Notes 4 and 25)
7100	Interest income	30,167	-	18,013	-
7010	Other income	21,523	-	17,207	-
7020	Other gains and losses	54,509	1	48,591	1
7050	Financial costs	( 103,229 )	( 1 )	( 93,066 )	( 1 )
7000	Total non-operating income and expenses	2,970	-	( 9,255 )	-
7900	Net Income before tax	25,856	-	302,467	3

Code		2025		2024
		Amount	%	Amount	%
7950	Income tax expenses (Notes 4 and 26)	($ 12,682)	-	($ 31,110)	-
8200	Net profit for the year	13,174	-	271,357	3
	Other comprehensive income
	Items not reclassified subsequently to profit or loss:
8311	Remeasurement of defined benefit plan (Notes 4 and 22)	780	-	1,378	-
8349	Income taxes related to items that will not be reclassified subsequently to profit or loss (Notes 4 and 26)	( 156 )	-	( 276 )	-
8310		624	-	1,102	-
	Items possibly recategorized to profits and losses later:
8361	Currency translation difference (Note 4)	24,927	-	119,222	1
8367	Unrealized gains or losses on investments in debt instruments measured at fair value through other comprehensive income (Note 4).	213	-	-	-
8399	Income taxes related to Items that may be reclassified subsequently to profit or loss (Notes 4 and 26)	( 5,029 )	-	( 23,844 )	-
8360		20,111	-	95,378	1

Code		2025		2024
		Amount	%	Amount	%
8300	Other comprehensive income for the year (net after tax)	20,735	-	96,480	1
8500	Total comprehensive income for the year	$ 33,909	-	$ 367,837	4
8610	Net profit attributable to: Owners of the parent company	$ 13,174	-	$ 271,357	3
8620	Non-controlling interests	-	-	-	-
8600		$ 13,174	-	$ 271,357	3
8710	Total comprehensive income attributable to: Owners of the parent company	$ 33,909	-	$ 367,837	4
8720	Non-controlling interests	-	-	-	-
8700		$ 33,909	-	$ 367,837	4
9710	Earnings per share (Note 27) Basic	$ 0.11		$ 2.36
9810	Diluted	$ 0.11		$ 2.16

The accompanying notes are a part of the consolidated financial statements.

Chairman:

Manager:

Chief Accounting Officer:

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Easton, Texas 77341

Los Angeles County Public Affairs

Consolidated Financial Statements Equity

For the Years Ended December 31, 2025 and 2024

Unit: NT$ thousand

Code		Share capital				Retained earnings					Currency translation difference	Unrealized gains or losses on financial assets measured at fair value through other comprehensive income	Total	Treasury stocks
		Common shares	Bond conversion entitlement certificates	Total		Stock dividends from	Legal reserve	Special reserve	Unidentified earnings	Total
A1	Balance on January 1, 2024	$ 1,135,217	$ 13,280	$ 1,148,497	1,356,458	$ 112,353	$ 144,525	$ 512,878	$ 769,655	($ 193,466)	$ -	($ 193,466)	$ -	$ 3,263,144
B1	2023 Appropriation and distribution of retained earnings
	Legal reserve	-	-	-	-	31,094	-	(31,094)	-	-	-	-	-	-
B3	Special reserve	-	-	-	-	-	48,941	(48,941)	-	-	-	-	-	-
B5	Cash dividends to the Company's shareholders	-	-	-	-	-	-	(172,479)	(172,479)	-	-	-	-	(172,479)
C5	Convertible bonds issued recognized as equity components	-	-	-	22,835	-	-	-	-	-	-	-	-	22,835
H	Convertible bonds and Bond conversion entitlement certificates converted to common shares	16,373	(13,280)	3,093	9,646	-	-	-	-	-	-	-	-	12,739
N1	Issuance of employee stock warrants by the Company	-	-	-	2,811	-	-	-	-	-	-	-	-	2,811
D1	2024 Net profit	-	-	-	-	-	-	271,357	271,357	-	-	-	-	271,357
D3	Other comprehensive income (loss) in 2024	-	-	-	-	-	-	1,102	1,102	95,378	-	95,378	-	96,480
D5	Total comprehensive income (loss) of 2024	-	-	-	-	-	-	272,459	272,459	95,378	-	95,378	-	367,837
Z1	Balance on December 31, 2024	1,151,590	-	1,151,590	1,593,750	143,346	193,466	532,823	869,635	(98,088)	-	(98,088)	-	3,516,887
B1	2024 Appropriation and distribution of retained earnings
	Legal reserve	-	-	-	-	27,246	-	(27,246)	-	-	-	-	-	-
B3	Special reserve	-	-	-	-	-	(95,378)	95,378	-	-	-	-	-	-
B5	Cash dividends to the Company's shareholders	-	-	-	-	-	-	(145,391)	(145,391)	-	-	-	-	(145,391)
C5	Convertible bonds issued recognized as equity components	-	-	-	-	-	-	-	-	-	-	-	-	-
E1	Cash Capital Increase	60,000	-	60,000	129,000	-	-	-	-	-	-	-	-	189,000
I1	Conversion of convertible bonds into common shares	694	-	694	2,304	-	-	-	-	-	-	-	-	2,998
L1	Repurchase of treasury shares	-	-	-	-	-	-	-	-	-	-	-	(20,122)	(20,122)
D1	2025 Net profit	-	-	-	-	-	-	13,174	13,174	-	-	-	-	13,174
D3	Other comprehensive income for 2025	-	-	-	-	-	-	624	624	19,941	170	20,111	-	20,735
D5	Total comprehensive income for 2025	-	-	-	-	-	-	13,798	13,798	19,941	170	20,111	-	33,909
Z1	Balance on December 31, 2025	$ 1,212,284	$ -	$ 1,212,284	$ 1,725,054	$ 170,592	$ 98,088	$ 469,362	$ 738,042	($ 78,147)	$ 170	($ 77,977)	($ 20,122)	$ 3,577,281

Chairman: Liu Mei-Sheng

Manager: Liu Mei-Sheng

Chief Accounting Officer: Li Yun-Chen

图

Laster Tech Credits and Subsidiaries

Consolidated Statement of Cash Flows

For the Years then Ended December 31, 2025 and 2024

Unit: NT$ thousand

Code		2025	2024
	Cash flows from operating activities
A10000	Net income before tax this year	$ 25,856	$ 302,467
A20010	Income and expenses items:
A20100	Depreciation expenses	277,951	276,261
A20200	Amortization expenses	9,789	8,519
A20300	Expected credit impairment loss	3,396	5,421
A20400	Net benefits of financial assets and liabilities measured at fair value through the income	( 54,463 )	( 7,136 )
A20900	Financial costs	103,229	93,066
A21200	Interest income	( 30,167 )	( 18,013 )
A21300	Dividend income	( 7,020 )	( 847 )
A21900	Employee stock options -based compensation costs	-	2,811
A22500	Loss (gain) from the disposal of property, plant and equipment	395	( 2,911 )
A23100	Gain on disposal of investments	( 10,268 )	-
A23700	Loss on scrapped inventories	7,377	15,360
A23800	Loss (gain from price recovery) for market price decline and obsolete and slow-moving inventories	( 8,306 )	56,352
A24100	Unrealized foreign currency conversion gain, net	( 20,185 )	( 1,407 )
A24200	Losses on redemption of payable corporate bonds	-	161
A29900	Profit from lease modification	( 2,231 )	( 525 )
	Net change in operating assets and liabilities
A31125	Contract assets	13,908	11,546
A31130	Note receivable	137,656	( 309,551 )
A31140	Notes receivable - Related parties	41,625	( 72,712 )
A31150	Accounts receivable	220,499	( 153,286 )
A31160	Accounts receivable - Related parties	85,322	44,158
A31180	Other receivables	( 141,926 )	17,181
A31200	Inventory	179,684	325,765
A31230	Prepayments	( 78,942 )	17,110
A31240	Other current assets	133,141	183,583
A31260	Net defined benefit assets	( 73 )	( 43 )
A32125	Contractual liabilities	5,035	( 3,454 )

A32150	Notes and payable	( 302,654 )	12,079
Code		2025	2024
A32180	Other payables	($ 76,908 )	$ 39,666
A32230	Other current liabilities	( 27,350 )	24,754
A33000	Cash generated from operations	484,370	866,375
A33100	Interest received	23,839	18,217
A33300	Interest paid	( 89,854 )	( 89,105 )
A33500	Income tax paid	( 25,402 )	( 50,990 )
AAAA	Net cash inflow from operating activities	392,953	744,497
Cash flows from investing activities
B00010	Acquisition of financial assets at fair value through other comprehensive income	( 189,953 )	-
B00020	Disposal of financial assets at fair value through other comprehensive income	14,199	-
B00040	Acquisition of financial assets measured at after-amortization cost	( 545,381 )	-
B00050	Disposal of financial assets measured at after-amortization cost	245,361	4,779
B00100	Acquisition of financial assets at fair value through profit or loss	( 728,602 )	( 726,922 )
B00200	Disposal of financial assets at fair value through profit or loss	183,688	865,823
B00700	Refund of capital investment in capital reduction from financial assets measured at fair value through profit or loss	-	1,832
B02700	Acquisition of property, plant and equipment	( 192,746 )	( 152,364 )
B02800	Proceeds from the disposal of property, plant and equipment	12,990	6,765
B03700	Decrease (increase) in refundable deposits	( 1,705 )	952
B04500	Acquisition of intangible assets	( 24,806 )	( 10,553 )
B06100	Decrease in finance lease receivables	18,390	27,722
B06500	Decrease (increase) in other financial assets	1,924	( 20,705 )
B07100	Increase in prepayment for equipment	( 58,390 )	( 27,354 )
B07300	Decrease in prepaid lease payments	1,643	-
B07600	Dividends received	7,020	847
BBBB	Net cash outflow from investment activities	( 1,256,368 )	( 29,178 )
Cash flows from financing activities
C00100	Increase (decrease) in short-term borrowings	( 213,089 )	240,558

C00500	(Decrease) increase in short-term notes payable	( 360,000 )	99,256
C01200	Issuance of corporate bonds	-	299,280
C01300	Repayment of corporate bonds	( 145,400 )	( 6,827 )
C01600	Proceeds of long-term borrowings	1,640,000	169,212
C01700	Repayment of long-term borrowings	( 767,435 )	( 156,704 )
C04020	Repayment of principal of lease liabilities	($ 66,578 )	($ 60,052 )
C04500	Cash dividends to the Company’s shareholders paid	( 145,391 )	( 172,479 )
C04600	Cash Capital Increase	189,000	-
C04900	Purchase of treasury shares	( 20,122 )	-
CCCC	Net cash inflow from financing activities	110,985	412,244
DDDD	Effects of exchange rate changes on the balance of cash and cash equivalents	( 2,838 )	110,814
EEEE	Increase (decrease) in cash and cash equivalents	( 755,268 )	1,238,377
E00100	Balance of cash and cash equivalents at the beginning of the year	2,383,455	1,145,078
E00200	Balance of cash and cash equivalents at the end of the year	$ 1,628,187	$ 2,383,455

The accompanying notes are a part of the consolidated financial statements.

Chairman:

Manager:

Chief Accounting Officer:

Attachment V

Laster Tech Co., Ltd.

Comparison Table of the Amendments to the “Procedures for Acquisition or Disposal of Assets”

Amended Provisions	Original Provisions	Explanation
Article 29: Standards for Public Notices and Filings
When the Company acquires or disposes of assets under any of the following circumstances, it shall, in the prescribed format according to the nature thereof, publicly announce and file the relevant information on the website designated by the Financial Supervisory Commission within 2 days from the date of occurrence:
I. Acquisition or disposition of real property or its right-of-use assets from or to a related party, or acquisition or disposition of assets other than real property or its right-of-use assets from or to a related party where the transaction amount reaches 20% of the Company’s paid-in capital, 10% of total assets, or NTD 300 million or more. However, this shall not apply to trading of domestic government bonds, bonds under repurchase and resale agreements, or subscription or redemption of money market funds issued by domestic securities investment trust enterprises.
II. Conducting a merger, demerger, acquisition, or transfer of shares.
III. Losses from derivatives trading reaching the upper limit of losses on all or individual contracts as prescribed in the applicable procedures.
IV. Acquisition or disposition of equipment or right-of-use assets thereof, where the counterparty is not a related party, and the transaction amount reaches any of the following thresholds:
(I) Public companies with paid-in capital of less than NTD 10 billion, where the transaction amount reaches NTD 500 million or more.
(II) Public companies with paid-in capital of NTD 10 billion or more but less than NTD 50 billion, where the transaction amount reaches NTD 1 billion or more.
(III) Public companies with paid-in	Article 29: Standards for Public Notices and Filings
When the Company acquires or disposes of assets under any of the following circumstances, it shall, in the prescribed format according to the nature thereof, publicly announce and file the relevant information on the website designated by the Financial Supervisory Commission within 2 days from the date of occurrence:
I. Acquisition or disposition of real property or its right-of-use assets from or to a related party, or acquisition or disposition of assets other than real property or its right-of-use assets from or to a related party where the transaction amount reaches 20% of the Company’s paid-in capital, 10% of total assets, or NTD 300 million or more. However, this shall not apply to trading of domestic government bonds, bonds under repurchase and resale agreements, or subscription or redemption of money market funds issued by domestic securities investment trust enterprises.
II. Conducting a merger, demerger, acquisition, or transfer of shares.
III. Losses from derivatives trading reaching the upper limit of losses on all or individual contracts as prescribed in the applicable procedures.
IV. Acquisition or disposition of equipment or right-of-use assets thereof, where the counterparty is not a related party, and the transaction amount reaches any of the following thresholds:
(I) Public companies with paid-in capital of less than NTD 10 billion, where the transaction amount reaches NTD 500 million or more.
(II) Public companies with paid-in capital of NTD 10 billion or more, where the transaction amount reaches NTD 1 billion or more.	This article is amended to comply with laws and regulations.

Amended Provisions	Original Provisions	Explanation
capital of NTD 50 billion or more, where the transaction amount reaches 5% or more of the Company’s paid-in capital.
V. Acquisition of real property by way of self-construction on owned land, construction on leased land, joint construction and allocation of housing units, joint construction and allocation of ownership percentages, or joint construction and separate sale, where the counterparty is not a related party and the Company expects to invest NTD 500 million or more.
VI. Public companies with paid-in capital of NTD 50 billion or more, transactions of government bonds, ordinary corporate bonds and general financial bonds not involving equity (excluding subordinated bonds) traded on a securities exchange or at the business premises of a securities firm, where such transactions do not fall under the exceptions set forth in the proviso to Subparagraph 8, and the counterparty is not a related party, and the transaction amount reaches 5% or more of the Company’s paid-in capital.
VII. Asset transactions other than those referred to in the preceding six subparagraphs, disposal of receivables by a financial institution, or investments in the Mainland Area, where the transaction amount reaches 20% of the Company’s paid-in capital or NTD 300 million or more. However, this shall not apply to the following circumstances:
(omitted below)	V. Acquisition of real property by way of self-construction on owned land, construction on leased land, joint construction and allocation of housing units, joint construction and allocation of ownership percentages, or joint construction and separate sale, where the counterparty is not a related party and the Company expects to invest NTD 500 million or more.
VI. Asset transactions other than those referred to in the preceding five subparagraphs, disposal of receivables by a financial institution, or investments in the Mainland Area, where the transaction amount reaches 20% of the Company’s paid-in capital or NTD 300 million or more. However, this shall not apply to the following circumstances:
(omitted below)
Article 33: Other Explanatory Matters
The provisions of these Procedures regarding 10% of total assets shall be calculated based on the amount of total assets in the most recent Parent Company Only or separate financial statements prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.
If the Company’s shares have no par value or the par value per share is not NTD 10, the provisions of these Procedures regarding the transaction amount of 20% of paid-in capital shall be calculated based on 10% of equity attributable to owners of the parent.
The provisions of these Regulations regarding the transaction amount of	Article 33: Other Explanatory Matters
The provisions of these Procedures regarding 10% of total assets shall be calculated based on the amount of total assets in the most recent Parent Company Only or separate financial statements prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.
If the Company’s shares have no par value or the par value per share is not NTD 10, the provisions of these Procedures regarding the transaction amount of 20% of paid-in capital shall be calculated based on 10% of equity attributable to owners of the parent.

Amended Provisions	Original Provisions	Explanation
5% of paid-in capital shall be calculated based on 2.5% of equity attributable to owners of the parent; the provisions of these Regulations regarding the transaction amount where paid-in capital reaches NTD 10 billion shall be calculated based on equity attributable to owners of the parent of NTD 20 billion; the provisions of these Regulations regarding the transaction amount where paid-in capital reaches NTD 50 billion shall be calculated based on equity attributable to owners of the parent of NTD 100 billion.

Attachment VI

Laster Tech Co., Ltd.

Comparison Table for Amendments of "Articles of Incorporation"

Provisions after amendment	Original provisions	Explanation
Article 6-1
The Company may, pursuant to the Company Act, transfer, issue, or offer for subscription its repurchased treasury shares, employee stock options, newly issued shares, and new restricted employee shares to employees of the Company and employees of its controlled or subordinate companies.	Article 6-1
The Company may, pursuant to the Company Act, transfer, issue, or offer for subscription its repurchased treasury shares, employee stock options, newly issued shares, and new restricted employee shares to employees of the Company and employees of its controlled or subordinate companies.	Corrected a wording error.
Article 24-1
(above omitted)
The Company's dividend policy takes into account the Company's profitability, capital structure, future operational needs, and other factors, and each year, not less than 12% of the net amount of profit after tax for the current year after deducting the legal reserve shall be allocated for distribution of dividends and bonuses to shareholders, However, if accumulated distributable earnings are less than 5% of paid-in share capital, distribution may be withheld; the principle for distributing dividends and bonuses to shareholders shall be a balanced dividend policy comprising stock dividends together with cash dividends, with cash dividends accounting for not less than 10% of the total dividends and bonuses to shareholders proposed for distribution.	Article 24-1
(above omitted)
The Company's dividend policy takes into account the Company's profitability, capital structure, future operational needs, and other factors, and each year, not less than 12% of distributable earnings shall be allocated for distribution of dividends and bonuses to shareholders, However, if accumulated distributable earnings are less than 20% of paid-in share capital, distribution may be withheld; the principle for distributing dividends and bonuses to shareholders shall be a balanced dividend policy comprising stock dividends together with cash dividends, with cash dividends accounting for not less than 10% of the total dividends and bonuses to shareholders proposed for distribution.	Amendment is made according to the actual needs of the Company.
Article 28
These Articles of Incorporation were established on August 27, 1999.
1st amendment was made on February 29, 2000.
·
·
The 19th amendment was made on September 26, 2016.
The 20th amendment was made on June 28, 2017.
The 21st amendment was made on November 29, 2018.
The 22nd amendment was made on June 30, 2020.
The 23rd amendment was made on June 27, 2022.
These Articles of Incorporation were amended for the 24th time on May 28, 2025
These Articles of Incorporation were amended for the 25th time on June 22, 2026	Article 20
These Articles of Incorporation were established on August 27, 1999.
1st amendment was made on February 29, 2000.
·
·
The 19th amendment was made on September 26, 2016.
The 20th amendment was made on June 28, 2017.
The 21st amendment was made on November 29, 2018.
The 22nd amendment was made on June 30, 2020.
The 23rd amendment was made on June 27, 2022.
These Articles of Incorporation were amended for the 24th time on May 28, 2025	Newly added the amendment date.

Appendix I

麗清科技股份有限公司

LASTER TECH CO., LTD.

Articles of Incorporation (Before Amendment)

Chapter I General Provisions

Article 1 The Company has been duly incorporated in accordance with the provisions of the Company Act governing companies limited by shares, under the name of "Laster Tech Co., Ltd.".

Article 2 The Company's business shall include the following:

I. F119010 Wholesale of Electronic Materials.
II. F401010 International Trade.
III. CC01080 Electronics Components Manufacturing.
IV. CC01030 Electrical Appliances and Audiovisual Electronic Products Manufacturing.
V. CC01040 Lighting Equipment Manufacturing.
VI. CD01030 Motor Vehicles and Parts Manufacturing.
VII. F113020 Wholesale of Electrical Appliances.
VIII. F114030 Wholesale of Motor Vehicle Parts and Motorcycle Parts, Accessories.
IX. ZZ99999 All business activities that are not prohibited or restricted by law, except those that are subject to special approval.

Article 3 The Company's head office is located in New Taipei City, Taiwan. Where necessary, a branch within Republic of China may be set up by resolution of the Board of Directors.

Article 4 The Company may make an external investment as necessary for business, provided this investment is a limited-liability shareholder. The total amount of investment is not restricted by the provisions of Article 13 of the Company Act.

Article 5 The Company may provide guarantees externally as necessary for business. The process is handled in accordance with the Company's "Procedures for Loaning of Funds and Making of Endorsements/Guarantees".

Chapter II Shares

Article 6 The Company's total capital is set at NTD 1.5 billion, divided into 150,000,000 shares at NTD 10 per share, to be issued in installments; the unissued shares shall be issued upon resolution by the Board of Directors based on actual needs.

NTD 50 million of the capital stated above is retained as employee stock options, issued in installments according to the resolution adopted by the Board of Directors.

The Company may, in pursuance of the resolution adopted by its Board of Directors, apply to the competent authority in charge of securities affairs for an approval of public issuance of its shares. The Company may apply for an approval of ceasing its status as a public company by a resolution adopted, at a shareholders' meeting, by a majority of the shareholders present who represent two-thirds or more of the total number of its

outstanding shares.

In the event the total number of shares represented by the shareholders present at a shareholders' meeting of the Company whose shares have been issued in public is less than the percentage of the total shareholdings required in the preceding Paragraph, the resolution may be adopted by two-third of the voting rights exercised by the shareholders present at the shareholders' meeting who represent a majority of the outstanding shares of the Company.

Article 6-1 The transfer, issuance or acquisition of the Company's purchase of treasury stocks, employee stock options and issuance of new shares and restricted stock awards may include employees of the Company and controlled or affiliated companies.

Article 7 The shares of the Company shall be registered. Their certificates shall bear the signatures or seals of the directors representing the Company and may only be issued after they have been legally certified. The shares issued by the Company may be exempted from printing the certificate(s), but shall register the issued shares with a centralized securities depository enterprise and follow the regulations of that enterprise.

Article 8 The registration of the transfer of shares shall not be altered within 60 days prior to the convening date of a regular shareholders' meeting, or within 30 days prior to the convening date of a special shareholders' meeting, or within 5 days prior to the target date fixed by the issuing company for distribution of dividends, bonus or other benefits.

Article 9 The Company's stock affairs are handled in accordance with the "Regulations Governing the Administration of Shareholder Services of Public Companies" promulgated by the competent authority.

Chapter III Shareholders' meeting

Article 10 Shareholders' meetings are divided into general meetings and special meetings. Annual General Meetings shall be convened at least once a year and within six months after the end of each fiscal year. Extraordinary meetings may be convened as necessary in accordance with relevant laws and regulations.

The Company's shareholders' meeting may be convened by video conference or by other means announced by the competent authorities.

Article 11 For shareholders who cannot attend shareholders' meeting for any reason, he/she may issue a proxy to attend the meeting by providing the proxy form issued by the Company and stating the scope of the proxy's authorization. In addition to the provisions set forth in Article 177 of the Company Act, proxies for attendance at shareholders' meetings are handled in accordance with the "Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies" promulgated by the competent authority.

Article 12 Shareholders of the Company are entitled to one vote per share; however, shareholders' meeting the circumstances stipulated in the Company Act have no voting rights.

Where voting rights are exercised electronically at a shareholders' meeting convened by the Company, such means shall be expressly provided in the notice of the shareholders' meeting.

Article 13 Except as otherwise provided by relevant laws and regulations, resolutions of the shareholders' meeting shall be attended by shareholders who represent more than

one-half of the total number of issued and outstanding shares.

Article 14 The chairman shall chair the shareholders’ meeting. In the event of absence of the chairman for any reason, the chairman shall designate a director to act on his/her behalf. If the chairman does not make such a designation, the chair shall be elected among themselves. For a shareholders’ meeting convened by any person other than directors, they shall act as the chair of that meeting provided that if there are two or more persons having the convening right, the chair of the meeting shall be elected from among themselves.

Article 15 Resolutions adopted at a shareholders’ meeting shall be recorded in the minutes of the meeting, which shall be affixed with the signature or seal of the chair of the meeting and shall be distributed to all shareholders of the Company within 20 days after the close of the meeting. The preparation and distribution of the minutes of the shareholders’ meeting may be effected by means of public announcement.

Chapter IV Directors and Audit Committee

Article 16 The Company has 9-11 directors, who are nominated under the candidate nomination system from a list of candidates by shareholders. The directors serve a term of 3 years and can be re-elected. The ratio of the total shareholdings of all directors are subject to the regulations of the securities agencies.

The Company’s Audit Committee, established in accordance with the provisions set forth in Article 14-4, consists of all independent directors. The responsibility, meeting rules and other matters of the Audit Committee are handled in accordance with the Company Act, Securities and Exchange Act and other regulatory requirements.

The Company may take out liability insurance for its directors covering the liability they are legally required to bear in relation to the performance of their duties.

Article 16-1 Pursuant to Article 14-2 of the Securities and Exchange Act, at least two of the directors of the Company shall be independent directors and shall not be less than one-fifth of the total number of the directors. The independent directors are elected from a list of independent director candidates at a shareholders’ meeting. The professional competence, shareholdings, restrictions on concurrent positions, methods of nomination and election and other requirements of such independent directors shall be subject to the applicable regulations of the competent authority in charge of securities affairs.

Article 16-2 The remuneration to all directors is determined by the Board of Directors based on the degree of their participation to the Company’s operations and value of their contributions at the standard industry rate.

Article 16-3 The Company’s directors are elected under the cumulative voting system. The total number of votes per share may be consolidated for election of one candidate or may be split for election of two or more candidates. A candidate to whom the ballots cast represent a prevailing number of votes shall be deemed a director elect.

Article 17 Where at least one-third of the seats of directors are vacant, the Board of Directors shall convene a special shareholders’ meeting within 60 days to hold a by-election. The term of each director elected as such shall be limited to the remaining term of his/her predecessor.

Article 18 The Board of Directors shall consist of the Company’s directors. The chairman shall be

elected by a majority of the directors attending a meeting of the Board of Directors at which at least two-thirds of directors are present. The chairman shall represent the Company externally. If the Chairman is on leave or unable to perform his/her duties for whatever reason, his/her proxy shall be handled pursuant to the provisions of Article 208 of the Company Act.

Functional committee may be established under the Board of Directors.

Article 19 Except where otherwise provided by the Company Act, the passage of a proposal at a board meeting of the Company shall require the approval of a majority of the directors in attendance at a Board of Directors meeting attended by a majority of all directors. Pursuant to Article 205 of the Company Act, if a meeting of the Board of Directors is held by video conference, directors who participate in the meeting by video conference shall be deemed to have attended the meeting in person. The proceedings of a Board of Directors meeting shall be handled in accordance with the Company's "Rules of Procedure for Board of Directors' Meetings". The directors may be notified of the convening of a board meeting by written, electronic or FAX means.

Article 20 A board meeting is convened by the chairman; however, the first board meeting of each term shall be convened by the elected director with the most votes. The convening procedures are subject to the provisions of Article 203 of the Company Act.

A notice of the reasons for convening a board meeting shall be given to each director 7 days before the meeting is convened. In emergency circumstances, however, a board meeting may be called on shorter notice.

Article 21 A director may authorize another director to attend a board meeting on his/her behalf in written. The proxy may exercise voting rights on behalf of the director and vote for all matters at the meeting, provided each director may only designate one other director to act on his/her behalf.

Chapter V Manager

Article 22 The Company may appoint a manager, whose appointment, discharge and remuneration shall be subject to the provisions of Article 29 of the Company Act. This shall be made by a resolution adopted with the attendance of a majority of the directors and the approval of a majority of the directors present. A managerial officer shall have a domicile or residence in Taiwan.

Chapter VI Accounting

Article 23 At the end of each fiscal year of the Company, the Board of Directors shall prepare the following reports and statements for submission to the ordinary shareholder's meeting for ratification.

I. Business report
II. Financial statements.
III. Proposal for distribution of earnings or covering losses.

Article 24 The Company shall set aside 5% to 15% of the annual profit (profit is gains before tax deducting gains before remuneration to employees and directors before tax deduction of employee compensation and directors' remuneration), if any, as remuneration to

employees and not more than 3% as remuneration to directors. However, earnings shall first be used to make up accumulated losses (including the adjustment of undistributed earnings), if any.

An amount of no less than 30% of the employee remuneration described in the preceding paragraph shall be appropriated as remuneration for entry-level employees. The remuneration of employees may be distributed in the form of shares or in cash. The employees entitled to receive the shares or cash may be employees of parents or subsidiaries of the company meeting certain requirements which shall be authorized to be specified by the Board of Directors.

The directors' remuneration described in Paragraph 1 shall be paid only in cash.

The preceding two paragraphs shall be approved by resolution of the Board of Directors and reported to the shareholders' meeting.

Article 24-1 If the Company has net profit after tax for the current period in its annual final accounts, it shall first offset accumulated losses (including adjustments to the amount of undistributed earnings) and appropriate 10% as legal reserve in accordance with the law; however, this shall not apply where the accumulated legal reserve has reached the Company's total paid-in capital. Followed by the allocation or reservation of special reserve pursuant to the law or regulations. The Board of Directors shall prepare a motion for earnings distribution for the remaining earnings coupled with the opening undistributed earnings (including the adjustment of the amount of undistributed earnings) to be submitted to the shareholders' meeting for resolution on the distribution of dividends to shareholders.

The Company's dividend policy is correspondent to the Company profitability, capital structure and future operational needs. Not less than 12% of distributable earnings will be paid to shareholders each year; however, earnings will not be distributed if the accumulated distributable earnings are lower than 20% of the Company's paid-in capital. The payment principle of dividends to shareholders is subject to a balanced dividend policy of stock dividends and cash dividends, with the distribution ratio of cash dividends not less than 10% of the total dividends to be distributed to shareholders.

Chapter VII Supplementary Provisions

Article 25 Deleted

Article 26 Matters not provided for in these Articles of Incorporation are handled in accordance with the Company Act and other applicable laws and regulations.

Article 27 These Articles of Incorporation shall take effect after having been submitted to and approved by a shareholders' meeting. Subsequent amendments thereto shall be effected in the same manner.

Article 28 These Articles of Incorporation were established on August 27, 1999.

1st amendment was made on February 29, 2000.

The 2nd amendment was made on December 19, 2000.

The 3rd amendment was made on July 23, 2001.

The 4th amendment was made on May 22, 2002.

The 5th amendment was made on November 27, 2002.

The 6th amendment was made on May 23, 2003.

The 7th amendment was made on June 16, 2004.
The 8th amendment was made on June 16, 2004.
The 9th amendment was made on June 15, 2005.
The 10th amendment was made on June 23, 2006.
The 11th amendment was made on June 26, 2008.
The 12th amendment was made on June 26, 2008.
The 13th amendment was made on June 24, 2009.
The 14th amendment was made on June 29, 2010.
The 15th amendment was made on June 29, 2011.
The 16th amendment was made on June 26, 2013.
The 17th amendment was made on June 29, 2015.
The 18th amendment was made on June 29, 2016.
The 19th amendment was made on September 26, 2016.
The 20th amendment was made on June 28, 2017.
The 21st amendment was made on November 29, 2018.
The 22nd amendment was made on June 30, 2020.
The 23rd amendment was made on June 27, 2022.
The 24th amendment was made on May 28, 2025.

Laster Tech Co., Ltd.
Chairman: Mei-Hsiu Liu

Appendix II

麗清科技股份有限公司

LASTER TECH CO., LTD.

Rules of Procedure for Shareholders' Meetings

Article 1 For the purposes of building a system for good governance of the shareholders' meeting of the Company, ensuring its sound supervisory functions and strengthening its management capability, these Rules of Procedure (hereinafter referred to as the "Rules") has been established in accordance with Article 5 of the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies.

Article 2 Except as otherwise provided by law or the Articles of Incorporation, the rules of procedure for the shareholders' meeting of the Company shall be governed by these Rules.

Article 3 (Convening shareholders' meetings and shareholders' meeting notices) Except as otherwise provided by law, the shareholders' meeting of the Company shall be convened by the Board of Directors.

Unless otherwise stipulated in the Regulations Governing the Administration of Shareholder Services of Public Companies, a company convening a shareholders' meeting by video conference shall specify this in its Articles of Incorporation specified, approved by resolution of the Board of Directors, and a shareholders' meeting by video conference shall be approved by a resolution of the Board of Directors adopted with the attendance of at least two-thirds of the directors and the approval of a majority of the directors present.

Any change of the means for convening of a shareholders' meeting shall be resolved by the Board of Directors. The change shall be made at the latest prior to sending a letter of notification of shareholders' meeting.

The Company shall prepare electronic versions of the shareholders' meeting notice and proxy forms, and the origins of and explanatory materials relating to all proposals, including proposals for ratification, matters for deliberation, or the election or dismissal of directors or supervisors, and upload them to the Market Observation Post System (MOPS) before 30 days before the date of an ordinary shareholders' meeting or before 15 days before the date of an extraordinary shareholders' meeting. In addition, the Company shall prepare electronic versions of the shareholders' meeting agenda and supplemental meeting materials and upload them to the MOPS twenty-one days before the date of the regular shareholders' meeting or fifteen days before the date of the extraordinary shareholders' meeting. If, however, the Company has the paid-in capital of NTD 10 billion or more as of the last day of the most current fiscal year, or total shareholding of foreign shareholders and PRC shareholders reaches 30% or more as recorded in the register of shareholders of the shareholders' meeting held in the immediately preceding year, transmission of these electronic files shall be made by 30 days before the regular shareholders' meeting. In addition, 15 days before the date of the shareholders' meeting, the Company shall also have prepared the shareholders' meeting agenda and supplemental meeting materials and made them available for the shareholders to obtain and review at any time.

The shareholders' meeting agenda handbook and supplemental materials under the preceding paragraph shall be provided for review by the shareholders by the following means on the date the shareholders' meeting is convened:

I. For physical shareholders' meetings, to be distributed on-site at the meeting.

II. For hybrid shareholders' meetings, to be distributed on-site at the meeting and shared on the virtual meeting platform.

III. For virtual-only shareholders' meetings, electronic files shall be shared on the virtual meeting platform.

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

Election or dismissal of directors or supervisors, amendments to the articles of incorporation, the dissolution, merger, or demerger of the corporation, or any matter under Article 185, paragraph 1 of the Company Act, Articles 26-1 and 43-6 of the Securities and Exchange Act, Articles 56-1 and 60-2 of the Regulations Governing the Offering and Issuance of Securities by Securities Issuers shall be set out and the essential contents explained in the notice of the reasons for convening the shareholders' meeting. None of the above matters may be raised by an extraordinary motion;

The essential contents may be posted on the website designated by the competent authority in charge of securities affairs or the Company, and such website shall be indicated in the above notice.

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

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

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

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

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

Article 4 (Proxy attendance at shareholders' meetings and authorization)

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

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

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

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

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

The venue for a shareholders' meeting shall be the premises of the Company, or a place easily accessible to shareholders and suitable for a shareholders' meeting. The meeting may begin no earlier than 9 a.m. and no later than 3 p.m. Full consideration shall be given to the opinions of the independent directors with respect to the place and time of the meeting.

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

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

The Company shall specify in its shareholders' meeting notices the time during which attendance registrations for shareholders, solicitors and proxies (collectively "shareholders") will be accepted, the place to register for attendance, and other matters for attention.

The time during which shareholder attendance registrations will be accepted, as stated in the preceding paragraph, shall be at least 30 minutes prior to the time the meeting commences. The place at which attendance registrations are accepted shall be clearly marked and a sufficient number of suitable personnel assigned to handle the registrations. For virtual shareholders' meetings, shareholders may begin to register on the virtual meeting platform 30 minutes before the meeting starts. Shareholders completing registration will be deemed as attend the shareholders' meeting in person.

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

Shareholders shall attend shareholders' meetings based on attendance cards, sign-in cards, or other certificates of attendance. The Company may not arbitrarily add requirements for other documents beyond those showing eligibility to attend presented by shareholders. Solicitors soliciting proxy forms shall also bring identification documents for verification.

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

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

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

Article 6-1 (Convention of virtual shareholders' meetings and particulars to be included in shareholders' meeting notice)

To convene a virtual shareholders' meeting, the Company shall include the follow particulars in the shareholders' meeting notice:

I. How shareholders attend the virtual meeting and exercise their rights.

II. Actions to be taken if the virtual meeting platform or participation in the virtual meeting is obstructed due to natural disasters, accidents or other force majeure events, at least covering the following particulars:

(I) The time at which such disruption cannot be eliminated and the meeting must be postponed or continued, and the date of the postponed or continued meeting if postponement or continuation is required.

(II) Shareholders who did not register to participate in the original shareholders' meeting by virtual means may not participate in the postponed or continued meeting.

(III) In case of a hybrid shareholders' meeting, when the virtual meeting cannot be continued, if the total number of shares represented at the meeting, after deducting those represented by shareholders attending the virtual shareholders' meeting online, meets the minimum legal requirement for a shareholder meeting, then the shareholders' meeting shall continue. The shares represented by shareholders attending the virtual meeting online shall be counted towards the total number of shares represented by shareholders present at the meeting, and the shareholders attending the virtual meeting online shall be deemed abstaining from voting on all proposals on meeting agenda of that shareholders' meeting.

(IV) Actions to be taken if the outcome of all proposals have been announced and extraordinary motion has not been carried out.

III. To convene a virtual-only shareholders' meeting, appropriate alternative measures available to shareholders with difficulties in attending a virtual shareholders' meeting online shall be specified. Except in the circumstances provided in Article 44-9, paragraph 6 of the Regulations Governing the Administration of Shareholder Services of Public Companies, the Company shall at least provide shareholders with connection equipment and necessary assistance, and shall specify the period during which shareholders may apply to the Company and other related matters requiring attention.

Article 7 (Chair and non-voting participants of a shareholders' meeting)

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

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.

It is advisable that shareholders' meetings convened by the Board of Directors be chaired by the chairman of the board in person and attended by a majority of the directors, at least one supervisor in person, and at least one member of each functional committee on behalf of the committee. The attendance shall be recorded in the meeting minutes.

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

The Company may appoint its attorneys, certified public accountants, or related persons retained by it to attend a shareholders’ meeting.

Article 8 (Retention of audio or video recordings of a shareholders’ meeting as evidence)

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

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

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

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

Article 9 (Calculation of shares in attendance at a shareholders’ meeting and convening of the meeting)

Attendance at shareholders’ meetings shall be calculated based on numbers of shares. The number of shares in attendance shall be calculated according to the shares indicated by the attendance book and sign-in cards handed in, and the shares checked in on the virtual meeting platform, plus the number of shares whose voting rights are exercised by correspondence or electronically.

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

If the quorum is not met after two postponements as referred to in the preceding paragraph, but the attending shareholders represent one third or more of the total number of issued shares, a tentative resolution may be adopted pursuant to Paragraph 1 of Article 175 of the Company Act; all shareholders shall be notified of the tentative resolution and another shareholders’ meeting shall be convened within one month. In the event of a virtual shareholders’ meeting, shareholders intending to attend the meeting online shall re-register to the Company in accordance with Article 6.

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

Article 10 (Discussion of proposals)

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

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

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

The chair shall allow ample opportunity during the meeting for explanation and discussion of proposals and of amendments or extraordinary motions put forward by the shareholders; when the chair is of the opinion that a proposal has been discussed sufficiently to put it to a vote, the chair may announce the discussion closed, call for a vote, and schedule sufficient time for voting.

Article 11 (Shareholder statements)

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

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

Except with the consent of the chair, a shareholder may not speak more than twice on the same proposal, and a single speech may not exceed 5 minutes. If the shareholder's speech violates the rules or exceeds the scope of the agenda item, the chair may terminate the speech.

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

When a juristic person shareholder appoints two or more representatives to attend a shareholders' meeting, only one of the representatives so appointed may speak on the same proposal.

After an attending shareholder has spoken, the chair may respond in person or direct relevant personnel to respond.

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

Article 12 (Calculation of voting shares and recusal system)

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

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

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

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

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

Article 13 (Voting on proposals, vote monitoring and vote counting methods)

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

When the Company holds a shareholders’ meeting, it shall exercise voting rights by correspondence or electronic means (pursuant to subparagraph 1 of Article 177-1 of the Company Act regarding companies that shall exercise of voting rights by electronic means: The Company may exercise voting rights are by correspondence or electronic means). When voting rights are exercised by correspondence or electronic means, the method of exercise shall be specified in the shareholders’ meeting notice. A shareholder exercising voting rights by correspondence or electronic means will be deemed to have attended the meeting in person, but to have waived his/her rights with respect to the extraordinary motions and amendments to original proposals of that meeting; it is therefore advisable that the Company avoid the submission of extraordinary motions and amendments to original proposals.

A shareholder intending to exercise voting rights by correspondence or electronic means under the preceding paragraph shall deliver a written declaration of intent to the Company two days before the date of the shareholders’ meeting. When duplicate declarations of intent are delivered, the one received earliest shall prevail, except when a declaration is made to cancel the earlier declaration of intent.

Meeting in person or by video conferencing, the shareholder shall revoke the declaration of intent to exercise voting rights under the preceding paragraph by the same means as used to exercise the voting rights two days before the Annual General Meeting; if the revocation is overdue, the voting rights exercised by written or electronic means shall prevail. When a shareholder has exercised voting rights both by correspondence or electronic means and by appointing a proxy to attend a shareholders’ meeting, the voting rights exercised by the proxy in the meeting shall prevail.

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

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

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

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

been completed, the results of the voting, including the statistical tallies of the numbers of votes, shall be announced on-site at the meeting, and a record made of the vote.

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

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

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

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

Article 14 (Election matters)

The election of directors at a shareholders’ meeting shall be held in accordance with the applicable election and appointment rules adopted by the Company, and the voting results shall be announced on-site immediately, including the names of those elected as directors and the numbers of votes with which they were elected.

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

Article 15 (Meeting minutes)

Matters relating to the resolutions of a shareholders’ meeting shall be recorded in the meeting minutes. The meeting minutes shall be signed or sealed by the chair of the meeting and a copy distributed to each shareholder within 20 days after the conclusion of the meeting. The meeting minutes may be produced and distributed in electronic form.

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

The meeting minutes shall accurately record the year, month, day, and place of the meeting, the chair’s full name, the methods by which resolutions were adopted, and a summary of the deliberations and their voting results. The minutes shall be retained for the duration of the existence of the Company.

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

When convening a virtual-only shareholders’ meeting, other than compliance with the requirements in the preceding paragraph, the Company shall specify in the meeting minutes alternative measures available to shareholders with difficulties in attending a virtual-only shareholders’ meeting online. Except in the circumstances provided in Article 44-9, paragraph 6 of the Regulations Governing the Administration of

Shareholder Services of Public Companies, the Company shall at least provide shareholders with connection equipment and necessary assistance, and shall specify the period during which shareholders may apply to the Company and other related matters requiring attention.

Article 16 (Public disclosure)

On the day of a shareholders’ meeting, the Company shall compile, in the prescribed format, a statistical statement of the number of shares obtained by solicitors through solicitation, the number of shares represented by proxies, and the number of shares represented by shareholders attending by written or electronic means, and shall make an express disclosure of the same at the place of the shareholders’ meeting; if the shareholders’ meeting is convened by video conference, the Company shall upload the aforementioned information to the shareholders’ meeting video conference platform at least 30 minutes before the meeting starts, and continue to disclose it until the end of the meeting.

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

If matters put to a resolution at a shareholders’ meeting constitute material information under applicable laws or regulations or under Taiwan Stock Exchange Corporation (or Taipei Exchange Market) regulations, the Company shall upload the content of such resolution to the MOPS within the prescribed time period.

Article 17 (Maintaining order at the meeting venue)

Staff handling administrative affairs of a shareholders’ meeting shall wear identification cards or arm bands.

The chair may direct the proctors or security personnel to help maintain order at the meeting place. When proctors or security personnel help maintain order at the meeting place, they shall wear an identification card or armband bearing the word “Proctor”.

At the place of a shareholders’ meeting, if a shareholder attempts to speak through any device other than the public address equipment set up by the Company, the chair may prevent the shareholder from doing so.

When a shareholder violates the rules of procedure and defies the chair’s correction, obstructing the proceedings and refusing to heed calls to stop, the chair may direct the proctors or security personnel to escort the shareholder from the meeting.

Article 18 (Recess and resumption of meeting)

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

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

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

Article 19 (Disclosure of information at virtual meetings)

In the event of a virtual shareholders’ meeting, the Company shall disclose real-time results of votes and election immediately after the end of the voting session on the virtual meeting platform according to the regulations, and this disclosure shall continue at least 15 minutes after the chair has announced the meeting adjourned.

Article 20 (Location of the chair and secretary of a virtual Annual General Meeting)

When the Company convenes a virtual-only shareholders' meeting, both the chair and secretary shall be in the same location, and the chair shall declare the address of their location when the meeting is called to order.

Article 21 (Handling of disconnection)

In the event of a virtual shareholders' meeting, the Company may offer a simple connection test to shareholders prior to the meeting, and provide relevant real-time services before and during the meeting to help resolve communication technical issues.

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

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

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

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

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

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

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

For dates or period set forth under Article 12, second half, and paragraph 3, Article 13 of Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies, and paragraph 2, Article 44-5, Article 44-15, and paragraph 1, Article 44-17 of the Regulations Governing the Administration of Shareholder Services of

Public Companies, the Company hall handle the matter based on the date of the shareholders’ meeting that is postponed or resumed under the second paragraph.

Article 22 (Handling of the digital divide)

When the Company convenes a virtual Annual General Meeting, it shall provide appropriate alternative measures for shareholders who have difficulty attending the Annual General Meeting by virtual means.

Article 23 These Rules shall take effect after having been submitted to and approved by a shareholders’ meeting. Subsequent amendments thereto shall be effected in the same manner.

Appendix III

麗清科技股份有限公司

LASTER TECH CO., LTD.

Rules of Board of Directors Election

Article 1 Except as otherwise provided by law and regulation or by the Company’s Articles of Incorporation, elections of directors shall be conducted in accordance with these Rules.

Article 2 The overall composition of the Board of Directors shall be taken into consideration in the selection of the Company’s directors. The composition of the Board of Directors shall be determined by taking diversity into consideration and formulating an appropriate policy on diversity based on the company’s business operations, operating dynamics, and development needs. It is advisable that the policy include, without being limited to, the following two general standards:

I. Basic requirements and values: Gender, age, nationality, and culture.
II. Professional knowledge and skills: A professional background (e.g., law, accounting, industry, finance, marketing, technology), professional skills, and industry experience.

Members of the Board of Directors shall generally possess the knowledge, skills, and qualities necessary to perform their duties. The overall capabilities required include:

I. The ability to make judgments about operations.
II. The ability of accounting and financial analysis.
III. The ability of business management.
IV. The ability of crisis management.
V. Knowledge of the industry.
VI. An international market perspective.
VII. Leadership ability.
VIII. Decision-making ability.

More than half of the directors shall be persons who have neither a spousal relationship nor a relationship within the second degree of kinship with any other director.

The Board of Directors of the Company shall consider adjusting its composition based on the results of performance evaluation.

Article 3 The qualifications for and election of the independent directors of the Company shall comply with the “Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies” and shall be conducted in accordance with Article 24 of the “Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies”.

Article 4 Elections of the Company’s directors shall be conducted in accordance with the candidate nomination procedures stipulated in Article 192-1 of the Company Act.

When the number of directors falls below seven due to the dismissal of a director for any reason, the Company shall hold a by-election to fill the vacancy at its next shareholders meeting. When the number of directors falls short by one third of the total number prescribed in the Company’s Articles of Incorporation, the Company shall call a special shareholders’ meeting within 60 days from the date of occurrence to hold a by-election to fill the vacancies.

When the number of independent directors falls below that required under the proviso of Article 14-2, paragraph 1 of the Securities and Exchange Act, a by-election shall be held at the next shareholders’ meeting to fill the vacancy. When the independent directors are dismissed en masse, a special shareholders’ meeting shall be called within 60 days from the date of occurrence to hold a by-election to fill the vacancies.

Article 5 The cumulative voting method shall be used for election of the directors at the Company. Each share will have voting rights in number equal to the directors to be elected, and may be cast for a single candidate or split among multiple candidates.

Article 6 The Board of Directors shall prepare separate ballots for directors in numbers corresponding to the directors 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. Attendance card numbers printed on the ballots may be used instead of recording the names of voting shareholders.

Article 7 The number of directors will be as specified in the Company's Articles of Incorporation, with voting rights separately calculated for independent and non-independent director positions. Those receiving ballots representing the highest numbers of voting rights will be elected sequentially according to their respective numbers of votes. When two or more persons receive the same number of votes, thus exceeding the specified number of positions, they shall draw lots to determine the winner, with the chair drawing lots on behalf of any person not in attendance.

Article 8 Before the election begins, the chair shall appoint a number of persons with shareholder status to perform the respective duties of vote monitoring and counting personnel. The ballot boxes shall be prepared by the Board of Directors and publicly checked by the vote monitoring personnel before voting commences.

Article 9 (Deleted)

Article 10 A ballot is invalid under any of the following circumstances:

I. The ballot was not prepared by a person with the right to convene.
II. A blank ballot is placed in the ballot box.
III. The writing is unclear and indecipherable or has been altered.
IV. Where the candidate filled in does not match the list of director candidates upon verification.
V. Other words or marks are entered in addition to the number of voting rights allotted.

Article 11 The voting rights shall be calculated on site immediately after the end of the poll, and the results of the calculation, including the list of persons elected as directors and the numbers of votes with which they were elected, shall be announced by the chair on the site.

Article 12 The Board of Directors of the Company shall issue notifications to the persons elected as directors.

Article 13 These Procedures, and any amendments hereto, shall be implemented after approval by a shareholders meeting.

Appendix IV

麗清科技股份有限公司

LASTER TECH CO., LTD.

Procedures for Asset Acquisition or Disposal (prior to revision)

Chapter I General Provisions

Article 1: Legal Basis

These procedures are established in accordance with Article 36-1 of the Securities and Exchange Act of the Republic of China and the Regulations Governing the Acquisition and Disposal of Assets by Public Companies (hereinafter referred to as the "Regulations") promulgated by the Financial Supervisory Commission (hereinafter referred to as the "FSC").

Article 2: Scope of Assets

The scope of assets covered by these procedures is as follows:

I. Investments in stocks, government bonds, corporate bonds, financial bonds, securities representing funds, depositary receipts, call (put) warrants, beneficial securities, asset-backed securities, and the like.

II. Real property (including land, buildings and structures, investment property, and inventory of the construction industry) and equipment.

III. Membership certificates.

IV. Intangible assets such as patent rights, copyrights, trademark rights, and franchise rights.

V. Right-of-use assets.

VI. Claims of financial institutions (including receivables, bills purchased and discounted, loans, and overdue receivables).

VII. Derivatives.

VIII. Assets acquired or disposed of through merger, demerger, acquisition, or transfer of shares in accordance with law.

IX. Other material assets.

Article 3: Definitions of Terms

The terms used in these procedures are defined as follows:

I. Derivatives:

Refers to forward contracts, options contracts, futures contracts, leveraged margin contracts, swap contracts, and combinations of the foregoing contracts, or hybrid contracts or structured products embedded with derivatives, the value of which is derived from specific interest rates, financial instrument prices, commodity prices, exchange rates, price or rate indices, credit ratings or credit indices, or other variables.

The term "forward contracts" does not include insurance contracts, performance contracts, after-sales service contracts, long-term lease contracts, or long-term purchase (sale) contracts.

II. Assets acquired or disposed of through mergers, demergers, acquisitions, or share transfers pursuant to the law:

Refers to assets acquired or disposed of through merger, demerger, or acquisition pursuant to the Business Mergers and Acquisitions Act, Financial Holding Company Act, Financial Institutions Merger Act, or other laws, or the acquisition

of shares of another company through the issuance of new shares pursuant to Article 156-3 of the Company Act (hereinafter referred to as "share transfer").

III. Related parties, subsidiaries:
Shall be determined in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

IV. Professional appraiser:
Refers to a real estate appraiser or other person authorized by law to conduct real estate and equipment appraisal business.

V. Date of occurrence of the event:
Refers to the earliest of the date of contract signing, date of payment, consignment trade date, transfer date, the Board of Directors resolution date, or any other date that can confirm the transaction counterparty and transaction amount. However, for investments requiring approval from the competent authority, the earlier of the foregoing date or the date of approval by the competent authority shall apply.

VI. Investment in Mainland China:
Refers to investments in Mainland China conducted in accordance with the regulations governing investment or technical cooperation in the Mainland Area as set by the Investment Commission of the Ministry of Economic Affairs.

VII. Professional investor:
Refers to a financial holding company, bank, insurance company, bills finance company, trust enterprise, securities firm operating proprietary trading or underwriting business, futures commission merchant operating proprietary trading business, securities investment trust enterprise, securities investment consulting enterprise, and fund management company established in accordance with laws and regulated by the local financial competent authority.

VIII. Securities exchange:
for domestic securities exchanges, it means Taiwan Stock Exchange Corporation; for foreign securities exchanges, it means any organized securities trading market regulated by the securities authority of the relevant country.

IX. Over-the-counter venue of a securities firm:
for domestic over-the-counter venues of securities firms, it means a place for trading securities at a securities firm's dedicated counter in accordance with the Regulations Governing the Trading of Securities at Business Places of Securities Firms; for foreign over-the-counter venues of securities firms, it means the business place of a financial institution regulated by a foreign securities authority and permitted to conduct securities business.

Chapter II Evaluation and Operating Procedures

Section I Assessment Procedures

Article 4: Price determination methods and reference basis

I. The acquisition or disposal of securities traded on domestic or foreign centralized trading markets or over-the-counter trading centers shall be based on the open market transaction price, and shall be carried out by the finance unit in accordance with these Procedures.

II. When acquiring or disposing of securities not traded on a domestic or foreign centralized trading market or over-the-counter trading center, the transaction price shall be determined based on considerations such as net asset value per share, profitability, future development potential, or a certified public accountant's opinion, and shall be carried out by the finance unit in accordance

with these Procedures.

III. The transaction price for the acquisition or disposal of real estate and other fixed assets shall be determined by reference to the announced present value, assessed value, and actual transaction prices of nearby real estate through price comparison, negotiation, or tender, and shall be approved in accordance with the approval authority; after acquisition of the assets, the assets shall be registered, managed, and used in accordance with the Company's regulations. If an expert opinion is required under these Procedures, a professional appraisal agency shall be separately retained for appraisal or a certified public accountant's opinion shall be obtained.

Article 5: Expert Opinion Letters

Where an appraisal report or an opinion issued by a certified public accountant, attorney-at-law, or securities underwriter is obtained, such professional appraiser and appraisal personnel, certified public accountant, attorney-at-law, or securities underwriter shall comply with the following provisions:

I. No final and unappealable sentence to imprisonment for 1 year or longer has been rendered for violation of this Act, the Company Act, the Banking Act, the Insurance Act, the Financial Holding Company Act, the Business Entity Accounting Act, or for fraud, breach of trust, embezzlement, forgery of documents, or occupational crimes. However, this restriction shall not apply where 3 years have elapsed since completion of execution, expiration of probation, or pardon.

II. They must not be related parties to the transaction counterparty or have a de facto related-party relationship.

III. Where the Company is required to obtain appraisal reports from 2 or more professional appraisers, the different professional appraisers or appraisal personnel may not be related parties to each other or have a substantial relationship as related parties.

When issuing an appraisal report or opinion, the personnel referred to in the preceding paragraph shall comply with the self-disciplinary rules of the applicable trade association to which they belong and the following matters:

I. Before accepting a case, prudently assess such person's own professional competence, practical experience, and independence.

II. When a case is conducted, appropriate operating procedures shall be properly planned and implemented to form conclusions and issue a report or opinion based thereon; and the procedures performed, data collected, and conclusions shall be truthfully recorded in the working papers for the case.

III. With respect to the sources of data, parameters, and information used, assess item by item their appropriateness and reasonableness as the basis for issuing the appraisal report or opinion.

IV. The statement shall include matters such as the relevant personnel's professional competence and independence, that the information used has been assessed as appropriate and reasonable, and compliance with relevant laws and regulations.

Section II Authorization Limits and Levels

Article 6: Authorization Limits and Levels

I. When the Company acquires or disposes of fixed assets, real estate, membership certificates, or intangible assets, transactions amounting to NTD 100,000 (inclusive) or more shall be submitted to the General Manager for approval;

transactions amounting to NTD 10,000,000 (inclusive) or more shall be submitted to the Chairman for approval; transactions amounting to 20% (inclusive) or more of the paid-in capital shall be submitted to the Board of Directors for approval.

II. The acquisition or disposal of securities shall be submitted to the General Manager for approval; if the transaction amount is between NTD 10,000,000 and NTD 30,000,000 (inclusive), it shall be submitted to the Chairman for approval; if the transaction amount exceeds NTD 30,000,000, it may be carried out only after approval by the Board of Directors.

III. The Company's acquisition of real estate not for business use or engagement in derivatives transactions may be carried out only after approval by the Board of Directors.

IV. Assets acquired or disposed of through merger, demerger, acquisition, or transfer of shares may be carried out only after approval by the Board of Directors.

Article 7: Transaction Limits

The limits for the Company and subsidiaries to acquire various types of assets and securities are as follows:

I. The total amount of real estate not for business use or right-of-use assets thereof shall not exceed 10% of the Company's net worth as stated in its most recent financial statements; subsidiaries shall not exceed 10% of their net worth as stated in their most recent financial statements.

II. Derivatives: Handled in accordance with Article 18, Paragraph 5, Subparagraph 1.

III. The total investment in securities shall not exceed 80% of the Company's total assets as stated in its most recent financial statements, and subsidiaries shall not exceed 200% of their total assets as stated in their most recent financial statements; the limit for investment in individual securities shall not exceed 80% of the Company's total assets as stated in its most recent financial statements; subsidiaries shall not exceed 200% of their total assets as stated in their most recent financial statements.

Section III Implementing Unit

Article 8: Implementing Unit

The Company's financial, stock affairs, or general affairs units—depending on their respective responsibilities—are responsible for the acquisition and disposal of long-term and short-term securities investments, real property, and other fixed assets. The Chairman designates an implementing unit for mergers, demergers, acquisitions, or transfers of shares.

Chapter III Transaction process

Section I Acquisition or disposal of assets

Article 9: Real property or other fixed assets

Where the Company acquires or disposes of real property, equipment, or right-of-use assets thereof, and the transaction amount reaches 20% of the Company's paid-in capital or NTD 300 million or more, except for transactions with domestic government agencies, self-construction on owned land, construction on leased land, or acquisition or disposal of equipment or right-of-use assets thereof for business use, a

professional appraiser's appraisal report shall be obtained prior to the date of occurrence and shall comply with the following:

I. Where, due to special circumstances, a limited price, specified price, or special price must be used as the reference basis for the transaction price, the transaction shall first be submitted to the Board of Directors for approval by resolution; the same shall apply where transaction conditions are subsequently changed.

II. Where the transaction amount reaches NTD 1 billion or more, appraisals from 2 or more professional appraisers shall be obtained.

III. Where any of the following circumstances applies to the appraisal results of a professional appraiser, unless all appraisal results for acquired assets are higher than the transaction amount, or all appraisal results for assets disposed of are lower than the transaction amount, a certified public accountant shall be engaged to express a specific opinion on the reason for the discrepancy and the fairness of the transaction price:

(I) The discrepancy between the appraisal result and the transaction amount reaches 20% or more of the transaction amount.

(II) The discrepancy between the appraisal results of 2 or more professional appraisers reaches 10% or more of the transaction amount.

IV. The date of the report issued by the professional appraiser and the date of contract execution shall not exceed three months. However, if the same period's announced current value applies and the period has not exceeded six months, the original professional appraiser may issue an opinion.

Article 10: Securities

The Company shall, when acquiring or disposing of securities, obtain the target company's most recent financial statements audited and certified or reviewed by a certified public accountant before the date of occurrence as a reference for evaluating the transaction price, and in addition, if the transaction amount reaches 20% of the Company's paid-in capital or NTD 300 million or more, the Company shall engage a certified public accountant before the date of occurrence to express an opinion on the reasonableness of the transaction price. However, this does not apply if the securities have a public quoted price in an active market or if the FSC has stipulated otherwise.

Article 11: Membership certificates or intangible assets

The Company shall, when acquiring or disposing of intangible assets or right-of-use assets thereof or membership certificates and the transaction amount reaches 20% of the Company's paid-in capital or NTD 300 million or more, except for transactions with domestic government agencies, engage a certified public accountant prior to the date of occurrence to express an opinion on the reasonableness of the transaction price.

Article 11-1:

The calculation of the transaction amounts under the preceding three Articles shall be conducted in accordance with Article 29, Paragraph 2, and the term "within one year" shall be based on the date of occurrence of the current transaction and calculated retroactively for one year; portions for which an appraisal report issued by a professional appraiser or a certified public accountant's opinion has been obtained in accordance with these Procedures are exempt from re-inclusion.

Article 12: Assets sold through court auction

Where the Company acquires or disposes of assets through court auction procedures, certification documents issued by the court may be substituted for an appraisal report or a certified public accountant's opinion.

Section II Related Party Transactions

Article 13: Procedures, assessment, and counterparties

The Company shall, when acquiring or disposing of assets from or to related parties, in addition to complying with the relevant resolution procedures and assessing the reasonableness of transaction conditions as required by the preceding section and this section, also obtain an appraisal report issued by a professional appraiser or a certified public accountant’s opinion in accordance with the requirements of the preceding section if the transaction amount reaches 10% or more of the Company’s total assets.

The transaction amount in the preceding paragraph shall be calculated as provided in Article 11-1.

In determining whether the transaction counterparty is a related party, attention shall be paid not only to the legal form but also to the substantive relationship.

Article 14: Information Submitted to the Audit Committee and the Board of Directors

The Company shall, when acquiring or disposing of real property or its right-of-use assets from or to a related party, or acquiring or disposing of assets other than real property or its right-of-use assets from or to a related party and the transaction amount reaches 20% of the Company’s paid-in capital, 10% of total assets, or NTD 300 million or more, except for trading of domestic government bonds, bonds under repurchase or reverse repurchase agreements, or subscription or redemption of money market funds issued by domestic securities investment trust enterprises, submit the following information first to the Audit Committee for review and then to the Board of Directors for resolution before the transaction contract may be signed and payment made:

I. The purpose, necessity, and anticipated benefits of the acquisition or disposal of assets.

II. The reason for selecting the related party as the transaction counterparty.

III. When acquiring real property or right-of-use assets thereof from related parties, the relevant information to assess the reasonableness of the proposed transaction conditions shall be obtained in accordance with Articles 15 and 16.

IV. Matters concerning the date and price at which the related party originally acquired the property, the transaction counterparty, and the relationship between the transaction counterparty and the Company and the related party.

V. A forecast table of cash receipts and disbursements for each month of the coming year commencing from the expected month of contract signing, and an assessment of the necessity of the transaction and the reasonableness of fund utilization.

VI. An appraisal report issued by a professional appraiser or a certified public accountant’s opinion obtained pursuant to Article 13.

VII. Restrictive covenants of this transaction and other material agreed matters.

The calculation of the transaction amount in the preceding paragraph shall be handled in accordance with Article 30, paragraph 2, and the term “within one year” shall be calculated by looking back one year from the date of occurrence of the current transaction; any portion that has been approved by the Audit Committee and submitted to and approved by the Board of Directors in accordance with these Procedures need not be included again.

When the Company and its subsidiaries, or subsidiaries in which the Company directly or indirectly holds 100% of the issued shares or total capital, engage in the following transactions, the Board of Directors may, pursuant to Article 6, authorize the Chairman to proceed within a specified limit, subject to subsequent ratification by the Board of Directors at its next meeting.

I. Acquisition or disposal of equipment or right-of-use assets for business use.

II. Acquisition or disposal of right-of-use assets of real property for business use.

When the Company has established independent directors in accordance with the Securities and Exchange Act, the Board of Directors shall fully consider the opinions of each independent director when submitting the proposal for discussion as stipulated in the first paragraph. Any dissenting opinion or reservation expressed by an independent director shall be recorded in the minutes of the Board of Directors' meeting.

Where the Company has established the Audit Committee in accordance with this Act, matters that under paragraph 1 require ratification by supervisors shall first be approved by more than one-half of all members of the Audit Committee and then submitted to the Board of Directors for resolution, and Article 6, paragraphs 4 and 5 shall apply mutatis mutandis.

Where the Company or its subsidiary that is not a domestic public company engages in a transaction under paragraph 1 and the transaction amount reaches 10% or more of the Company's total assets, the Company shall submit the information listed in paragraph 1 to the Annual General Meeting for approval before signing the transaction contract and making payment. However, this shall not apply to transactions between a public company and its parent company or subsidiaries, or between its subsidiaries.

The calculation of the transaction amounts in paragraph 1 and the preceding paragraph shall be handled in accordance with Article 29, paragraph 2, and the term "within one year" shall be calculated by looking back one year from the date of occurrence of the current transaction; any portion that has been submitted to and approved by the Annual General Meeting and the Board of Directors and ratified by the supervisors in accordance with these Regulations need not be included again.

Article 15: Assess transaction costs

When the Company acquires real property or its right-of-use assets from related parties, it shall assess the reasonableness of transaction costs in accordance with the following methods:

I. Based on the related party's transaction price plus necessary interest on funding and costs to be borne by the buyer according to law. The necessary interest cost on funding as referred to above shall be calculated based on the weighted average interest rate on the borrowings in the year in which the Company purchased the asset; provided, however, that it may not exceed the maximum borrowing interest rate for non-financial industries announced by the Ministry of Finance.

II. Where the related party has previously mortgaged the subject matter to a financial institution for a loan, the total appraised loan value by the financial institution for the subject matter; provided, however, that the actual cumulative amount loaned by the financial institution for the subject matter shall have reached 70% or more of the total appraised loan value and the loan period shall have exceeded 1 year. However, this shall not apply where the financial institution and one of the transaction parties are related parties to each other.

Where the land and building of the same subject matter are purchased or leased together, transaction costs for the land and building may be assessed separately by any of the methods listed in the preceding paragraph.

When the Company acquires real property or its right-of-use assets from related parties, it shall assess the cost of the real property or its right-of-use assets in accordance with the preceding two paragraphs and engage a certified public accountant to review and express specific opinions.

When the Company acquires real property or its right-of-use assets from related parties under any one of the following circumstances, it shall be handled in accordance with the preceding article, and the preceding three paragraphs shall not

apply:

I. The related party acquired the real estate or its right-of-use assets through inheritance or gift.
II. More than 5 years have passed between the date on which the related party contracted to acquire the real estate or its right-of-use assets and the contract date of this transaction.
III. Entering into a joint construction contract with a related party, or acquiring real property by commissioning a related party to construct real property on owned land or leased land.
IV. Where the Company and its subsidiaries, or subsidiaries in which the Company directly or indirectly holds 100% of the issued shares or total capital, acquire right-of-use assets of real property for business use from one another.

Article 16: Assess transaction costs

If the Company’s evaluation results under paragraphs 1 and 2 of the preceding article are both lower than the transaction price, the provisions of Article 17 shall apply. However, this shall not apply where any of the following circumstances exist and objective evidence is submitted and specific opinions on reasonableness are obtained from a professional real property appraiser and a certified public accountant:

I. Where the related party acquired undeveloped land or leased land for construction, evidence may be provided that one of the following conditions is met:

(I) The undeveloped land is assessed in accordance with the method prescribed in the preceding paragraph, and the building is based on the related party’s construction cost plus reasonable construction profit, and the combined amount exceeds the actual transaction price. The term “reasonable construction profit” shall be based on the lower of the average gross operating profit margin of the related party’s construction division for the most recent 3 years or the most recent gross profit margin for the construction industry announced by the Ministry of Finance.

(II) Other transactions by non-related parties within one year involving other floors of the same subject land and building or in adjacent areas, with similar floor area, and with equivalent transaction conditions after assessment of reasonable floor or area price differences in accordance with the usual practice for sale or lease of real property.

II. The Company provides evidence that the conditions of the transaction for purchasing real property from a related party or acquiring right-of-use assets of real property by lease from a related party are comparable to those of other transactions by non-related parties in adjacent areas within one year and with similar floor area.

The “other transactions in adjacent areas” referred to in the preceding paragraph shall in principle mean cases on the same or adjacent block and within a radius of no more than 500 meters from the transaction subject matter or with similar announced current value; “similar floor area” shall in principle mean that the floor area of the comparable transaction by a non-related party is not less than 50% of the floor area of the transaction subject matter; and “within one year” shall mean the one-year period retroactively calculated from the date of occurrence of the acquisition of the real property or its right-of-use assets in the current transaction.

Article 17: Procedures for handling unreasonable transaction prices

If the Company’s acquisition of real property or its right-of-use assets from related parties results in evaluation results under the preceding two articles that are both lower than the transaction price, the following matters shall be handled:

I. A special reserve shall be set aside in accordance with Article 41, paragraph 1 of the Securities and Exchange Act for the difference between the transaction price of the real property or its right-of-use assets and the assessed cost, and may not be distributed or used for capitalization and issuance of bonus shares. In addition, where an investor that accounts for its investment in the Company under the equity method is a public company, such investor shall also set aside a special reserve for the aforesaid amount in proportion to its shareholding in accordance with Article 41, paragraph 1 of the Securities and Exchange Act.

II. The independent director members of the Audit Committee shall comply with the provisions of Article 218 of the Company Act.

III. The handling status under the preceding two subparagraphs shall be submitted to the Annual General Meeting, and the detailed transaction information shall be disclosed in the annual report and prospectus.

The Company may use the special reserve set aside in accordance with the preceding paragraph only after impairment loss has been recognized on the asset purchased or leased at a high price, or the asset has been disposed of or the lease terminated, or appropriate compensation has been made or the status quo restored, or there is other evidence confirming no unreasonableness, and approval has been obtained from the Financial Supervisory Commission.

Where the Company acquires real property or its right-of-use assets from a related party and there is other evidence showing that the transaction is not in accordance with ordinary business practice, the matter shall also be handled in accordance with the preceding two paragraphs.

Section III Engagement in derivative transactions

Article 18: Trading Principles and Policies

I. Transaction types:

The Company's scope of derivatives operations is limited primarily to forward foreign exchange, options, interest rate or exchange rate swaps, bond outright purchases and sales, and bond transactions under repurchase agreements; if the Company needs to undertake other types of products, such transactions may only be conducted after being approved by the Board of Directors.

II. Business and hedging strategies:

The Company's objectives for engaging in derivatives transactions for operating or hedging purposes are as follows:

(I) Hedging transactions: Transactions undertaken to hedge risks associated with assets or liabilities already held, or risks associated with forecast transactions.

(II) Non-hedging transactions: All transactions other than "not for trading purposes" transactions.

III. Division of responsibilities:

(I) Finance unit:

Responsible for management of foreign exchange operations, collection of foreign exchange market information, assessment of trends and risks, familiarity with financial products and operating techniques, etc., and, in accordance with company policies and authorizations, management of foreign exchange positions to hedge foreign exchange risks.

(II) Accounting unit:

Monitor the Company's overall foreign exchange position, regularly settle realized and unrealized exchange gains and losses, and provide them to the

finance unit for hedging operations.

(III) Audit unit:
Responsible for understanding the adequacy of internal controls over derivatives transactions and auditing the trading department’s compliance with operating procedures, analyzing the transaction cycle, preparing audit reports, and reporting to the Board of Directors when there are material deficiencies.

IV. Performance evaluation:
The accounting unit shall regularly evaluate net gains and losses and provide foreign exchange position evaluation reports to the responsible supervisors as management references and the basis for performance evaluation, in order to adjust and improve hedging strategies.

V. Transaction limit and loss cap:

(I) Transaction limit

Hedging transactions
The hedging limit shall be the net foreign exchange position (including net positions expected to arise in the future) after consolidation of assets and liabilities.
Non-hedging transactions
Except for bond transactions under repurchase and reverse repurchase agreements and bond fund transactions, for which the transaction amount is limited to 20% of the latest financial statements, all other non-hedging transactions shall, prior to execution, be submitted to the Board of Directors together with a foreign exchange trend analysis report, the contents of which shall specify foreign exchange market trend analysis and recommended operating methods, and may only be conducted after obtaining approval from the Board of Directors.

(II) Loss cap

Hedging transactions
Hedging transactions are executed to meet the Company’s actual needs, and the associated risks have been controlled through prior assessment; the cap on total losses for all contracts in which the Company engages for hedging transactions is 15% of the total amount of all transaction contracts, while the cap on losses for individual contracts is 15% of the amount of each individual contract; if losses exceed the above scope, they must be reported to the General Manager and the Chairman for discussion of necessary countermeasures.
Non-hedging transactions
After a position is established, a stop-loss point shall be set to prevent excessive losses, the stop-loss point shall be set at no more than 10% of the transaction contract amount, and total cumulative losses for the year shall not exceed USD 150,000.

Article 19: Scope of risk management

I. Credit risk management
Transaction counterparties are limited to banks with which the Company has dealings or banks with excellent credit standing that can provide professional information.

II. Market risk management
It is primarily conducted in the open foreign exchange market between banks and clients.

III. Liquidity risk management
When choosing financial products, those with higher liquidity shall be prioritized. The banks with which transactions are conducted must have sufficient information and the ability to trade in any market at any time.

IV. Cash flow
Cash flows are assessed regularly to understand the reasonableness of fund utilization.

V. Operational risk management
The authorized limits and operating procedures should be followed to avoid operational risks.

VI. Legal risk management
Any documents to be signed with financial institutions must be carefully reviewed before signing, and any legal issues arising therefrom should be handled by legal counsel specially appointed by the Company.

Article 20: Risk management measures
When engaging in derivative transactions, the Company shall ensure compliance with the principles of prudent and safe business operations and comply with the following internal control requirements:

I. Personnel engaging in derivative transactions and personnel responsible for confirmation, settlement and other operations must not concurrently serve in each other’s roles.

II. Personnel responsible for risk measurement, monitoring and control shall belong to different departments from the personnel mentioned in the preceding subparagraph, and shall report to the Board of Directors or to senior executives who are not responsible for transaction or position decision-making.

III. Positions held in derivative transactions shall be assessed at least once a week. However, hedging transactions conducted for business needs must be assessed at least twice a month, and their assessment reports must be submitted to senior executives authorized by the Board of Directors.

IV. Financial and accounting personnel shall regularly reconcile transaction details and totals with the transaction banks.

V. Transaction personnel must monitor the total transaction amount at all times to determine whether it exceeds the limits stipulated in these Procedures.

Article 21: Supervision and management
When the Company engages in derivative transactions, the Board of Directors shall supervise and manage in accordance with the following principles:

I. Designated senior executives shall pay close attention at all times to the supervision and control of risks associated with derivative transactions.

II. Regularly assess whether the performance of derivative transactions is consistent with the established business strategy and whether the risks assumed are within the Company’s risk tolerance scope.

The senior executives authorized by the Board of Directors shall manage derivative transactions in accordance with the following principles:

I. Periodically assess whether the current risk management measures are appropriate and are indeed handled in accordance with the “Regulations Governing the Acquisition and Disposal of Assets by Public Companies” and these operating procedures.

II. Supervise transactions and profit or loss status, and upon discovering any abnormal circumstances, necessary response measures shall be taken and a report shall immediately be made to the Board of Directors, and when independent directors are established in accordance with law, independent

directors shall attend the Board of Directors meeting and express opinions.

When the Company engages in derivative transactions, relevant personnel authorized in accordance with the established procedures for handling derivative transactions must report the matter to the next Board of Directors meeting afterwards.

Article 22: Internal audit system

When engaging in derivative transactions, the Company shall establish a record book, and the type and amount of derivative transactions, the date of approval by the Board of Directors, and the matters to be carefully assessed pursuant to Article 20, Subparagraph 3, and Article 21, Paragraph 1, Subparagraph 2 and Paragraph 2, Subparagraph 1, shall be recorded in detail in the record book for reference.

The Company’s internal auditors shall regularly assess the appropriateness of internal controls over derivative transactions and conduct monthly audits of the trading department’s compliance with procedures for handling derivative transactions, preparing audit reports. If a material breach or violation is discovered, the auditors shall notify the Audit Committee in writing.

Section IV Business combinations, demergers, acquisitions, and share transfers

Article 23: Expert opinions

When the Company conducts a merger, demerger, acquisition, or transfer of shares, it shall, before convening the board meeting for resolution, engage a certified public accountant, attorney-at-law, or securities underwriter to express an opinion on the reasonableness of the share exchange ratio, acquisition price, or cash or other property distributed to shareholders, and submit such opinion to the Board of Directors for discussion and approval. However, where a public company merges with a subsidiary of which it directly or indirectly holds 100% of the issued shares or total capital, or where subsidiaries of which it directly or indirectly holds 100% of the issued shares or total capital merge with each other, obtaining the reasonableness opinion issued by the aforementioned expert may be waived.

Article 24: Decision-making body

I. A public company participating in a merger, demerger, or acquisition shall, before convening the Annual General Meeting, prepare a public document addressed to shareholders setting out the important agreed contents and related matters of the merger, demerger, or acquisition, and deliver it to shareholders together with the expert opinion under Paragraph 1 of the preceding article and the notice of the Annual General Meeting, as a reference for whether to approve the merger, demerger, or acquisition proposal. However, this shall not apply where under other laws a shareholders’ meeting resolution is not required for approval of a merger, demerger, or acquisition.

Where the Annual General Meeting of any party participating in a merger, demerger, or acquisition is unable to convene or adopt a resolution due to insufficient attendance, insufficient voting rights, or other legal restrictions, or where the proposal is rejected by the Annual General Meeting, the companies participating in the merger, demerger, or acquisition shall immediately publicly explain the reason for the occurrence, the subsequent handling procedures, and the expected date for convening the Annual General Meeting.

II. Unless otherwise provided by other laws or with prior approval from the Financial Supervisory Commission due to special factors, companies participating in a merger, demerger, or acquisition shall convene a meeting of the Board of Directors and the Annual General Meeting on the same day to resolve matters relating to the merger, demerger, or acquisition.

Unless otherwise provided by other laws or with prior approval from the Financial Supervisory Commission due to special factors, companies participating in a transfer of shares shall convene a meeting of the Board of Directors on the same day.

III. A listed company or a company whose shares are traded at the over-the-counter venue of a securities firm participating in a merger, demerger, acquisition, or transfer of shares shall prepare a complete written record of the following information and retain it for 5 years for inspection:

(I) Basic Personnel Information:
Including the titles, names, and national identification numbers (or passport numbers for foreign nationals) of all persons who participated in the merger, demerger, acquisition, or transfer of shares plan or execution of the plan before public disclosure of the information.

(II) Dates of Important Events:
Including the dates of signing letters of intent or memoranda, engaging financial or legal advisors, signing contracts, and holding meetings of the Board of Directors.

(III) Important Documents and Minutes:
Including documents such as merger, demerger, acquisition, or transfer of shares plans, letters of intent or memoranda, important contracts, and minutes of meetings of the Board of Directors.

IV. A listed company or company whose shares are traded on the over-the-counter market that participates in a merger, demerger, acquisition, or transfer of shares shall, within 2 days from the date of approval by resolution of the Board of Directors, report the information under Items 1 and 2 of the preceding paragraph to the Financial Supervisory Commission for recordation through the Internet information system in the prescribed format.

V. Where a company participating in a merger, demerger, acquisition, or transfer of shares includes a company that is neither listed nor a company whose shares are traded at the over-the-counter venue of a securities firm, the listed company or the company whose shares are traded at the over-the-counter venue of a securities firm shall enter into an agreement with such company and handle the matter in accordance with the preceding two paragraphs.

Article 25: Confidentiality Commitment

All persons participating in or aware of a company’s merger, demerger, acquisition, or transfer of shares plan shall provide a written confidentiality undertaking and may not disclose the content of the plan to external parties before the information is publicly disclosed, nor may such persons trade, either personally or in the name of another person, in the shares and other securities with equity characteristics of all companies related to the merger, demerger, acquisition, or transfer of shares case.

Article 26: Change in Share Exchange Ratio or Acquisition Price

The Company, when participating in a merger, demerger, acquisition, or transfer of shares, may not arbitrarily change the share exchange ratio or acquisition price except under the following circumstances, and the circumstances under which changes are permitted shall be specified in the merger, demerger, acquisition, or transfer of shares contract:

I. Conducting a cash capital increase, issuance of convertible corporate bonds, capitalization of earnings or capital surplus, issuance of corporate bonds with warrants, preferred shares with warrants, share warrants, and other equity-type securities.

II. Disposition of material assets of the company or other acts affecting the

company's financial business.

III. Occurrence of a major disaster, material technological change, or other event affecting shareholders' equity or the price of securities.
IV. Adjustment resulting from any party to the merger, demerger, acquisition, or transfer of shares buying back treasury shares in accordance with law.
V. An increase or decrease in the entities or number of companies participating in the merger, demerger, acquisition, or transfer of shares.
VI. Other conditions that have been stipulated in the contract as subject to change and have been publicly disclosed.

Article 27: Matters to Be Included in the Contract

The Company, when participating in a merger, demerger, acquisition, or transfer of shares, shall specify in the contract the rights and obligations of the companies participating in the merger, demerger, acquisition, or transfer of shares, and shall also specify the following matters:

I. Handling of breach of contract.
II. Principles for handling equity-type securities previously issued or treasury shares previously bought back by a company extinguished by merger or a company split through demerger.
III. The quantity of treasury shares that participating companies may buy back in accordance with law after the record date for calculating the share exchange ratio, and the principles for handling thereof.
IV. The method for handling changes in participating entities or the number of participating companies.
V. The expected progress of plan implementation and expected completion schedule.
VI. The expected date for convening the shareholders' meeting as required by law and other relevant handling procedures if the plan is overdue and not completed.

Article 28: Other Matters to Note

I. Where any party participating in a merger, demerger, acquisition, or transfer of shares, after the information has been publicly disclosed, intends to further conduct a merger, demerger, acquisition, or transfer of shares with another company, except where the number of participating companies is reduced, and the Annual General Meeting has resolved and authorized the Board of Directors to make changes, in which case the participating companies may be exempt from reconvening the Annual General Meeting to adopt another resolution, all participating companies shall re-perform any procedures or legal acts already completed in the original merger, demerger, acquisition, or transfer of shares case.
II. If any company participating in a merger, demerger, acquisition, or transfer of shares is not a public company, the public company shall enter into an agreement with it and handle matters in accordance with Paragraphs 2 to 5 of Article 24, Article 25, and this article.

Chapter IV Information Disclosure

Article 29: Announcement and Reporting Standards

When the Company acquires or disposes of assets under any of the following circumstances, it shall, in the prescribed format according to the nature thereof, publicly announce and file the relevant information on the website designated by the Financial Supervisory Commission within 2 days from the date of occurrence:

I. Acquisition or disposition of real property or right-of-use assets thereof from or

to a related party, or acquisition or disposition with a related party of assets other than real property or right-of-use assets thereof where the transaction amount reaches 20% of the Company's paid-in capital, 10% of total assets, or NTD 300 million or more. However, this shall not apply to trading of domestic government bonds, bonds under repurchase and resale agreements, or subscription or redemption of money market funds issued by domestic securities investment trust enterprises.

II. Conducting a merger, demerger, acquisition, or transfer of shares.

III. Losses from derivatives trading reaching the upper limit of losses on all or individual contracts as prescribed in the applicable procedures.

IV. Acquisition or disposition of equipment or right-of-use assets thereof, where the counterparty is not a related party, and the transaction amount reaches any of the following thresholds:

(I) For a public company with paid-in capital of less than NTD 10 billion, where the transaction amount reaches NTD 500 million or more.

(II) For a public company with paid-in capital of NTD 10 billion or more, where the transaction amount reaches NTD 1 billion or more.

V. Acquisition of real property or right-of-use assets thereof through construction on its own land, construction on leased land, joint construction with allocation of housing units, joint construction with profit sharing, or joint construction with sale proceeds sharing, where the transaction amount expected to be invested by the company reaches NTD 500 million or more.

VI. Asset transactions other than those referred to in the preceding five subparagraphs, disposal of receivables by a financial institution, or investments in the Mainland Area, where the transaction amount reaches 20% of the Company's paid-in capital or NTD 300 million or more. However, this shall not apply to the following circumstances:

(I) I. Purchase or sale of domestic government bonds or foreign government bonds with a credit rating not lower than the sovereign rating of the Republic of China (Taiwan)

(II) For professional investors, the purchase and sale of securities conducted on domestic or foreign securities exchanges or at securities firms' business premises, or the subscription of foreign government bonds or ordinary corporate bonds offered and issued and general financial bonds not involving equity in the domestic primary market (excluding subordinated bonds), or the subscription for or redemption of securities investment trust funds, or the subscription for or sale of index investment securities, or futures trust funds.

(III) Trading of bonds under repurchase and resale agreements, or subscription or redemption of money market funds issued by domestic securities investment trust enterprises.

(IV) Where the type of asset acquired or disposed of is equipment for business use, the counterparty is not a related party, and the transaction amount is less than NTD 500 million.

(V) Acquisition of real property by way of self-construction on owned land, construction on leased land, joint construction and allocation of housing units, joint construction and allocation of ownership percentages, or joint construction and separate sale, where the transaction amount expected to be invested by the Company is less than NTD 500 million.

The transaction amount referred to in the preceding paragraph shall be calculated in the following manner:

I. The amount of each transaction.
II. The cumulative amount of acquisitions or disposals of the same type of subject matter with the same counterparty within 1 year.
III. The cumulative amount of acquisitions or disposals (calculated separately for acquisitions and disposals) of real property or its right-of-use assets under the same development project within 1 year.
IV. The cumulative amount of acquisitions or disposals (calculated separately for acquisitions and disposals) of the same security within 1 year.

The one-year period referred to in the preceding paragraph shall be calculated by looking back one year from the date of occurrence of the fact of the current transaction, and any portion already publicly announced in accordance with the "Regulations Governing the Acquisition and Disposal of Assets by Public Companies" need not be counted again.

The Company shall, by the 10th day of each month, enter into the information reporting website designated by the Financial Supervisory Commission, in the prescribed format, the status of derivatives trading engaged in by the Company and its subsidiaries that are not domestic public companies as of the end of the preceding month.

Where any item required to be publicly announced and filed by the Company pursuant to regulations contains any error or omission requiring correction at the time of public announcement, the Company shall publicly announce and file all items again within 2 days from the date it becomes aware of such error or omission.

The Company shall keep contracts, minutes, register books, appraisal reports, and opinions issued by certified public accountants, attorneys-at-law, or securities underwriters related to the acquisition or disposal of assets at the Company for at least 5 years, unless otherwise provided by other laws.

Article 30: Other Matters to Note

After the Company has publicly announced and filed a transaction pursuant to the preceding Article, if any of the following circumstances occurs, the Company shall publicly announce and file relevant information on the website designated by the Financial Supervisory Commission within 2 days from the date of occurrence of the fact:

I. Any amendment, termination, or rescission of the relevant contract originally signed for the transaction.
II. The merger, demerger, acquisition, or transfer of shares is not completed according to the schedule specified in the contract.
III. Any change to the content originally publicly announced and filed.

Chapter V Control of Subsidiaries

Article 31: Control of Subsidiaries

If a subsidiary of the Company is not a domestic public company and, in acquiring or disposing of assets, falls under any circumstance requiring public announcement and filing under Chapter 4, the Company shall handle such public announcement and filing.

For a subsidiary referred to in the preceding paragraph, the standards requiring public announcement and filing under Article 29, Paragraph 1 relating to paid-in capital or total assets thresholds shall be based on the Company's paid-in capital or total assets.

Chapter VI Supplementary provisions

Article 32: Disciplinary Action

The Company will impose disciplinary action, depending on the severity of the circumstances, on relevant personnel who violate the “Regulations Governing the Acquisition and Disposal of Assets by Public Companies” issued by the Securities and Futures Bureau of the Financial Supervisory Commission or these Procedures.

Article 33: Other Information

The provisions of these Procedures regarding 10% of total assets shall be calculated based on the amount of total assets in the most recent Parent Company Only or separate financial statements prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

If the Company’s shares have no par value or the par value per share is not NTD 10, the provisions of these Procedures regarding the transaction amount of 20% of paid-in capital shall be calculated based on 10% of equity attributable to owners of the parent.

Article 34: Amendment Procedures

After review by the Audit Committee, these Procedures shall be submitted to the Board of Directors for approval and then to the Annual General Meeting for approval, and the same shall apply to amendments. If any director expresses dissent and such dissent is recorded or submitted in writing, the Company shall also submit the director’s dissenting information to the Audit Committee.

When independent directors are appointed in accordance with the Securities and Exchange Act, when the procedures for acquisition or disposal of assets are submitted to the Board of Directors for discussion pursuant to the preceding paragraph, the opinions of each independent director shall be fully considered, and any dissenting opinion or reservation of an independent director shall be recorded in the minutes of the Board of Directors meeting.

Article 35: Other Matters

If the Company’s acquisition or disposal of assets shall be approved by the Board of Directors pursuant to the established procedures or other laws and regulations, and any director expresses dissent with a record or written statement, the Company shall also submit the director’s dissenting information to the Audit Committee.

When independent directors are appointed in accordance with the Securities and Exchange Act, when a transaction involving the acquisition or disposal of assets is submitted to the Board of Directors for discussion pursuant to the preceding paragraph, the opinions of each independent director shall be fully considered, and any dissenting opinion or reservation of an independent director shall be recorded in the minutes of the Board of Directors meeting.

Appendix V

Shareholdings of All Directors

I. Up to the book closure date of the annual general meeting of shareholders, the Company's paid-in capital was NTD 1,212,283,520, with a total of 121,228,352 shares issued.
II. According to the provisions prescribed in the "Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies", the minimum number of shares held by all directors shall be 8,000,000 shares.
III. As of the book closure date for the current Annual General Meeting (April 24, 2026), the shareholdings of individual directors and all directors recorded in the shareholders' register are as follows:

Data reference date: April 24, 2026

Title	Name	Number of shares held
Chairman	Mei-Hsiu Liu	4,716,225
Director	Chun-Chi Wu	885,429
Director	Yu-Ling Lin	40,067
Director	Juag-Sheng Wu	400,000
Director	Representative of Ti Fu Investment Co., Ltd.
Cheng-Min Chen	2,838,647
Independent Director	Yi-Liang Chou	-
Independent Director	Han-Ching Lin	-
Independent Director	Kuei-Chen Wu	63
Independent Director	Ching-Wen Hsu	-
Total shareholding of all directors (excluding independent directors)		8,880,431

LASTER TECH

LASTER TECH CO., LTD.

Headquarter:

5F., No. 97, Zhongyuan St., Zhonghe Dist.,

New Taipei City 235024, Taiwan (R.O.C.)

TEL: +886-2-2222-6112 FAX: +886-2-2222-6196

www.lastertech.com

Taoyuan Guanyin Plant:

No. 513, Sec. 1, Chenggong Rd., Guanyin Dist.,

Taoyuan City, 328453, Taiwan.

TEL: +886-3-483-3228

AI assistant

Laster Tech — AGM Information 2026

52317_rns_2026-05-19_d08951e1-c256-435b-8b50-8977f705f7c9.pdf

2026

Regular Shareholders Meeting

Procedural Manual

Table of Contents

Report Items

Proposal 1

Proposal 2

Proposal 3

Proposal 4

Proposal 5

Ratification Items

Proposal 1

Proposed by the Board of Directors

Proposal 2

Proposed by the Board of Directors

Discussion Items

Proposal 1

Proposed by the Board of Directors

Proposal 2

Proposed by the Board of Directors

Elections

Proposal 1

Other Matters

Proposal 1

Proposed by the Board of Directors

Extemporary Motions

Adjournment

Laster Tech Co., Ltd.

2025 Business Report

I. 2025 Business Results Report

Laster Tech Co., Ltd.

Audit Committee's Review Report

Audit opinion

Basis of Audit Opinion

Key Audit Matters

Recognition of sales revenue

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

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

Audit opinion

Basis of Audit Opinion

Key Audit Matters

Recognition of sales revenue

Other Matters

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

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

Laster Tech Co., Ltd.

Comparison Table of the Amendments to the “Procedures for Acquisition or Disposal of Assets”

Laster Tech Co., Ltd.

Comparison Table for Amendments of "Articles of Incorporation"

Articles of Incorporation (Before Amendment)

Chapter I General Provisions

Chapter II Shares

Chapter III Shareholders' meeting

Chapter IV Directors and Audit Committee

Chapter V Manager

Chapter VI Accounting

Chapter VII Supplementary Provisions

麗清科技股份有限公司

LASTER TECH CO., LTD.

Rules of Procedure for Shareholders' Meetings

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

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

Article 6-1 (Convention of virtual shareholders' meetings and particulars to be included in shareholders' meeting notice)

Article 7 (Chair and non-voting participants of a shareholders' meeting)

Article 8 (Retention of audio or video recordings of a shareholders’ meeting as evidence)

Article 9 (Calculation of shares in attendance at a shareholders’ meeting and convening of the meeting)

Article 10 (Discussion of proposals)

Article 11 (Shareholder statements)

Article 12 (Calculation of voting shares and recusal system)

Article 13 (Voting on proposals, vote monitoring and vote counting methods)

Article 14 (Election matters)

Article 15 (Meeting minutes)

Article 21 (Handling of disconnection)

麗清科技股份有限公司

LASTER TECH CO., LTD.

Rules of Board of Directors Election

Procedures for Asset Acquisition or Disposal (prior to revision)

Laster Tech AGM Information 2026