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LD AGM Information 2026

Apr 24, 2026

52481_rns_2026-04-24_af8ac645-fd41-45ce-8f68-a8469bc75bfd.pdf

AGM Information

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Reference materials for various proposals at the 2026 Annual General Meeting of Shareholders


I I. Reports

Proposal 1

Proposal: The Company’s 2025 Business Report

For the 2025 Business Report, please refer to Attachment 1 on p. 8 of this Handbook.

Proposal 2

Proposal: The Audit Committee's review report on the Company's statements for 2025

The Company's 2025 statements have been reviewed by the Audit Committee and the Audit Committee has issued a review report. Please refer to Attachment 2 on page 9 of the Handbook.

Proposal 3

Proposal: Distribution of employee remunerations and director remunerations in 2025

Description:

  1. According to Article 27 of the Articles of Incorporation of the Company: If the Company shows profits in the annual settlement, the losses should be compensated first. If there is still a surplus, 2% to 4% of the remainder should be allocated for employee remuneration and no more than 4% of directors’ remuneration should be allocated. Of the aforementioned employee remuneration, no less than 30% shall be reserved for distribution to grassroots employees.

  2. After deliberation by the Remuneration Committee and the Board of Directors, the allocation of employee compensation and directors' compensation for 2025 is as follows:

a. Employee remunerations 4%: NT$59,286,234, distributed in cash.
b. Director remunerations 4%: NT$59,286,234, distributed in cash.

Proposal 4

Report on distribution of cash dividends for 2025

Description:

  1. According to Article 27-1, Paragraph 3 of the Articles of Incorporation of the Company: The Board of Directors is authorized to distribute all or part of the dividends and bonuses in cash by special resolution and report to the shareholders’ meeting.

  2. The Company resolved on March 11, 2026, to distribute cash dividends of about NT$3.3 per share. This distribution of cash dividends is made by use of the distribution ratio to the dollar (NT$), rounded down to the dollar, and the total amount of the fraction of the dollar is distributed and transferred to other income of the Company.

  3. The proposal has been approved by the Board of Directors and the Board of Directors has been authorized to set another ex-dividend base date and process dividend distribution matters. If the dividend ratio changes due to subsequent changes in the number of

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outstanding shares of the Company, the Chairman is also authorized to handle relevant matters.

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II. Ratifications

Proposal 1 (Submitted by the Board of Directors)

Proposal: The 2025 business report, financial statements and earnings distribution table are hereby submitted for approval.

Description:

  1. The Company's 2025 financial statements have been reviewed by accountants Fang-Wen Lee and Calvin Chen from Ernst & Young.
  2. Please refer to Attachment 1 on page 8 and Attachments 3, 4, and 5 on pages 11 to 25 of this Handbook for the Company’s 2025 Business Report, Auditor’s Report, financial statements mentioned above, and Earnings Distribution Table.

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III. Discussions

Proposal 1 (Submitted by the Board of Directors)

Proposal: Amendments to parts of the “Rules for Shareholders Meetings” are hereby submitted for resolution.

Description: In accordance with the Regulations Governing Content and Compliance Requirements for Shareholders' Meeting Agenda Handbooks of Public Companies, the Company proposes to amend the “Rules for Shareholders Meetings.” For the comparison table of the amended provisions, please refer to Attachment 6 on page 26.

Proposal 2 (Submitted by the Board of Directors)

Proposal: Proposal for issuance of new shares through capitalization of earnings for 2025 is hereby submitted for resolution.

Description:

I. To strengthen working capital, the Company proposes to appropriate NT$109,598,590 from the distributable earnings of 2025 as stock dividends, to be capitalized for the issuance of 10,959,859 new shares, with a par value of NT$10 per share.

II. Based on the Company’s 219,197,180 outstanding shares as of December 31, 2025, the distribution shall be made in proportion to each shareholder’s shareholding as recorded in the shareholders’ register on the record date for share allocation, at a rate of 50 bonus shares for every 1,000 shares held.

III. Fractional shares of less than one share may be combined by shareholders into whole shares by registering with the Company’s stock affairs agent within five days from the book closure date. Any remaining fractional shares that are not combined, or that are insufficient to constitute one full share after combination, shall be paid in cash up to the nearest NT dollar. The corresponding shares shall be authorized for subscription by specific persons designated by the Chairman at par value. The Company will deliver the distributed shares through book-entry transfer. Cash payments for fractional shares will be used to cover the handling fees for book-entry distribution.

IV. The new shares issued in this capital increase shall have the same rights and obligations as the existing common shares. Upon approval by the Annual Shareholders' Meeting and subsequent approval by the competent authority, the Chairman shall be authorized to determine the record date for share distribution. In the event that the competent authority requires any amendments, the Board of Directors is authorized to handle all related matters at its full discretion.

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IV VI. Other Proposals

Proposal 1 (Submitted by the Board of Directors)

Proposal: Proposal for lifting the non-compete restrictions on the current directors is hereby submitted for discussion.

Description:

I. Pursuant to Paragraph 1, Article 209 of the Company Act, which stipulates that 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. Among the Directors of the Company’s 17th Board of Directors, some directors may invest in or operate other companies engaging in the same or similar lines of business as the Company and concurrently serve as directors thereof. In order to comply with applicable laws and regulations, and on the condition that the interests of the Company are not prejudiced, it is hereby proposed, following a resolution of the Board of Directors, to submit this matter to the shareholders’ meeting for approval to lift the non-compete restrictions applicable to the relevant directors.

III. For the list of directors subject to the release of non-compete restrictions and their specific competing engagements, please refer to Attachment 7 on page 33 of this manual.

V V. Special Motions