TWSE: 1517

Lee Chi Enterprises Co., Ltd.

2026 Annual Shareholders’ Meeting

Meeting Agenda

Note to Readers:

If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language version shall prevail.

June 25, 2026

Chapter I. Meeting Procedures ... 1
Chapter II. Meeting Agenda ... 2
I. Report Items ... 3
II. Ratification Items ... 4
III. Election Items ... 7
IV. Other Items ... 7
V. Extraordinary Motions ... 9

2025 Business Report ... 10
The Audit Committee’s Review Report ... 18
Implementation status of Treasury Shares ... 19
Auditor’s Report and 2025 Financial Statements ... 20
Declaration of Consolidation of Financial Statements of Affiliates ... 29
Auditor’s Report and 2025 Consolidated Financial Statements ... 30
List of Director (including Independent Director) Candidates ... 40
Articles of Incorporation ... 43
Rules of Procedure for Shareholder Meetings ... 50
Rules for Election of Directors ... 53
Shareholding of Directors and Independent Directors ... 55

Lee Chi Enterprises Co., Ltd.

Procedure for the 2026 Annual General Meeting

I. Call the Meeting to Order
II. Chairman's Opening Remarks
III. Report Items
IV. Ratification Items
V. Election Items
VI. Other Items
VII. Extraordinary Motions
VIII. Adjournment

Lee Chi Enterprises Co., Ltd.

2026 Annual General Meeting Agenda

Time: 9:00 am on June, 25, 2026 (Thursday)

Place: No.112, Section 1, Shipai Road, Shipai Village, Changhua City (the Company).

Type of meeting: Physical shareholders’ meeting

I. Chairman’s Opening Remarks

II. Report Items

(I) 2025 Business Report
(II) The Audit Committee’s Review Report on the 2025 Financial Statements
(III) Report on the Execution of Share Repurchase

III. Ratification Items

(I) 2025 Business Report and Financial Statements
(II) Distribution of 2025 earnings

IV. Election Items

(I) Election of all directors

V. Other Items

I. Proposal to release newly-elected directors or their representatives from non-competition restrictions

VI. Extraordinary Motions

VII. Adjournment

Report Items

Item 1:

Subject: 2025 Business Report

Explanation: The 2025 Business Report is attached on Page 10~17.

Item 2:

Subject: The Audit Committee’s Review Report of the 2025 Financial Statements

Explanation: The Review Report is attached on Page 18.

Item 3:

Subject: Report on the 2025 Implementation Status of Treasury Shares

Explanation: Implementation Status of Treasury Shares is attached on Page 19

Ratification Items

Item 1:

Subject: Adoption of the 2025 Business Report and Financial Statements (Proposed by the Board of Directors)

Explanation:
I. The Company’s 2025 Financial Statements (include Individual and Consolidated Financial Statements) were audited by certified public accountants, Li-wei Liu and Li-Tung Wu of Deloitte & Touche Tohmatsu Limited, and together with the Business Report, reviewed by the Audit Committee.
II. The Business Report and 2025 Financial Statements (include Individual and Consolidated Financial Statements) are attached (please refer to Page 10~17、20~39 of the Meeting Agenda) for ratification.

Resolution:

Item 2:

Subject: Adoption of the Proposal for Distribution of 2025 earnings (Proposed by the Board of Directors)

Explanation:
I. The Company’s 2025 Earnings Distribution Table was formulated in accordance with the Company Act and the Company's Articles of Incorporation. It has been reviewed and approved during the first Audit Committee meeting of 2026, and subsequently resolved and passed by the first Board of Directors meeting of 2026.
II. Shareholder bonus of NT$ 44,000,001 is the proposed dividend to be distributed as cash dividend at NT$0.2 per share. (to the nearest

NT$1)

III. The chairman is authorized to set the dividend record date, allotment date and other related matters after such proposal is approved at the shareholders’ meeting..

IV. The Earnings Distribution Table is attached (please refer to Page 6 of the Meeting Agenda).

Resolution:

Lee Chi Enterprises Co., Ltd.
Earnings Distribution Table
2025

Unappropriated retained earnings, beginning balance	Unit: NT$ 875,523,169
Net loss after tax	(153,992,430)
Remeasurement of defined benefit plans recognized in retained earnings	5,403,998
Disposal of investments in equity instruments designated at fair value through other comprehensive income, cumulative gains or losses directly transferred to retained earnings	(369,144)
Special reserve set aside in accordance with the laws and regulations	14,312,590
Distributable earning	740,878,183
Less: Distribution items
Cash dividends to shareholders (NT$0.2/share)(*220,000,007 shares)	(44,000,001)
Unappropriated retained earnings, ending balance	$696,878,182

Note:
1. By March 13, 2026, the number of outstanding shares is 220,000,007 shares.
2. If the outstanding shares are affected by subsequent buy back of the Company's shares, transfer of treasury stock, or exercising of stock options by employees, etc., resulting in changes in dividend distribution and the need to make adjustments, the Chairman may be authorized to handle the relevant adjustment matters.
3. Earning from the most recent year shall first be distributed for the above earnings distribution.
4. The Company's cash dividend is rounded down to the nearest NT$; and the total decimals dropped are accounted as the Company's other income.

Chairman: Lin, Yu-Hsin
President: Lin, Yi-Hsien
Accounting Manager: Tsai, Fang-Chu

Election Items

Item 1:

Subject: Election of all directors (Proposed by the Board of Directors).

Explanation:
I. The term of the Company’s current directors will expire by June 20, 2026. In accordance with the Company Act, a re-election of directors shall be conducted.

II. Pursuant to Article 15 of the Company’s Articles of Incorporation, the proposed election shall have 7 directors elected (including 3 independent directors). The newly appointed directors shall assume office as of the date of election, shall serve for a term of three years starting from June 25, 2026 to June 24, 2029, and can be re-elected.

III. The proposed election of directors shall be conducted by adopting a candidate nomination system. For the “List of Candidates” approved by the Board of Directors on May 12, 2026, please refer to Page 40~42 of the Meeting Agenda.

IV. Please refer to Page 53~54 of the Meeting Agenda for Rules for Election of Directors.

Results of the election:

Other Items

Item 1:

Subject: Proposal to release newly appointed directors or their representatives from non-competition restrictions (Proposed by the Board of Directors).

Explanation: I. Pursuant to Article 209 of the Company Act, “a director who engages in activities either for himself/herself or on behalf of another person that are within the scope of the Company’s business, he/she shall explain the essential contents of the act to the shareholders’ meeting and obtain its approval”.

II. The newly appointed directors engage in activities regulated by Article 209 of the Company Law due to their concurrent jobs. Under the premise of not harming the interests of the Company, it is proposed to release them from the restrictions on engaging in related activities based on their concurrent jobs.

III. The concurrent positions held by the newly appointed directors are shown in the following table (please refer to Page 9 of the Meeting Agenda).

Resolution:

Explanation of directors (including independent directors) holding

Type	Name	Current Position within Other Companies
Director	Lin, Yu-Hsin	Keelgoal Energy Co., Ltd.	Independent Director
Independent Director	Chen, Chin-Hua	Tan De Tech Co., Ltd.	Independent Director
		Neith Corporation	Independent Director
		Amulaire Thermal Technology, Inc.	Independent Director
Independent Director	Chen, Chun-Mao	Tradetool Auto Co., Ltd.	Independent Director
		Chain Yarn Co., Ltd	Director
Independent Director	Wang, Ting-Hung	Sunplus Innovation Technology Inc.	Independent Director
		Radiant Innovation Inc.	Independent Director

Extraordinary Motions

Adjournment

Annex
2025 Business Report

I. Forewords:

Looking back on 2025, the bicycle industry has gradually emerged from the shadow of inventory overhang, but amid inflationary pressure, geopolitical tensions, and tariff barriers, demand has not truly recovered. Manufacturers from mainland China and elsewhere, leveraging their cost advantages, have launched fierce price wars in the mid- and low-end markets, significantly squeezing the profit margins of Taiwan’s component manufacturers. Meanwhile, as E-bikes have become the main growth driver in the market, many cross-sector companies—such as those from the electronics and automotive industries—have entered the manufacturing and sales arena, reshaping the industry’s competitive landscape and profit model.

Looking ahead to 2026, the industry will enter an entirely new competitive framework. The focus of corporate competition will shift from individual manufacturing capabilities to overall “system capabilities,” including product design, supply chain integration, regulatory compliance, data applications, and brand management. At the same time, sustainability has shifted from an added value to a basic threshold, and carbon inventory, supply chain transparency, and human rights standards are rapidly becoming essential conditions for entering international markets. Our company will quickly adjust its operations, continue innovating products, introduce smart manufacturing, deepen the development of our own brand “PROMAX,” and actively pursue orders. In addition, in response to the uncertainty brought by tariffs, we will adjust our production layout and cross-industry collaborations as appropriate, seeking opportunities for transformation and growth amid challenges. Faced with structural changes in the industry, we will navigate the adjustment period steadily and work to return operations to a growth trajectory, creating long-term investment value for all shareholders.

II. Business Results in 2025:

(I) Operating Results:

For the Company’s operating performance in 2025, consolidated net operating revenue was NT$2,023,299 thousand, consolidated net loss after tax was NT$138,253 thousand, net loss attributable to owners of the parent was NT$153,992 thousand, and basic loss per share was NT$0.69.

Although the Company’s 2025 operations were affected by reduced consumer spending due to global high inflation, slow inventory destocking, and tariff fluctuations, it has achieved substantial results in new product development and cross-industry alliances, including the following:

Solid Financial Performance:
As market demand stabilizes and begins to recover, our company is committed to optimizing our product portfolio, increasing the shipment proportion of mid-to-high-end and E-Bike components, improving gross margins, and gradually reversing our loss-making situation.
Appropriately allocate production capacity:
In response to tariff barriers triggered by geopolitical tensions, our company has implemented a regionalized production layout, aligned with key customers' requirements, reduced reliance on a single production location, and coordinated with the current inventory adjustment to ensure comprehensive production contingency measures, thereby mitigating the impact of economic fluctuations.
Cross-Industry Collaboration Results:
Leveraging its strong R&D expertise and manufacturing capabilities, the Company has secured cross-industry orders in the electronics and automotive components sectors, effectively diversifying the risks associated with fluctuations in the bicycle industry, enhancing technological development, and improving operational prospects while seeking mutually beneficial opportunities for growth.
Excellence in Management:
The Company continues to optimize its management systems and improve operational efficiency to offset cost increases brought about by inflation and tariffs, while maintaining stable operating cash flow. It has completed the implementation and ongoing certification of multiple ISO management systems, and continues to enhance its ERP and HR management systems, strengthen organizational communication and quality management, and meet the stringent requirements of the international green supply chain.
Promoting ESG Sustainability:
Establishing a Sustainability Development Committee, preparing and issuing an annual sustainability report, completing ISO 14067 product carbon footprint verification, adopting eco-friendly recycled materials such as low-carbon aluminum, promoting low-carbon production processes and waste reduction, implementing energy conservation and increasing the use of renewable energy,

strengthening corporate social responsibility and corporate governance, and actively participating in the BAS Sustainability Alliance of the bicycle industry to jointly promote the formulation and implementation of ESG standards for the industry.

(II) 2025 Budget Execution Status:

The Company did not publicly disclose financial forecasts in accordance with regulations. The fiscal year 2025 expense budget was controlled under the principle of frugality, and the actual expense control situation met internal management objectives.

(III) Financial Position and Profitability Analysis:

The Company has a sound financial structure. For fiscal year 2025, based on the consolidated financial statements, the return on assets was -3.14%, return on equity was -3.82%, operating profit as a percentage of paid-in capital was -14.96%, pre-tax profit as a percentage of paid-in capital was -8.60%, net profit margin was -6.83%, and basic loss per share attributable to the parent company was NT0.69.

(IV) Research and Development Status:

We completed the development of 95 new products. The R&D focus for this year was on optimization of existing products and process improvements; therefore, no new patent applications were filed. We received 3 patent certificates.

III. Business Plan Overview for 2026

(I) Expected Sales Volume:

Item	Expected Sales
Braking system:
Brakes	2,000 thousand Pieces
Levers	1,000 thousand Pieces
Cable	1,800 thousand Pieces
Seat Post	2,000 thousand Pieces
Stem	3,000 thousand Pieces
Hub	600 thousand Pieces
Spare parts such as brake, seat post, stem, etc.	30,000 thousand Pieces

Note: The above figures are the Company’s individual data.

(II) The business policies and production and sales strategies for fiscal year 2026 are as follows:

“Operational Recovery, Active Order Acquisition”:
The bicycle industry is expected to gradually enter a recovery and growth phase, and market demand is likely to stabilize. As inventories continue to be reduced, the Company will adjust production capacity in a timely manner, strengthen communication with key customers, and set more proactive annual operating targets to secure new orders and prepare for the next wave of growth demand.
“Innovative Products, Smart Manufacturing”:
The Company will continue to deepen its cooperative and interdependent relationships with complete bicycle and component brands, jointly develop new products, and establish dedicated production lines. In addition, with the development of AI technology, smart and electric bicycles will become a future trend. The Company is actively embracing this innovation and plans to apply AI technology to product design, production, and sales to improve efficiency

and quality.

"Brand Marketing, Deepening Repair and Replacement Business":
Promote the self-owned brand “PROMAX,” drive sales of high value-added products, and work with major distribution channels to capture the vast global repair and aftermarket opportunities. In response to consumer demand, adjust online and offline sales strategies to maintain stable brand revenue in the repair market when demand for complete bicycles is sluggish.
"Cross-Industry Collaboration, Active Transformation":
Make use of the Company’s precision manufacturing and R&D capabilities to actively expand cross-industry cooperation opportunities with sectors such as electronics and transportation. By undertaking high-precision cross-industry product orders, the Company can not only broaden its business outlook beyond the bicycle core business and diversify the risks of fluctuations in a single industry, but also introduce advanced process technologies that can, in turn, improve the production efficiency and profitability of its bicycle core business.
"Implement Sustainability, Integrity, and Compliance":
Pursue stable profitability and long-term operations, continue talent development and employee welfare enhancement, and, under the global net-zero emissions trend, align with the EU CBAM and assist customers and the supply chain in promoting ESG sustainability verification and certification. The Company plans to introduce a human rights due diligence mechanism and the ISO 50001 energy management system in fiscal year 2026, and obtain verification from an external authoritative institution to implement the sustainable transformation of the bicycle industry.
"Regional Layout, Flexible Supply":
Continue evaluating a global regionalized production footprint to reduce dependence on any single market or production base. In line with the needs of core customers, the Company will appropriately adjust production base configurations or acquire suitable targets, using a shorter supply chain to stay closer to end markets and enhance operational resilience against geopolitical risks.

IV. Future Development Strategy and the Impact of the Industry Environment

(I) Future corporate development strategy:

Parallel Development of Branding and OEM Business: Through a dual-track approach of brand development (PROMAX) and OEM business, the Company aims to raise technical barriers and transform itself from a component manufacturer into an indispensable strategic development partner for leading global bicycle brands. Through innovative R&D of bicycle products, the Company seeks to meet consumer needs and become a leading bicycle component supplier in the industry.
Continuous Product Innovation, Introduction of New Materials and New Processes: Continue strengthening R&D investment in bicycle component applications, pursue technological leadership, and accelerate the introduction of low-carbon, traceable new materials and advanced manufacturing processes. Expand applications into related products such as electric vehicles, motorcycles, automobiles, and consumer electronics, thereby increasing the share of revenue from new businesses and new markets.
Integrating Group Resources to Create Manufacturing Advantages: Integrate group resources and optimize the regionalized production footprint to respond to the supply chain restructuring trend under normalized tariffs. Through diversified market deployment, diversify single-industry risk and improve overall gross margin levels.
Pursuing Stable Profitability and Strengthening Sustainable Operations: Pursue stable company profit growth, improve operating efficiency, and implement digital transformation and AI technology adoption. Continue building talent development mechanisms and a green production system, and treat ESG transformation as a competitive advantage to strengthen sustainable operations in a rapidly changing international environment.

(II) The impact of external competitive conditions, regulatory conditions, and the overall economic environment on the Company:

Global trade has entered the tariff era, and countries frequently resort to trade protection measures. In particular, structurally high tariffs targeting specific production locations have fundamentally changed the previous globalized optimal production allocation model. This not only drives supply chain restructuring and accelerates the shift toward regionalized and shorter supply chains, but also disperses production bases across different regions.
As climate change and environmental carbon reduction concerns intensify, and wars in Ukraine and the Middle East may push up oil prices, bicycles—as zero-emission green transportation alternatives to fuel-powered vehicles—will become an

important choice, and demand is expected to continue growing. However, frequent extreme weather events may affect consumers' willingness to ride, resulting in seasonal fluctuations in the bicycle sales market.

Due to global climate change, countries are promoting net-zero emissions and carbon neutrality. Green inflation has increased the cost of recycled materials and low-carbon production, which will affect Taiwan's manufacturing-based industries. Ongoing high inflation has also driven up raw material prices, and manufacturing costs continue to rise due to labor shortages and persistent increases in electricity and fuel prices, further compressing profit margins.
Under the environment of high inflation and high interest rates, combined with geopolitical instability and frequent conflicts, consumer confidence continues to be affected. High oil prices will crowd out purchasing power, and consumers are already showing signs of trading down or delaying purchases, leading to weak demand in the mid- and low-end bicycle markets, inventory reduction pressure, and price competition. The Company must closely monitor future sales and inventory reduction trends.
In recent years, governments around the world have supported green transportation. With advances in electric technology and increasing consumer demand for eco-friendly transportation, high-end and electric-assisted bicycles (e-bikes) have developed rapidly and have become a new growth niche for the industry. The integration of bicycles with AI smart technology and the Internet of Things may also drive another wave of innovation and create a new growth opportunity.
The value of traditional bicycles lies in frame geometry and mechanical integration, whereas the development of e-bikes shifts the core and product value toward electronic and software ecosystems. Industry leaders such as Bosch and Shimano have built closed systems integrating motors, batteries, software, and certification, thereby controlling the right to define standards and capture value. Taiwan has top-tier product design and assembly capabilities, but still lacks a motor system platform with global influence. If it continues to remain in the OEM assembly segment, it will face the risk of becoming marginalized in the industry.
Under the global trend toward environmental, social, and governance (ESG)

promotion, the bicycle industry faces more challenges and opportunities. The industry must actively respond to requirements from governments and customers across multiple dimensions, promoting ESG transformation and the establishment of green supply chains, but this also raises governance and implementation costs, such as those related to human rights, renewable energy, and recycled aluminum.

With the above internal and external changes and impacts, the Company strongly believes that challenges are definitely accompanied with opportunities. Through strong management and continuous advancement, we will grasp market demand to reflect our sales & operations. The Company is optimistic of its future development, and will continue to achieve great performance in return for the support of the shareholders. We earnestly request every shareholder to continue to support us, for the continued growth of the Company. Thank you!

We wish you all good fortune and great health.

Chairman: Lin, Yu-Hsin

President: Lin, Yi-Hsien

Accounting Manager: Tsai, Fang-Chu

Lee Chi Enterprises Co., Ltd.

Audit Committee’s Review Report

It is hereby approved

The Board of Directors has submitted the Company’s Balance Sheet, Statement of Comprehensive Income, Statement of Changes in Equity and Cash Flow Statement for 2025 (including individual and consolidated), and they have been audited by certified public accountants, Li-Wei Liu and Li-Tung Wu of Deloitte & Touche Tohmatsu Limited. The Audit Committee has reviewed the above statements, 2025 Business Report and the earnings distribution proposal, and did not find any instances of non-compliance. In accordance with Article 219 of the Company Act and Article 14-4 of the Securities and Exchange Act, the report is hereby presented.

Yours faithfully,

The Company’s 2026 Annual General Meeting

Lee Chi Enterprises Co., Ltd.
Convener of the Audit Committee: Chen, Kuei-Tuan

Date: March 27, 2026

Implementation Status of Treasury Shares

LEE CHI ENTERPRISES COMPANY LTD.

Buyback Period	Fourth
Date of Board resolution	Aug. 11, 2025
Purpose of the Buyback	To maintain the Company’s credit standing and protect shareholders’ interests
Buyback Period	Aug. 12, 2025~Oct. 11, 2025
Buyback Price Range	NT$7.04 ~ NT$15.60 per share
Planned Buyback Share Type and Quantity	3,500,000 shares of Common Shares
Maximum Total Buyback Amount	NT$1,184,789 thousand
Status of Share Buyback:
Number of shares bought back	3,300,000 shares
Total value of shares bought back	NT$35,107,972
Number of shares bought back as a percentage of total outstanding shares (%)	94.29%
The average buyback price per share	NT$10.64
Number of Cancelled Shares and Transferred Shares (registration change within six months from the date of buyback)	3,300,000 shares
Accumulated number of shareholding	0 shares
Accumulated number of shares bought back as a percentage of total outstanding shares (%)	0 %

INDEPENDENT AUDITORS' REPORT

The Board of Directors and Shareholders
Lee Chi Enterprises Company Ltd.

Opinion

We have audited the accompanying parent company only financial statements of Lee Chi Enterprises Company Ltd. (the "Company"), which comprise the parent company only balance sheets as of December 31, 2025 and 2024, and the parent company only statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the parent company only financial statements, including material accounting policy information (collectively referred to as the "parent company only financial statements").

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

Basis for Opinion

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

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the parent company only financial statements for the year ended December 31, 2025. These matters were addressed in the context of our audit of the parent company only financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

The key audit matter identified of the parent company only financial statements for the year ended December 31, 2025 is stated as follows:

Revenue Recognition

The Company's operating revenue mainly comes from the manufacturing and sale of bicycle components. In 2025, the revenue from specific customers was significant to the overall operating revenue, and there were significant changes in the nature of these transactions. We identified the validity of recognition of the revenue from specific customers as a key audit matter. For the accounting policy on the revenue recognition, refer to Note 4 to the parent company only financial statements.

The main audit procedures that we performed with respect to revenue from the specific customers included the following:

We evaluated the design and implementation of the related internal controls on revenue recognition and tested the operating effectiveness of the related controls.
We selected samples from the specific customers' subsidiary ledger of sales revenue, verified related documents and receipts of payments and confirmed the validity of revenue recognition.

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 financial statements that are free from material misstatement, whether due to fraud or error.

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

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

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

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

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

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

related disclosures in the parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors' report. However, future events or conditions may cause the Company to cease to continue as a going concern.

Evaluate the overall presentation, structure and content of the parent company only financial statements, including the disclosures, and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient and appropriate audit evidence regarding the financial information of entities or business activities within the Company to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision, and performance of the audit. We remain solely responsible for our audit opinion.

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the parent company only financial statements for the year ended December 31, 2025 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.

The engagement partners on the audits resulting in this independent auditors' report are Li-Wei Liu and Lie-Dong Wu.

Deloitte & Touche
Taipei, Taiwan
Republic of China

March 27, 2026

Notice to Readers

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

For the convenience of readers, the independent auditors' report and the accompanying parent company only financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors' report and parent company only financial statements shall prevail.

LEE CHI ENTERPRISES COMPANY LTD.

PARENT COMPANY ONLY BALANCE SHEETS

DECEMBER 31, 2025 AND 2024

(In Thousands of New Taiwan Dollars)

	2025		2024
ASSETS	Amount	%	Amount	%
CURRENT ASSETS
Cash and cash equivalents (Notes 4 and 6)	$ 375,475	9	$ 413,191	10
Financial assets at fair value through profit or loss - current (Notes 4 and 7)	411,132	10	472,096	11
Financial assets at fair value through other comprehensive income - current (Notes 4 and 8)	110,060	3	86,368	2
Notes receivable (Notes 4, 10 and 19)	2,579	-	5,068	-
Trade receivables from non-related parties (Notes 4, 10 and 19)	366,535	9	352,863	8
Trade receivables from related parties (Notes 4, 19 and 26)	17,480	1	8,292	-
Other receivables (Notes 4 and 26)	295,885	7	313,779	7
Current tax assets (Note 4)	2,997	-	2,128	-
Inventories (Notes 4 and 11)	569,715	14	618,224	15
Other current assets	14,334	1	15,075	-
Total current assets	2,166,192	54	2,287,084	53
NON-CURRENT ASSETS
Financial assets at amortized cost - non-current (Notes 4, 9 and 27)	1,723	-	1,705	-
Investments accounted for using the equity method (Notes 4 and 12)	931,818	23	1,069,483	25
Property, plant and equipment (Notes 4 and 13)	757,184	19	793,666	19
Other intangible assets (Notes 4 and 15)	22,834	1	25,722	1
Deferred tax assets (Notes 4 and 21)	82,847	2	53,484	1
Net defined benefit assets - non-current (Notes 4 and 17)	53,961	1	39,605	1
Other non-current assets	6,885	-	16,991	-
Total non-current assets	1,857,252	46	2,000,656	47
TOTAL	$ 4,023,444	100	$ 4,287,740	100
LIABILITIES AND EQUITY
CURRENT LIABILITIES
Contract liabilities - current (Notes 4 and 19)	$ 15,763	-	$ 19,155	1
Trade payables to non-related parties	144,901	4	161,922	4
Trade payables to related parties (Note 26)	73,473	2	85,299	2
Other payables (Note 16)	86,340	2	92,423	2
Current tax liabilities (Note 4)	-	-	795	-
Other current liabilities (Notes 4 and 16)	9,551	-	18,499	-
Total current liabilities	330,028	8	378,093	9
NON-CURRENT LIABILITIES
Deferred tax liabilities (Notes 4 and 21)	67,205	2	83,837	2
Other non-current liabilities	1,543	-	716	-
Investments accounted for using the equity method - credit balance (Notes 4 and 12)	210,107	5	212,621	5
Total non-current liabilities	278,855	7	297,174	7
Total liabilities	608,883	15	675,267	16
EQUITY
Ordinary shares	2,200,000	55	2,256,850	53
Capital surplus	68,150	2	67,084	2
Retained earnings
Legal reserve	389,031	9	389,031	9
Special reserve	69,935	2	116,583	3
Unappropriated earnings	726,566	18	873,536	20
Other equity	(39,121)	(1)	(69,935)	(2)
Treasury shares	-	-	(20,676)	(1)
Total equity	3,414,561	85	3,612,473	84
TOTAL	$ 4,023,444	100	$ 4,287,740	100

The accompanying notes are an integral part of the parent company only financial statements.

LEE CHI ENTERPRISES COMPANY LTD.

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

(In Thousands of New Taiwan Dollars, Except Loss Per Share)

	2025		2024
	Amount	%	Amount	%
OPERATING REVENUE (Notes 4, 19 and 26)	$ 1,376,254	100	$ 1,297,082	100
OPERATING COSTS (Notes 11, 20 and 26)	1,286,046	94	1,224,062	95
GROSS PROFIT	90,208	6	73,020	5
OPERATING EXPENSES (Note 20)
Selling and marketing expenses	56,139	4	61,842	5
General and administrative expenses	52,947	4	50,044	4
Research and development expenses	74,325	5	73,337	5
Expected credit loss (gain) (Notes 4 and 10)	10,895	1	(941)	-
Total operating expenses	194,306	14	184,282	14
LOSS FROM OPERATIONS	(104,098)	(8)	(111,262)	(9)
NON-OPERATING INCOME AND EXPENSES (Note 4)
Share of profit or loss of subsidiaries	(149,019)	(11)	(130,980)	(10)
Interest income	10,771	1	19,638	2
Dividend income	4,976	-	3,910	-
Other income (Note 20)	34,122	3	27,924	2
Foreign exchange (loss) gain, net (Note 20)	(14,214)	(1)	55,219	4
Gain on fair value changes of financial assets and liabilities at fair value through profit or loss	16,894	1	10,694	1
Loss on disposal of a subsidiaries accounted for using the equity method (Notes 4 and 12)	(538)	-	-	-
Other expenses	(247)	-	(188)	-
Total non-operating income and expenses	(97,255)	(7)	(13,783)	(1)
LOSS BEFORE INCOME TAX	(201,353)	(15)	(125,045)	(10)
INCOME TAX BENEFIT (Notes 4 and 21)	(47,361)	(4)	(32,241)	(3)
NET LOSS FOR THE YEAR	(153,992)	(11)	(92,804)	(7)
OTHER COMPREHENSIVE INCOME (LOSS) (Note 4)
Items that will not be reclassified subsequently to profit or loss:

(Continued)

LEE CHI ENTERPRISES COMPANY LTD.

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

(In Thousands of New Taiwan Dollars, Except Loss Per Share)

	2025		2024
	Amount	%	Amount	%
Remeasurement of defined benefit plans (Note 17)	$ 6,755	-	$ 16,236	1
Unrealized gain on investments in equity instruments at fair value through other comprehensive income	23,692	2	22,245	2
Subsidiaries unrealized gain on investments in equity instruments at fair value through other comprehensive income	469	-	(524)	-
Income tax related to items that will not be reclassified subsequently to profit or loss (Note 21)	(1,351)	-	(3,247)	-
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translation of the financial statements of foreign operations	6,283	-	21,006	1
Other comprehensive income for the year, net of income tax	35,848	2	55,716	4
TOTAL COMPREHENSIVE INCOME (LOSS) FOR THE YEAR	$ (118,144)	(9)	$ (37,088)	(3)
LOSS PER SHARE (Note 22)
Basic	$ (0.69)		$ (0.42)
Diluted	$ (0.69)		$ (0.42)

The accompanying notes are an integral part of the parent company only financial statements. (Concluded)

LEE CHI ENTERPRISES COMPANY LTD.

PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY

FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

(In Thousands of New Taiwan Dollars)

	Share Capital (Note 18)	Capital Surplus (Note 18)	Retained Earnings (Note 18)			Other Equity		Treasury Shares (Note 18)	Total Equity
			Legal Reserve	Special Reserve	Unappropriated Earnings	Exchange Differences on Translation of the Financial Statements of Foreign Operations	Unrealized Gain (Loss) on Financial Assets at Fair Value through Other Comprehensive Income (Note 4)
BALANCE AT JANUARY 1, 2024	$ 2,256,850	$ 67,084	$ 389,031	$ 121,257	$ 997,258	$ (155,595)	$ 39,012	$ (20,676)	$ 3,694,221
Appropriation of 2023 earnings
Special reserve reversed	-	-	-	(4,674)	4,674	-	-	-	-
Cash dividends	-	-	-	-	(44,660)	-	-	-	(44,660)
Net loss for the year ended December 31, 2024	-	-	-	-	(92,804)	-	-	-	(92,804)
Other comprehensive income (loss) for the year ended December 31, 2024, net of income tax	-	-	-	-	12,989	21,006	21,721	-	55,716
Total comprehensive income (loss) for the year ended December 31, 2024	-	-	-	-	(79,815)	21,006	21,721	-	(37,088)
Disposal of investments in equity instruments designated as at fair value through other comprehensive income	-	-	-	-	(3,921)	-	3,921	-	-
BALANCE AT DECEMBER 31, 2024	2,256,850	67,084	389,031	116,583	873,536	(134,589)	64,654	(20,676)	3,612,473
Appropriation of 2024 earnings
Special reserve reversed	-	-	-	(46,648)	46,648	-	-	-	-
Cash dividends	-	-	-	-	(44,660)	-	-	-	(44,660)
Net loss for the year ended December 31, 2025	-	-	-	-	(153,992)	-	-	-	(153,992)
Other comprehensive income (loss) for the year ended December 31, 2025, net of income tax	-	-	-	-	5,404	6,283	24,161	-	35,848
Total comprehensive income (loss) for the year ended December 31, 2025	-	-	-	-	(148,588)	6,283	24,161	-	(118,144)
Buy-back of treasury shares	-	-	-	-	-	-	-	(35,108)	(35,108)
Cancellation of treasury shares	(56,850)	1,066	-	-	-	-	-	55,784	-
Disposal of investments in equity instruments designated as at fair value through other comprehensive income	-	-	-	-	(370)	-	370	-	-
BALANCE AT DECEMBER 31, 2025	$ 2,200,000	$ 68,150	$ 389,031	$ 69,935	$ 726,566	$ (128,306)	$ 89,185	$ -	$ 3,414,561

The accompanying notes are an integral part of the parent company only financial statements.

LEE CHI ENTERPRISES COMPANY LTD.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

(In Thousands of New Taiwan Dollars)

	2025	2024
CASH FLOWS FROM OPERATING ACTIVITIES
Loss before income tax	$ (201,353)	$ (125,045)
Adjustments for:
Depreciation expenses	96,694	94,508
Amortization expenses	3,427	3,777
Expected credit loss recognized (reversed) on trade receivables	10,895	(941)
Net gain on fair value changes of financial assets at fair value through profit or loss	(16,894)	(10,694)
Financial costs	-	66
Interest income	(10,771)	(19,638)
Dividend income	(4,976)	(3,910)
Share of profit or loss of subsidiaries and associates	149,019	130,980
Loss on disposal of property, plant and equipment	73	57
Net gain on foreign currency exchange	(8,787)	(22,454)
Loss on disposal of subsidiaries accounted for using the equity method	538	-
Write-down of inventories	3,860	-
Gain on lease modification	-	(367)
Deferred revenue	(173)	(180)
(Reversal) recognition of provisions	(382)	1,648
Changes in operating assets and liabilities
Notes receivable	2,489	7,575
Trade receivables	(26,717)	(94,204)
Other receivables	(3,492)	(1,013)
Inventories	44,649	85,746
Other current assets	741	(2,676)
Contract liabilities	(3,392)	11,181
Trade payables	(30,207)	85,026
Other payables	(1,721)	10,371
Provisions	(12)	(1,479)
Other current liabilities	(8,554)	5,106
Net defined benefit assets	(7,601)	(6,994)
Cash (used in) generated from operations	(12,647)	146,446
Interest received	10,771	22,563
Dividends received	4,976	3,910
Interest paid	-	(66)
Income tax paid	(1,649)	(4,097)
Net cash generated from operating activities	1,451	168,756
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from sale of financial assets at fair value through other comprehensive income	-	393
Purchase of financial assets at fair value through profit or loss	(522,000)	(852,679)
		(Continued)

LEE CHI ENTERPRISES COMPANY LTD.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

(In Thousands of New Taiwan Dollars)

	2025	2024
Proceeds from sale of financial assets at fair value through profit or loss	$ 600,941	$ 501,675
Acquisition of investment accounted for using the equity method	(23,371)	-
Proceeds from disposal of investment accounted for using the equity method	997	-
Proceeds from capital reduction of subsidiaries accounted for using the equity method	44,000	-
Payments for property, plant and equipment	(13,551)	(47,700)
Proceeds from disposal of property, plant and equipment	2	9
Decrease in refundable deposits	24	549
Increase in other receivables from related parties	(204,100)	(215,982)
Decrease in other receivables from related parties	227,494	226,995
Payments for intangible assets	(539)	(106)
Increase in prepayments for equipment	(41,016)	(29,565)
Dividends received from subsidiaries	-	10,450
Net cash generated from (used in) investing activities	68,881	(405,961)
CASH FLOWS FROM FINANCING ACTIVITIES
Increase in guarantee deposits received	1,000	-
Repayment of the principal portion of lease liabilities	-	(723)
Dividends paid to owners of the Company	(44,660)	(44,660)
Payments for buy-back of treasury shares	(35,108)	-
Acquisition of subsidiaries	(29,280)	(32,540)
Net cash used in financing activities	(108,048)	(77,923)
NET DECREASE IN CASH AND CASH EQUIVALENTS	(37,716)	(315,128)
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR	413,191	728,319
CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR	$ 375,475	$ 413,191

The accompanying notes are an integral part of the parent company only financial statements. (Concluded)

DECLARATION OF CONSOLIDATION OF FINANCIAL STATEMENTS OF AFFILIATES

The entities that are required to be included in the consolidated financial statements of Lee Chi Enterprises Company Ltd. as of and for the year ended December 31, 2025, under the "Criteria Governing the Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises" are the same as those included in the consolidated financial statements prepared in conformity with the International Financial Reporting Standards No. 10 "Consolidated Financial Statements". In addition, the information required to be disclosed in the combined financial statements is included in the consolidated financial statements of Lee Chi Enterprises Company Ltd. and Subsidiaries. Consequently, we did not prepare a separate set of combined financial statements.

Very truly yours,

Lee Chi Enterprises Company Ltd.

By:

Lin, Yu-Hsin
Chairman

March 13, 2026

INDEPENDENT AUDITORS' REPORT

The Board of Directors and Shareholders
Lee Chi Enterprises Company Ltd.

Opinion

We have audited the accompanying consolidated financial statements of Lee Chi Enterprises Company Ltd. (the "Company") and its subsidiaries (collectively referred to as the "Group"), which comprise the consolidated balance sheets as of December 31, 2025 and 2024, and the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the consolidated financial statements, including material accounting policy information (collectively referred to as the "consolidated financial statements").

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 its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

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

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements for the year ended December 31, 2025. 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.

The key audit matter identified in the Group's consolidated financial statements for the year ended December 31, 2025 is stated as follows:

Revenue Recognition

The Company’s operating revenue mainly comes from the manufacturing and sale of bicycle components. In 2025, the revenue from specific customers was significant to the overall operating revenue, and there were significant changes in the nature of these transactions. We identified the validity of recognition of the revenue from specific customers as a key audit matter. For the accounting policy on the revenue recognition, refer to Note 4 to the consolidated financial statements.

The main audit procedures that we performed with respect to revenue from the specific customers included the following:

We evaluated the design and implementation of the related internal controls on revenue recognition and tested the operating effectiveness of the related controls.
We selected samples from the specific customers’ subsidiary ledger of sales revenue, verified related documents and receipts of payments and confirmed the validity of revenue recognition.

Other Matter

We have also audited the parent company only financial statements of Lee Chi Enterprises Company Ltd. as of and for the years ended December 31, 2025 and 2024 on which we have issued an unmodified opinion.

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, and IFRS, IAS, IFRIC, and SIC endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

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

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

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

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

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2025 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.

The engagement partners on the audits resulting in this independent auditors' report are Li-Wei Liu and Lie-Dong Wu.

Deloitte & Touche
Taipei, Taiwan
Republic of China

March 13, 2026

Notice to Readers

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

For the convenience of readers, the independent auditors' report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors' report and consolidated financial statements shall prevail.

LEE CHI ENTERPRISES COMPANY LTD. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

DECEMBER 31, 2025 AND 2024

(In Thousands of New Taiwan Dollars)

	2025		2024
ASSETS	Amount	%	Amount	%
CURRENT ASSETS
Cash and cash equivalents (Notes 4 and 6)	$ 641,687	15	$ 807,220	18
Financial assets at fair value through profit or loss - current (Notes 4 and 7)	545,460	13	563,254	12
Financial assets at fair value through other comprehensive income - current (Notes 4 and 8)	137,186	3	118,215	3
Financial assets at amortized cost - current (Notes 4, 9 and 31)	157,184	4	22,390	-
Notes receivable (Notes 4, 10 and 21)	92,032	2	128,966	3
Trade receivables (Notes 4, 10 and 21)	487,672	12	484,606	11
Other receivables (Note 4)	25,973	1	12,751	-
Current tax assets (Note 4)	2,997	-	2,128	-
Inventories (Notes 4 and 11)	767,113	18	856,585	19
Other current assets (Note 17)	41,756	1	42,705	1
Total current assets	2,899,060	69	3,038,820	67
NON-CURRENT ASSETS
Financial assets at fair value through profit or loss - non-current (Notes 4 and 7)	23,037	1	31,910	1
Financial assets at fair value through other comprehensive income - non-current (Notes 4 and 8)	40,649	1	43,589	1
Financial assets at amortized cost - non-current (Notes 4, 9 and 31)	1,723	-	158,435	3
Investments accounted for using the equity method (Notes 4 and 13)	12,584	-	-	-
Property, plant and equipment (Notes 4 and 14)	981,774	23	1,048,642	23
Right-of-use assets (Notes 4 and 15)	33,939	1	35,266	1
Other intangible assets (Notes 4 and 16)	23,599	1	26,757	1
Goodwill (Note 4)	57,290	1	59,807	1
Deferred tax assets (Notes 4 and 23)	82,847	2	53,484	1
Net defined benefit assets - non-current (Notes 4 and 19)	53,961	1	39,605	1
Other non-current assets (Note 17)	9,121	-	21,107	-
Total non-current assets	1,320,524	31	1,518,602	33
TOTAL	$ 4,219,584	100	$ 4,557,422	100
LIABILITIES AND EQUITY
CURRENT LIABILITIES
Contract liabilities - current (Notes 4 and 21)	$ 16,843	-	$ 20,378	-
Notes payable	-	-	13,280	-
Trade payables	324,586	8	389,021	9
Other payables (Note 18)	160,492	4	156,821	3
Current tax liabilities (Note 4)	-	-	820	-
Deferred revenue - current (Notes 4 and 18)	21,201	1	21,139	1
Other current liabilities (Notes 4 and 18)	9,559	-	18,499	-
Total current liabilities	532,681	13	619,958	13
NON-CURRENT LIABILITIES
Deferred tax liabilities (Notes 4 and 23)	67,205	2	83,837	2
Deferred revenue - non-current (Notes 4 and 18)	106,546	2	127,553	3
Guarantee deposits	1,135	-	134	-
Total non-current liabilities	174,886	4	211,524	5
Total liabilities	707,567	17	831,482	18
EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY
Ordinary shares	2,200,000	52	2,256,850	50
Capital surplus	68,150	2	67,084	1
Retained earnings
Legal reserve	389,031	9	389,031	8
Special reserve	69,935	2	116,583	3
Unappropriated earnings	726,566	17	873,536	19
Other equity	(39,121)	(1)	(69,935)	(2)
Treasury shares	-	-	(20,676)	-
Total equity attributable to owners of the Company	3,414,561	81	3,612,473	79
NON-CONTROLLING INTERESTS	97,456	2	113,467	3
Total equity	3,512,017	83	3,725,940	82
TOTAL	$ 4,219,584	100	$ 4,557,422	100

The accompanying notes are an integral part of the consolidated financial statements.

LEE CHI ENTERPRISES COMPANY LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

(In Thousands of New Taiwan Dollars, Except Loss Per Share)

	2025		2024
	Amount	%	Amount	%
OPERATING REVENUE (Notes 4 and 21)	$ 2,023,299	100	$ 2,033,762	100
OPERATING COSTS (Notes 11 and 22)	1,959,160	97	1,954,425	96
GROSS PROFIT	64,139	3	79,337	4
OPERATING EXPENSES (Note 22)
Selling and marketing expenses	122,891	6	130,229	6
General and administrative expenses	182,511	9	162,341	8
Research and development expenses	77,123	4	74,117	4
Expected credit loss (gain) (Notes 4 and 10)	10,866	-	(561)	-
Total operating expenses	393,391	19	366,126	18
LOSS FROM OPERATIONS	(329,252)	(16)	(286,789)	(14)
NON-OPERATING INCOME AND EXPENSES (Note 4)
Finance costs	(146)	-	(66)	-
Interest income (Note 22)	20,970	1	33,214	2
Dividend income	6,059	-	5,904	-
Other income (Notes 18 and 22)	55,209	3	49,875	2
Foreign exchange gain (loss), net (Note 22)	(20,563)	(1)	62,692	3
Gain on fair value changes of financial assets and liabilities at fair value through profit or loss	81,443	4	11,107	1
Other expenses	(533)	-	(273)	-
Share of profit of associates	(1,878)	-	-	-
Loss on disposal of a subsidiaries accounted for using the equity method (Notes 4 and 26)	(538)	-	-	-
Total non-operating income and expenses	140,023	7	162,453	8
LOSS BEFORE INCOME TAX	(189,229)	(9)	(124,336)	(6)
INCOME TAX BENEFIT (Notes 4 and 23)	(50,976)	(2)	(32,215)	(1)
NET LOSS FOR THE YEAR	(138,253)	(7)	(92,121)	(5)
OTHER COMPREHENSIVE INCOME (LOSS) (Note 4)

(Continued)

LEE CHI ENTERPRISES COMPANY LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

(In Thousands of New Taiwan Dollars, Except Loss Per Share)

	2025		2024
	Amount	%	Amount	%
Items that will not be reclassified subsequently to profit or loss:
Remeasurement of defined benefit plans (Note 19)	$ 6,755	1	$ 16,236	1
Unrealized gain on investments in equity instruments at fair value through other comprehensive income	21,327	1	21,293	1
Income tax related to items that will not be reclassified subsequently to profit or loss (Note 23)	(1,351)	-	(3,247)	-
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translation of the financial statements of foreign operations	6,283	-	21,006	1
Other comprehensive income for the year, net of income tax	33,014	2	55,288	3
TOTAL COMPREHENSIVE INCOME (LOSS) FOR THE YEAR	$ (105,239)	(5)	$ (36,833)	(2)
NET PROFIT (LOSS) ATTRIBUTABLE TO:
Owners of the Company	$ (153,992)	(8)	$ (92,804)	(5)
Non-controlling interests	15,739	1	683	-
	$ (138,253)	(7)	$ (92,121)	(5)
TOTAL COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO:
Owners of the Company	$ (118,144)	(6)	$ (37,088)	(2)
Non-controlling interests	12,905	1	255	-
	$ (105,239)	(5)	$ (36,833)	(2)
LOSS PER SHARE (Note 24)
Basic	$ (0.69)		$ (0.42)
Diluted	$ (0.69)		$ (0.42)

The accompanying notes are an integral part of the consolidated financial statements.

(Concluded)

LEE CHI ENTERPRISES COMPANY LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

(In Thousands of New Taiwan Dollars)

	Equity Attributable to Owners of the Company (Note 20)
	Share Capitals	Capital Surplus	Retained Earnings			Other Equity		Treasury Shares	Total	Non-controlling Interests (Note 12)	Total Equity
			Legal Reserve	Special Reserve	Unappropriated Earnings	Exchange Differences on Translation of the Financial Statements of Foreign Operations	Unrealized Gain (Loss) on Financial Assets at Fair Value through Other Comprehensive Income (Note 4)
BALANCE AT JANUARY 1, 2024	$ 2,256,850	$ 67,084	$ 389,031	$ 121,257	$ 997,258	$ (155,595)	$ 39,012	$ (20,676)	$ 3,694,221	$ 121,762	$ 3,815,983
Appropriation of 2023 earnings
Special reserve reversed	-	-	-	(4,674)	4,674	-	-	-	-	-	-
Cash dividends distributed by the Company	-	-	-	-	(44,660)	-	-	-	(44,660)	-	(44,660)
Net profit (loss) for the year ended December 31, 2024	-	-	-	-	(92,804)	-	-	-	(92,804)	683	(92,121)
Other comprehensive income (loss) for the year ended December 31, 2024, net of income tax	-	-	-	-	12,989	21,006	21,721	-	55,716	(428)	55,288
Total comprehensive income (loss) for the year ended December 31, 2024	-	-	-	-	(79,815)	21,006	21,721	-	(37,088)	255	(36,833)
Disposal of investments in equity instruments designated as at fair value through other comprehensive income	-	-	-	-	(3,921)	-	3,921	-	-	-	-
Cash dividends distributed by subsidiaries	-	-	-	-	-	-	-	-	-	(8,550)	(8,550)
BALANCE AT DECEMBER 31, 2024	2,256,850	67,084	389,031	116,583	873,536	(134,589)	64,654	(20,676)	3,612,473	113,467	3,725,940
Appropriation of 2024 earnings
Special reserve reversed	-	-	-	(46,648)	46,648	-	-	-	-	-	-
Cash dividends distributed by the Company	-	-	-	-	(44,660)	-	-	-	(44,660)	-	(44,660)
Net profit (loss) for the year ended December 31, 2025	-	-	-	-	(153,992)	-	-	-	(153,992)	15,739	(138,253)
Other comprehensive income (loss) for the year ended December 31, 2025, net of income tax	-	-	-	-	5,404	6,283	24,161	-	35,848	(2,834)	33,014
Total comprehensive income (loss) for the year ended December 31, 2025	-	-	-	-	(148,588)	6,283	24,161	-	(118,144)	12,905	(105,239)
Buy-back of ordinary shares	-	-	-	-	-	-	-	(35,108)	(35,108)	-	(35,108)
Cancellation of treasury shares	(56,850)	1,066	-	-	-	-	-	55,784	-	-	-
Disposal of subsidiaries (Notes 12 and 26)	-	-	-	-	-	-	-	-	-	(14,517)	(14,517)
Changes in non-controlling interests (Notes 12 and 25)	-	-	-	-	-	-	-	-	-	21,601	21,601
Disposal of investments in equity instruments designated as at fair value through other comprehensive income	-	-	-	-	(370)	-	370	-	-	-	-
Cash capital reduction refund from subsidiaries (Note 12)	-	-	-	-	-	-	-	-	-	(36,000)	(36,000)
BALANCE AT DECEMBER 31, 2025	$ 2,200,000	$ 68,150	$ 389,031	$ 69,935	$ 726,566	$ (128,306)	$ 89,185	$ -	$ 3,414,561	$ 97,456	$ 3,512,017

The accompanying notes are an integral part of the consolidated financial statements.

LEE CHI ENTERPRISES COMPANY LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

(In Thousands of New Taiwan Dollars)

	2025	2024
CASH FLOWS FROM OPERATING ACTIVITIES
Loss before income tax	$ (189,229)	$ (124,336)
Adjustments for:
Depreciation expenses	146,378	145,066
Amortization expenses	3,652	4,008
Expected credit loss recognized (reversed) on trade receivables	10,866	(561)
Net gain on fair value changes of financial assets designated at fair value through profit or loss	(81,443)	(11,107)
Finance costs	146	66
Interest income	(20,970)	(33,214)
Dividend income	(6,059)	(5,904)
Share of profit of associates	1,878	-
Gain (loss) on disposal of property, plant and equipment	35	(23)
Write-down of inventories	14,580	5,967
Net gain on foreign currency exchange	(8,412)	(8,388)
Gain on lease modification	-	(367)
Deferred revenue	(20,629)	(21,206)
Loss on disposal of share of subsidiaries	538	-
(Reversal) recognition of provisions	(382)	1,648
Changes in operating assets and liabilities
Notes receivable	35,994	(53,733)
Trade receivables	23,553	(139,144)
Other receivables	(10,289)	(2,710)
Inventories	77,087	104,372
Other current assets	(1,146)	(7,275)
Contract liabilities	(3,531)	11,760
Notes payable	(11,989)	5,905
Trade payables	(74,440)	148,973
Other payables	7,361	304
Provisions	(12)	(1,479)
Other current liabilities	(8,346)	5,815
Net defined benefit assets	(7,601)	(6,994)
Cash generated from operations	(122,410)	17,443
Interest received	18,119	33,013
Dividends received	6,059	5,904
Interest paid	(146)	(66)
Income tax paid	(1,678)	(4,171)
Net cash generated from (used in) operating activities	(100,056)	52,123
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of financial assets at fair value through other comprehensive income	-	(7,502)
Proceeds from sale of financial assets at fair value through other comprehensive income	1,920	14,993
		(Continued)

LEE CHI ENTERPRISES COMPANY LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024 (In Thousands of New Taiwan Dollars)

	2025	2024
Proceeds from return of capital from financial assets at fair value through other comprehensive income	3,646	1,560
Purchase of financial assets at amortized cost	-	(173,706)
Proceeds from sale of financial assets at amortized cost	21,665	74,827
Purchase of financial assets at fair value through profit or loss	(522,000)	(862,338)
Proceeds from sale of financial assets at fair value through profit or loss	631,193	528,592
Net cash outflow on acquisition of subsidiaries	(17,011)	-
Net cash inflow on disposal of subsidiaries	(8,637)	-
Payments for property, plant and equipment	(22,266)	(55,844)
Proceeds from disposal of property, plant and equipment	133	90
Decrease in refundable deposits	183	3,626
Payments for intangible assets	(539)	(106)
Increase in prepayments for equipment	(44,161)	(32,862)
Net cash generated from (used in) investing activities	44,126	(508,670)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from short-term borrowings	12,000	-
Repayments of short-term borrowings	(18,000)	-
Proceeds from guarantee deposits received	1,000	-
Refund of guarantee deposits received	-	(45)
Repayments of the principal portion of lease liabilities	(856)	(723)
Dividends paid to owners of the Company	(44,660)	(44,660)
Dividends paid to reduction refund from non-controlling interests	(36,000)	-
Payments for transaction costs attributable to the buy-back of ordinary shares	(35,108)	-
Dividends paid to non-controlling interests	-	(8,550)
Net cash used in financing activities	(121,624)	(53,978)
EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE OF CASH HELD IN FOREIGN CURRENCIES	12,021	(3,564)
NET DECREASE IN CASH AND CASH EQUIVALENTS	(165,533)	(514,089)
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR	807,220	1,321,309
CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR	$ 641,687	$ 807,220

The accompanying notes are an integral part of the consolidated financial statements. (Concluded)

Lee Chi Enterprises Co., Ltd. 2026 Annual General Meeting

List of Director (including Independent Director) Candidates

No.	1	2
Candidate Type	Director	Director
Name	Lin, Yu-Hsin	Lin, Yi-Hsien
Education	Carnegie Mellon University Electrical and computer engineering Master in electronic engineering	Department of Accounting, National Taiwan University
Experiences	1. Chairman of Lee Chi Enterprises Co., Ltd.
2. Independent Director of Keelgoal Energy Co., Ltd	President / Director of Lee Chi Enterprises Co., Ltd.
Current Positions	1. Chairman of Lee Chi Enterprises Co., Ltd.
2. Independent Director o Keelgoal Energy Co., Ltd	President / Director of Lee Chi Enterprises Co., Ltd.
Shares held during share transfer suspension period	13,345,760	9,190,036
No.	3
---	---
Candidate Type	Director
Name	Ma, Hui-Chen
Education	Department of Accounting, National Taiwan University
Experiences	1. Chief Operating Officer of Eternal On CPAs.
2. Independent Director of Lee Chi Enterprises Co., Ltd.
Current Positions	1. Chief Operating Officer of Eternal On CPAs.
2. Independent Director of Lee Chi Enterprises Co., Ltd.
Shares held during share transfer suspension period	0

No.	4	5
Candidate Type	Independent Director	Independent Director
Name	Chen, Jin-Hwa	Chen, Chun-Mao
Education	Feng Chia University Master of Business Administration	1. B.S. in Mechanical Engineering, National Cheng Kung University
2. Master of Laws, Soochow University
3. EMBA, School of Management Development, Feng Chia University
Experiences	1. Independent Director of Tan De Tech Co., Ltd.
2. Independent Director of Neith Corporation
3. Independent Director of Amulaire Thermal Technology, Inc.	1. Managing Partner of Chang Yao International Law Firm
2. Independent Director of YC Innotech Co., Ltd
3. Director of Chan Chun Textile Co., Ltd.
Current Positions	1. Independent Director of Tan De Tech Co., Ltd.
2. Independent Director of Neith Corporation
3. Independent Director of Amulaire Thermal Technology, Inc.	1. Managing Partner of Chang Yao International Law Firm
2. Independent Director of YC Innotech Co., Ltd.
3. Director of Chan Chun Textile Co., Ltd.
Shares held during share transfer suspension period	0	0

No.	6	7
Candidate Type	Independent Director	Independent Director
Name	Wang, Ting-Hung	Tsai, Chia-Chien
Education	Department of Laws
National Taiwan University	National Chengchi University Master in Accounting,
Experiences	1. Attorney, Tsung Fa Law Firm
2. Independent Director, Sunplus Innovation Technology Inc.
3. Independent Director, Radiant Innovation Inc.	CPA of Dong Xin CPAs & Co.
Current Positions	1. Attorney, Tsung Fa Law Firm
2. Independent Director, Sunplus Innovation Technology Inc.
3. Independent Director, Radiant Innovation Inc.	CPA of Dong Xin CPAs & Co.
Shares held during share transfer suspension period	0	0

Lee Chi Enterprises Co., Ltd.
Articles of Incorporation

Chapter I General Provisions

Article 1: The Company is organized in accordance with the Company Act in the name, Lee Chi Enterprises Co., Ltd.

Article 2: The business to be operated by the Company is as follows:

(I) Manufacturing, processing and trading of parts for automobiles, motorcycles and bicycles.
(II) Manufacturing, processing, and trading of general machinery.
(III) Surface treatment, manufacturing, processing and trading of metal products such as blasting and grinding (sandblasting treatment), surface polishing, electroplating, electrophoresis, anodizing, chemical conversion coating, anti-rust treatment, gloss finishing and surface coating, baking varnish, etc.
(IV) JZ99050 Agency services.
(V) F105010 Wholesale of furniture.
(VI) F106010 Wholesale of hardware.
(VII) F106030 Wholesale of molds.
(VIII) F107010 Wholesale of paints, coating and varnishes.
(IX) F107100 Wholesale of chemical materials.
(X) F107140 Wholesale of raw plastic material.
(XI) F107170 Wholesale of industrial catalyst.
(XII) F109010 Wholesale of books.
(XIII) F109020 Wholesale of stationery.
(XIV) F112040 Wholesale of petrochemical fuel products.
(XV) F113010 Wholesale of machinery.
(XVI) F113050 Wholesale of computers and clerical machinery equipment.
(XVII) F113070 Wholesale of telecom instruments.
(XVIII) F118010 Wholesale of computer software.
(XIX) ZZ99999 All business items that are not prohibited or restricted by law, except those that are subject to special approval.

Article 3: The headquarters of the Company is located in Changhua County, Taiwan. The

Company may establish branches or subsidiaries in Taiwan or overseas as the Company may require upon resolution by the board of directors.

Article 4: Public announcements of the Company shall be made according to Article 28 of the Company Act.

Article 5: The Company's investment in other businesses is not restricted by the total investment amount value as stipulated in the Company Act. However, for long-term equity investment, approval of the board of directors is required.

Chapter II Shares

Article 6: The registered capital of the Company is NT$3,000,000,000, divided into 300,000,000 shares. The board of directors is authorized to issue the shares in installment.

Article 7: The Company's shares shall be in registered form, and shall bear the signatures or personal seals of a director representing the Company, and be issued upon certification in accordance with the law. The Company may issue shares without certificates, and such shares shall be registered with a central securities depository.

Article 8: The Company's shares shall be handled in accordance with the "Regulations Governing the Administration of Shareholder Service of Public Companies" prescribed by the competent authority except where otherwise provided by law, regulation, or guideline.

Article 9: No registration of transfer of shares shall be made within 60 days prior to an annual shareholder meeting, nor within 30 days prior to a special (extraordinary) shareholder meeting, nor within 5 days prior to the day on which dividend, bonus or other benefits is scheduled to be paid by the Company.

Chapter III Shareholder Meetings

Article 10: A shareholders' meeting may be recognized as an annual and extraordinary general meeting. An annual general meeting shall be called once a year within six months after the closing of each fiscal year. An extraordinary general meeting may be called when necessary, and a notice shall be given in advance of the scheduled meeting date.

The Company may convene shareholders' meetings by means of video conferencing or other methods as announced by the competent authority. If video conferencing is adopted, the relevant requirements, operational procedures,

and other compliance matters shall be handled in accordance with applicable regulations. Where the securities competent authority has separate provisions, such provisions shall prevail.

Article 11: A shareholder may appoint a proxy to attend a shareholders’ meeting in his/her/its behalf by executing a power of attorney stating therein the scope of power authorized to the proxy. With the exception of a trust enterprise or a shareholder services agent approved by the competent authority in charge of securities affairs, when a person is concurrently appointed as a proxy by two or more shareholders, the voting rights represented by the proxy may not exceed three percent of the voting rights represented by the total number of issued shares. If the aforesaid percentage is exceeded, the voting rights in excess of the aforesaid percentage shall not be included in the calculation.

Article 12: Unless otherwise provided by applicable laws and regulations, each share of the Company held by shareholders is entitled to one voting right.

Article 13: Resolutions at a shareholders’ meeting shall, unless otherwise provided for in the Company Act, be adopted by a majority vote of the shareholders present, who represent more than one-half of the total number of voting shares.

Article 14: 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 chairperson of the meeting. The minutes of the meeting, the attendance list bearing the signatures of shareholders present at the meeting and the powers of attorney of the proxies shall be kept by the Company, in accordance with Article 183 of the Company Act.

Chapter IV Directors and Audit Committee

Article 15: The board of directors of the Company shall have 5 to 9 directors, including at least 3 independent directors, where the number shall not be less than one-third of the total number of directors. The term of office shall be three years, and re-election shall be permissible. A candidate’s nomination system shall be adopted for the election of the directors in accordance with Article 192-1 of the Company Act, and the shareholders shall elect the directors from among the nominees listed.

The restrictions on reappointment, professional qualifications, restrictions on shareholding and concurrent positions held, and other related matters, shall comply with the applicable laws and regulations prescribed by

the competent authority.

Article 16: The directors shall form the board of directors, and the board shall elect a chairman from among the directors by a majority vote at a meeting attended by over two-thirds of the directors. The chairman of the board shall externally represent the Company.

Article 17: In case the chairman is on leave or unable to exercise his power and authority for any cause, his representative shall be appointed pursuant to Article 208 of the Company Act.

Article 18: The board of directors is authorized to determine the compensations for all directors based on the degree of their participation in and contribution to the operations of the Company, and referred at a rate not exceeding the general practices in the industry. The board of directors may claim transportation expenses based on actual expenditure. The board of directors shall, in accordance with Articles 23, distribute remuneration in the event of profits.

Article 19: The duties of the board of directors are as follows: The Company's business policy and other material issues shall be determined by the board of directors. In the event of an emergency or as requested by a majority of the directors, the meeting may be convened by the chairman. If a director is unable to attend the board meeting in person, he or she may appoint another director as his or her representative. Unless otherwise provided for in the Company Act and the Articles of Incorporation, resolutions of the board of directors shall be adopted by a majority of the directors at a meeting attended by a majority of the directors. The minutes of the meeting shall be affixed with the signature or seal of the chairperson of the meeting and shall be kept by the Company. In case a meeting of the board of directors is proceeded via visual communication network, then the directors taking part in such a visual communication meeting shall be deemed to have attended the meeting in person.

Article 19-1: The Company may purchase liability insurances for its directors to lower the risk of lawsuits filed by shareholders or other stakeholders as a result of performing their duties in accordance with the laws and regulations.

Article 19-2: In calling a meeting of the board of directors, a notice shall set forth therein the subject(s) to be discussed at the meeting, and be given to each director no later than seven days prior to the scheduled meeting date. In the case of emergency, a meeting of the board of directors may be convened at any time. The notices mentioned in the preceding paragraph may be served in writing, or by fax or email.

Chapter V Managers and Other Employees

Article 20: The Company may have one or more managerial personnel to conduct all the business of the Company in accordance with the policies set forth in the resolutions of the board of directors. Appointment and discharge and the remuneration of the managerial personnel shall be decided in accordance with the Company Act.

Article 21: The appointment and removal of the Company’s president, vice president and senior manager (include) and above shall be decided by the board of directors. The appointment and removal of other employees shall be decided by the president and submitted to the chairman for approval.

Chapter VI: Accounting

Article 22: After the close of each fiscal year, the board of directors shall submit the business report, financial statements, and proposal for earnings distribution or appropriation for deficits to the general meeting of shareholders for its ratification.

Article 23: If the Company has gained profits within a fiscal year, 2% to 10% of the profits shall be reserved as the employees’ compensation. Of the total amount allocated for employees’ compensation, no less than 30% shall be reserved for distribution to grassroots employees. The board of directors shall decide whether to distribute in the form of shares or in cash. The compensation applies to employees of parents or subsidiaries of the Company meeting certain specific requirements.

The Company may, upon resolution by the board of directors, reserve not more than 2% of the above profit as directors’ compensation.

Proposals for the distribution of employees’ compensation and directors’ remuneration shall be submitted to the shareholders’ meeting. In case of accumulated loss, the Company shall reserve a specific amount to make up for losses before distributing employees and directors compensation according to aforementioned ratios.

Article 23-1: If earnings are found after closing the fiscal year, the Company shall first pay income taxes and make up for any accumulated losses and then report 10% as statutory surplus reserve. However, when the statutory surplus reserve has reached the level of paid-in capital of the Company, the Company no longer has

to report such reserve, and the rest could be reported or reversed into special surplus reserve. If undistributed earnings is still exist, it will be combined with accumulated undistributed earnings and the board will propose an earnings distribution motion and ask the shareholders meeting to resolve the shareholders dividend proposal. The Company's dividend policy shall be in line with its current and future development plan, taking into consideration the investment environment, capital requirements, domestic and overseas competition, and the interests of shareholders. Distributable earnings may be distributed as dividend and bonus per year, in the form of cash or shares, and the cash dividend shall not be less than 10% of total dividend. However, stock dividend shall be distributed instead if cash dividend is less than NT$0.50 per share. However, the type and ratio of earnings distribution shall be adjusted based on the resolution adopted at the shareholders' meeting according to the actual profit and capital status of the Company for the current year.

Chapter VII Additional Provisions

Article 24: Matters not covered in the Articles of Incorporation shall be handled in accordance with the provisions of the Company Act and other relevant laws and regulations.

Article 25: These Articles of Incorporation were formulated on April 10, 1973.

The 1st amendment was made on May 5, 1973,

the 2nd amendment on January 20, 1976,

the 3rd amendment on June 6, 1979,

the 4th amendment on July 10, 1981,

the 5th amendment on November 6, 1983,

the 6th amendment on December 15, 1985,

the 7th amendment on February 17, 1986,

the 8th amendment on November 18, 1989,

the 9th amendment on April 9, 1990,

the 10th amendment on October 28, 1990,

the 11th amendment on May 19, 1992,

the 12th amendment on December 30, 1992,

the 13th amendment on July 31, 1993,

the 14th amendment on June 20, 1994,

the 15th amendment on April 29, 1995,

the 16th amendment on June 18, 1996,
the 17th amendment on June 16, 1997,
the 18th amendment on May 14, 1998,
the 19th amendment on June 3, 1999,
the 20th amendment on May 26, 2000,
the 21st amendment on June 26, 2002,
the 22nd amendment on June 29, 2005,
the 23rd amendment on June 23, 2006,
the 24th amendment on June 22, 2009,
the 25th amendment on June 28, 2011,
the 26th amendment on June 19, 2014,
the 27th amendment on June 21, 2016,
the 28th amendment on June 12, 2017,
and the 29th amendment on June 26, 2025.

Lee Chi Enterprises Co., Ltd.

Chairman: Lin, Yu-Hsin

Lee Chi Enterprises Co., Ltd.
Rules of Procedure for Shareholder Meetings

Article 1: Unless otherwise required by the law, the shareholders’ meeting shall be conducted in accordance with the Rules.

Article 2: Shareholders (or proxies) shall attend shareholders meetings by wearing their attendance cards or handing in their sign-in cards.

Article 3: 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 sign-in cards handed in plus the number of shares whose voting rights are exercised electronically.

Article 4: Shareholders meeting shall be chaired by the chairman of the board of directors except as otherwise provided in the Company Act. 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 directors to act as chair. Where the chairman does not make such a designation, the directors shall select from among themselves one person to serve as chair.

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.

Article 5: This Company may appoint its attorneys, certified public accountants, or related persons to attend a shareholders meeting in a non-voting capacity. Staff handling administrative affairs of a shareholders meeting shall wear identification cards or arm bands.

Article 6: The entire proceedings of a shareholder meeting shall be recorded on audio or video tape, and the recordings shall be preserved for at one year.

Article 7: The chair shall call the meeting to order at the appointed meeting time. However, when the attending shareholders (or proxy) 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.

Article 8: 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, a new chair may be elected by agreement of a majority of the votes represented by the attending shareholders, and then continue the meeting.

After the meeting is adjourned, the shareholders shall not elect another chairperson to resume such meeting at the same location or seek an alternative venue.

Article 9: (Delete).

Article 10: Before speaking, an attending shareholder (or proxy) 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. An attending shareholder (or proxy) who submits a slip of paper but does not speak at the meeting is deemed to have not spoken. In the event of any inconsistency between the contents of shareholder’s speech and those recorded on the slip, the contents of shareholder’s speech shall prevail. When an attending shareholder is speaking at the meeting, no other shareholder shall interrupt the speaking shareholder unless otherwise permitted by the chairperson and such speaking shareholder; the chairperson shall stop any such violations.

Article 11: Unless otherwise permitted by the chairperson, a shareholder (or proxy) may only speak, up to two times, on a single proposal, each time no more than five minutes in length. The chairman may stop the speech of any shareholder that is in violation of the preceding paragraph or exceeds the scope of the proposal.

Article 12: In the event that a juristic person is entrusted to participate in a shareholder meeting, that juristic person may appoint only one representative to participate in the meeting. If a shareholder who is a juristic person appoints two or more representatives to

attend the meeting, only one representative may speak on any given proposal.

Article 13: After an attending shareholder has spoken, the chair may respond in person or direct relevant personnel to respond.

Article 14: When the chair is of the opinion that a matter has been sufficiently discussed to a degree of putting to a vote, the chair may announce the discussion closed and bring the matter to vote.

Article 15: 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. The voting results shall be announced at the meeting and recorded in writing.

Article 16: During the process of the meeting, the chairperson may announce a recess at an appropriate time.

Article 17: Except as otherwise provided under the Company Act or the Company’s Articles of Incorporation, a resolution shall be adopted with the approval of more than one-half of the votes of the shareholders (or proxy). If, in the course of the vote, no objections are made by the shareholders present after inquiry by the chairperson, such proposal is deemed to be adopted with the same effect as if it had been adopted through a voting process.

Article 18: When there is an amendment or an alternative to a proposal, the chair shall decide the order in which they will be put to a vote. When one among them is duly resolved, other issue(s) is (are) deemed to have been vetoed and no voting process is required.

Article 19: The chair may direct patrol personnel (or security personnel) to assist in maintaining the order of the meeting. When proctors (or security personnel) help maintain order at the meeting place, they shall wear an identification card or armband.

Article 20: Matters not covered in the Articles of Incorporation shall be handled in accordance with the Company Act and other relevant laws and regulations.

Article 21: These Rules and any amendments hereof shall be put into enforcement after being resolved at the shareholder meeting.

Lee Chi Enterprises Co., Ltd.
Rules for Election of Directors

Article 1: The election of the Directors of Lee Chi Enterprises Co., Ltd. (the “Company”) shall comply with the Rules for Election of Directors (the “Rules”)

Article 2: The cumulative voting method shall be used for election of the directors at this Company. Attendance card numbers printed on the ballots may be used instead of recording the names of voting shareholders. 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. The board of directors shall prepare ballots in number equal to the directors to be elected and distribute them to shareholders present at the shareholders’ meeting.

Article 3: Elections of directors at this Company shall be conducted in accordance with the candidate nomination system and procedures set out in Article 192-1 of the Company Act. The election of independent directors and non-independent directors shall be held together; provided, however, that the number of independent directors and non-independent directors elected shall be calculated separately. Those receiving ballots representing the highest numbers of voting rights will be elected directors or independent directors 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 4: At the beginning of the election, the chair shall appoint several persons each to check and record the ballots.

Article 4-1: The ballot boxes for the election of directors and supervisors shall be prepared by the board of directors and publicly checked by the vote monitoring personnel before voting commences.

Article 5: Election ballots shall be issued by the board of directors, numbered according to the attendance card number and noted with the number of votes.

Article 6: If the candidate is a shareholder of this Company, voters shall fill in the "candidate" column the candidate’s name and shareholder’s number. If the candidate is not a shareholder of this Company, voters shall fill in the "candidate" column the candidate’s name and ID number. If the candidate is a government agency or a legal entity, voters shall fill in the "candidate" column the name of the government agency

or the legal entity, and may also fill in the name of the government agency or the legal entity and the name of their representative; should the government agency or the legal entity have multiple representatives, the names of their representatives shall be filled in respectively.

Article 7: A ballot shall be deemed void under the following conditions:

(I) The ballot was not prepared as specified in these Rules.
(II) A blank ballot is placed in the ballot box.
(III) The writing is unclear and indecipherable or has been altered.
(IV) When the candidate is a shareholder of the Company, the name or shareholder’s number of the candidate filled in the ballot is inconsistent with the shareholders’ register. When the candidate is not a shareholder of this Company, the name or ID number of the candidate filled in the ballot is incorrect.
(V) Other words or marks are entered in addition to the name and shareholder’s number or ID number of the candidate.
(VI) When the name of the candidates filled in the ballots is the same as another candidate’s name, the respective shareholder’s numbers (ID numbers) are not indicated to distinguish them
(VII) Two or more candidates are entered in the same ballot.

Article 8: The voting rights shall be calculated on site immediately after the end of the poll, and the results of the calculation shall be announced by the chair on the site.

Article 9: This Company shall issue notifications to each of the elected directors.

Article 10: Matters not stipulated in these Rules shall be handled in accordance with the Company Act and relevant laws and regulations.

Article 11: These rules and any revision thereof shall become effective after approval at the shareholders’ meeting

Lee Chi Enterprises Co., Ltd.

Shareholding of Directors and Independent Directors

I. Details of minimum required combined shareholding of all directors and supervisors by laws, and shareholdings as per the shareholders register:

April 27, 2026

Title	Required shareholding	Number of shares registered on the shareholder register (exclude independent directors)
Director	12,000,000 shares	23,983,258 shares

Description: As the Company has set up an Audit Committee, the provisions on the shareholding of supervisors shall not apply.

II. Details of shareholding of directors and independent directors

April 27, 2026

Title	Name	Number of shares registered on the shareholder register
Director	Lin, Yu-Hsin	13,345,760 shares
Director	Lin, Yi-Hsien	9,190,036 shares
Director	Ko Fu Investment Co., Ltd.
Representative: Chu, Ming-Yang
Representative: Lee,Yu-Cheng	1,407,000 shares
Independent Director	Chen, Yung-Hsueh	40,462 shares
Independent Director	Chen, Kuei-Tuan	0 share
Independent Director	Ma, Hui-Chen	0 share

Share transfer suspension period: From April 27, 2026 to June 25, 2026.

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Lee Chi — Proxy Solicitation & Information Statement 2026

51843_rns_2026-05-25_5c1435e4-8cbb-4bcc-a018-634cb6722288.pdf

Table of Contents

Table of Contents

Report Items

Ratification Items

Election Items

Other Items

(II) 2025 Budget Execution Status:

(III) Financial Position and Profitability Analysis:

(IV) Research and Development Status:

Lee Chi Enterprises Co., Ltd.

Audit Committee’s Review Report

Implementation Status of Treasury Shares

INDEPENDENT AUDITORS' REPORT

Opinion

Basis for Opinion

Key Audit Matters

Revenue Recognition

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

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

LEE CHI ENTERPRISES COMPANY LTD.

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

LEE CHI ENTERPRISES COMPANY LTD.

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

DECLARATION OF CONSOLIDATION OF FINANCIAL STATEMENTS OF AFFILIATES

INDEPENDENT AUDITORS' REPORT

Opinion

Basis for Opinion

Key Audit Matters

Revenue Recognition

Other Matter

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

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

Notice to Readers

LEE CHI ENTERPRISES COMPANY LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

LEE CHI ENTERPRISES COMPANY LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

LEE CHI ENTERPRISES COMPANY LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024 (In Thousands of New Taiwan Dollars)

Lee Chi Enterprises Co., Ltd. 2026 Annual General Meeting

List of Director (including Independent Director) Candidates

Chapter II Shares

Chapter III Shareholder Meetings

Chapter IV Directors and Audit Committee

Chapter VII Additional Provisions

Lee Chi Enterprises Co., Ltd.

Shareholding of Directors and Independent Directors

More from Lee Chi

Lee Chi Proxy Solicitation & Information Statement 2026