Stock Code: 3058
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Leader Electronics Inc.

Handbook for the 2026 Annual Meeting of Shareholders

MEETING TIME
Jun 23, 2026

PLACE
7F., No. 138, Ln. 235, Baoqiao Rd., Xindian Dist., New Taipei City 23145, Taiwan R.O.C.

MEETING FORMAT
Physical Shareholders' Meeting

Notice to readers:
This is a translation of the agenda for the 2026 Annual General Shareholders’ Meeting of Leader Electronics Inc. The translation is for reference only. If there is any discrepancy between the English version and Chinese version, the Chinese version shall prevail.

I. Meeting Procedures ... 1
II. Agenda of the Meeting ... 2
III. Reports on Company Affairs ... 3
IV. Proposed Resolutions ... 6
V. Discussions ... 7
VI. Election ... 18
VII. Other Motions ... 18
VIII. Questions and Motions ... 19

Attachments

I. Business Report for 2025 ... 20
II. Implementation Status of the 2023 Cash Injection for Business Enhancement Plan ... 25
III. Financial Statements for 2025 ... 26
IV. Loss Make-up Statement for 2025 ... 42
V. List of Candidates for Directors and Independent Directors ... 43
VI. Information on Concurrent Positions Held in Other Companies by Newly Elected Directors and Independent Directors ... 44

Appendixes

I. Article of Incorporation ... 45
II. Procedures for Loaning of Funds to Others (Before Amendment) ... 54
III. Procedures for Making of Endorsements/Guarantees (Before Amendment) ... 59
IV. Procedures for Acquisition or Disposal of Assets (Before Amendment) ... 64
V. Procedural Rules of General Meetings ... 80
VI. Procedures for Election of Directors ... 88
VII. Shareholdings by Directors ... 90

Annual General Meeting for 2026 of Leader Electronics Inc.

Meeting Procedures

I. Number of shares held by the shareholders attending the meeting
II. Call to Order
III. Chairperson’s Address
IV. Reports on Company Affairs
V. Proposed Resolutions
VI. Discussions
VII. Election
VIII. Other Motions
IX. Questions and Motions
X. Adjournment

Agenda of the Annual General Meeting of 2026 for Leader Electronics Inc.

Time: 9 a.m. on June 23, 2026, Republic of China.

Location: 7F., No. 138, Ln. 235, Baoqiao Rd., Xindian Dist., New Taipei City, Taiwan (R.O.C.)

Type of Meeting: Physical Shareholders' Meeting

I. Number of shares held by the shareholders attending the meeting
II. Call to Order
III. Chairperson's Address
IV. Reports on Company Affairs:
(I) Business Report for 2025
(II) Review of the report on final accounts for 2025 by the Audit Committee
(III) The Status of Cash Injection

V. Proposed Resolutions:
(I) The Business Report and Financial Statements for 2025
(II) Loss Make-up Proposals for 2025

VI. Discussions:
(I) Proposal for the amendment to the Company's "Procedures for Loaning of Funds to Others"
(II) Proposal for the amendment to the Company's "Procedures for Making of Endorsements/Guarantees"
(III) Proposal for the amendment to the Company's "Procedures for Acquisition or Disposal of Assets"

VII. Election:
(I) Proposal for the re-election of the Company's directors

VIII. Other Motions:
(I) Proposal to release the newly elected directors and their representatives from non-competition restrictions

IX. Questions and Motions
X. Adjournment

Reports on Company Affairs

No.1 Report

Brief: Business Report for 2025.

Explanation: Please refer to Attachment I of this Handbook for the Company's Business Report of 2025.

No.2 Report

Brief: Review of the report on final accounts for 2025 by the Audit Committee.

Review Report from the Audit Committee

The Board of Directors has prepared the Business Report, Financial Statements, Loss Make-up Proposals, etc. of the Company for the year of 2025; the Financial Statements have been audited by two certified public accountants from KPMG in Taiwan, i.e. CPA Stanley Wu and Charlotte Chao, who have issued an Auditor’s Report.

The Business Report, Financial Statements, Distribution of Profits Proposals described above are determined as qualified after review by the Audit Committee. Reports have been submitted in accordance with the provisions of Article 14-4 of the Securities and Exchange Act and Article 219 of the Taiwan’s Company Act.

It’s submitted for review.

Best Regards,

Annual General Meeting for 2026 of Leader Electronics Inc.

Convener of the meeting of the Audit committee: Jim Cherng

March 27, 2026

No.3 Report

Brief: The Status of Cash Injection

Descriptions:
I. According to the Financial Supervisory Commission's letter No. 1120365651 issued on January 17, 2024, regarding requirement seven, the execution status of the fiscal year 2023 cash increase and sound business operation plan will be reported to the Board of Directors on a quarterly basis for control, and also reported to the shareholders' meeting.
II. Please refer to Attachment II for details on the implementation status of the 2023 cash capital increase and the plan to strengthen business operations.

Proposed Resolutions

Proposal No.1: Proposed by the Board of Directors

Brief: The Business Report and Financial Statements for 2025 submitted for approval.

Explanation:
I. The Company's 2025 Business Report and Financial Statements (including parent company only financial statements and consolidated financial statements) have been reviewed by the Audit Committee and approved by the resolution of the Board of Directors. The financial statements have been audited by CPAs Stanley Wu and Charlotte Chao of KPMG in Taiwan, who have issued an independent auditors' report thereon.
II. Please refer to Attachment I and III for the aforementioned Business Report, Independent Auditors' Report, and Financial Statements.
III. Submitted for ratification.

Resolution:

Proposal No.2: Proposed by the Board of Directors

Brief: Loss Make-up Proposals for 2025 submitted for approval.

Explanation:
I. Loss Make-up Proposals for the fiscal year 2025 has been approved by the Audit Committee and passed by the Board of Directors. See Attachment IV for Loss Make-up Proposals of the Company for 2025.
II. Submitted for ratification.

Resolution:

Discussions

Proposal No.1: Proposed by the Board of Directors

Brief: Proposal for the amendment to the Company’s “Procedures for Loaning of Funds to Others”, submitted for discussion.

Explanation: I. The proposed amendment is based on the suggestions from the special audit by PwC Taiwan and the recommendations from the Financial Supervisory Commission (FSC).

II. The comparison table for the amendments to the original provisions is as follows:

Article	Amended Version	Article
Article 4	Limits on Loaning of Funds:
1. Aggregate Limits on Loaning of Funds:
(1) The aggregate amount of funds loaned by the Company to others shall not exceed 40% of the Company’s net worth.
(a) For companies or businesses having business dealings with the Company, the aggregate loan amount shall not exceed the lower of the total amount of business dealings or 40% of the Company’s net worth.
(b) For companies or businesses with a need for short-term financing, the aggregate loan amount shall not exceed 40% of the Company’s net worth.
(2) The aggregate limits on funds loaned by the Company and its subsidiaries to others shall not exceed 200% of the Company’s net worth.
2. Limits on Loaning of Funds to Individual Entities:
(1) The amount of funds loaned by the Company to a single entity shall not exceed 40% of the Company’s net worth.
(2) For a single company or business having business dealings with the Company, the individual loan amount shall be limited to the lower of the following:
(a) The amount of business dealings between the two parties. The	Article 4	Limits on Loaning of Funds:
1. Aggregate Limits on Loaning of Funds:
(1) The aggregate amount of funds loaned by the Company to others shall not exceed 40% of the Company’s net worth.
(2) The aggregate limits on funds loaned by the Company and its subsidiaries to others shall not exceed 200% of the Company’s net worth.
2. Limits on Loaning of Funds to Individual Entities:
(1) The amount of funds loaned by the Company to a single entity shall not exceed 40% of the Company’s net worth.
(2) For a single company or business having business dealings with the Company, the individual loan amount shall be limited to the lower of the following:
(a) The amount of business dealings between the two parties. The	Amended in accordance with the suggestions from the special audit by PwC Taiwan.

Article	Amended Version	Article
	"amount of business dealings" refers to the higher of the purchase or sales amount between the two parties, and the calculation period shall be limited to the most recent year.
(b) 40% of the Company's net worth.
(3) For companies or businesses with a need for short-term financing, the individual loan amount shall not exceed 40% of the Company's net worth.		"amount of business dealings" refers to the higher of the purchase or sales amount between the two parties.

(b) 40% of the Company's net worth.
(3) For companies or businesses with a need for short-term financing, the individual loan amount shall not exceed 40% of the Company's net worth. | |
| Article 7 | Procedures for Handling and Review of Loaning of Funds:
1. to 8. (Omitted)
9. Other Matters
For the loaning of funds between the Company and its subsidiaries, the Board of Directors may resolve to authorize the Chairman to provide loans to the same recipient in installments or as a revolving credit line within a specific limit and for a period not exceeding one year.
Regarding the aforementioned "specific limit," except for domestic or foreign subsidiaries in which the Company directly or indirectly holds 100% of the voting rights, the authorized limit for loaning to a single individual entity shall not exceed 10% of the Company's net worth as stated in its most recent financial statements. | Article 7 | Procedures for Handling and Review of Loaning of Funds:
1. to 8. (Omitted)
9. Other Matters
For the loaning of funds between the Company and its subsidiaries, the Board of Directors may resolve to authorize the Chairman to provide loans to the same recipient in installments or as a revolving credit line within a specific limit and for a period not exceeding one year.
Regarding this specific limit, if the recipient is not a subsidiary in which the Company directly or indirectly holds 100% of the voting shares, the authorized limit shall not exceed 10% of the Company's net worth. | Amended in accordance with the suggestions from the special audit by PwC Taiwan and the recommendations from the Financial Supervisory Commission (FSC). |
| Article 10 | Penalties:
In the event that the Company's managers and personnel in charge violate these Procedures, resulting in damage to the Company's rights and interests, such individuals shall be penalized according to the severity of the violation in accordance with the Company's personnel and administrative regulations.
Furthermore, the matter shall be handled in accordance with the "Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees by | Article 10 | Penalties:
In the event that the Company's managers and personnel in charge violate these Procedures, resulting in damage to the Company's rights and interests, such individuals shall be penalized according to the severity of the violation in accordance with the Company's personnel and administrative regulations. | Amended in accordance with the suggestions from the special audit by PwC Taiwan. |

Article	Amended Version	Article
	Public Companies.”
Article 15	Revision History:
These Procedures were established on February 25, 2000.
The 1st amendment was made on April 23, 2001.
(The following amendments omitted for brevity...)
The 10th amendment was made on June 7, 2016.
The 11th amendment was made on June 18, 2019.
The 12th amendment was made on June 24, 2020.
The 13th amendment was made on June 24, 2022.
The 14th amendment was made on June 23, 2026.	Article 15	Revision History:
These Procedures were established on February 25, 2000.
The 1st amendment was made on April 23, 2001.
(The following amendments omitted for brevity...)
The 10th amendment was made on June 7, 2016.
The 11th amendment was made on June 18, 2019.
The 12th amendment was made on June 24, 2020.
The 13th amendment was made on June 24, 2022.	Amendment date added.

Resolution:

Proposal No.2: Proposed by the Board of Directors

Brief: Proposal for the amendment to the Company's "Procedures for Making of Endorsements/Guarantees", submitted for discussion.

Explanation: I. The proposed amendment is based on the suggestions from the special audit by PwC Taiwan.

II. The comparison table for the amendments to the original provisions is as follows:

Article	Amended Version	Article	Original Version	Basis and Reason for Amendment
Article 3	Entities to whom the Company may provide Endorsements/Guarantees: The Company may provide endorsements/guarantees to the following entities:
1. Companies with which the Company has business dealings.
2. Companies in which the Company directly and indirectly holds more than 50% of the voting shares.
3. Companies that directly and indirectly hold more than 50% of the voting shares in the Company.
Where the Company provides endorsements/guarantees to an invested company based on the shareholding ratio of all capital-contributing shareholders due to a joint investment relationship, this restriction shall not apply.
Furthermore, endorsements/guarantees may be provided between subsidiaries in which the Company directly or indirectly holds 90% or more of the voting shares.	Article 3	Entities to whom the Company may provide Endorsements/Guarantees: The Company may provide endorsements/guarantees to the following entities:
1. Companies with which the Company has business dealings.
2. Companies in which the Company directly and indirectly holds more than 50% of the voting shares.
3. Companies that directly and indirectly hold more than 50% of the voting shares in the Company.
Where the Company provides endorsements/guarantees to an invested company based on its shareholding ratio due to a joint investment relationship, this restriction shall not apply.
Furthermore, endorsements/guarantees may be provided between subsidiaries in which the Company directly or indirectly holds 90% or more of the voting shares.	Amended in accordance with the suggestions from the special audit by PwC Taiwan.
Article 5	Procedures for Handling Endorsements/Guarantees: 1. When providing or canceling an endorsement/guarantee, the relevant department shall submit an internal proposal stating the name of the entity, the guaranteed matters, the amount, and the conditions and date for releasing the endorsement/guarantee responsibility. This proposal shall be submitted to the finance unit for review in accordance with these	Article 5	Procedures for Handling Endorsements/Guarantees: 1. When providing or canceling an endorsement/guarantee, the relevant department shall submit an internal proposal stating the name of the entity, the guaranteed matters, the amount, and the conditions and date for releasing the endorsement/guarantee responsibility. This proposal shall be submitted to the finance unit for review in accordance with these	Amended in accordance with the suggestions from the special audit by PwC Taiwan.

Article	Amended Version	Article
	Procedures and then presented to the Chairman for final approval.
2. The finance unit shall establish a memorandum book for endorsement/guarantee matters, recording in detail the recipient, amount, date of approval by the Board of Directors or the Chairman, the date of the endorsement/guarantee, and the matters carefully evaluated in accordance with Article 6.
3. In the event that an entity to whom an endorsement/guarantee was provided no longer meets the requirements or the amount exceeds the limit due to a change in circumstances, the Company shall establish an improvement plan, submit said plan to the Audit Committee, and complete the improvement according to the plan’s schedule.		Procedures and then presented to the Chairman for final approval.
2. The finance unit shall establish a memorandum book for endorsement/guarantee matters, recording in detail the recipient, amount, date of approval by the Board of Directors or the Chairman, and the matters carefully evaluated in accordance with Article 6.
3. In the event that an entity to whom an endorsement/guarantee was provided no longer meets the requirements or the amount exceeds the limit due to a change in circumstances, the Company shall establish an improvement plan, submit said plan to the Audit Committee, and complete the improvement according to the plan’s schedule.
Article 9	Article 9Decision-making and Authorization Levels
1. to 3. (Omitted)
4. When the Company makes endorsements/guarantees, the opinions of each independent director shall be fully considered, and their clear opinions of agreement or opposition and the reasons for opposition shall be recorded in the minutes of the Board of Directors meeting.
5. When providing a guarantee for a foreign company, the letter of guarantee issued by the Company shall be signed by a person authorized by the Board of Directors.
Article 10: Procedures for Public Announcement and Filing	Article 9	Decision-making and Authorization Levels
1. to 3. (Omitted)
4. When the Company makes endorsements/guarantees, the opinions of each independent director shall be fully considered, and their clear opinions of agreement or opposition and the reasons for opposition shall be recorded in the minutes of the Board of Directors meeting.
Article 10: Procedures for Public Announcement and Filing	Amended in accordance with the suggestions from the special audit by PwC Taiwan.
Article 15	Revision History:
These Procedures were established on February 25, 2000.
The 1st amendment was made on June 25, 2003.
The 2nd amendment was made on June 15, 2004.
The 3rd amendment was made on June 14, 2006.
The 4th amendment was made on June 13, 2007.
The 5th amendment was made on	Article 15	Revision History:
These Procedures were established on February 25, 2000.
The 1st amendment was made on June 25, 2003.
The 2nd amendment was made on June 15, 2004.
The 3rd amendment was made on June 14, 2006.
The 4th amendment was made on June 13, 2007.	Amendment date added.

Article	Amended Version	Article
	June 10, 2009.
The 6th amendment was made on June 25, 2010.
The 7th amendment was made on June 19, 2013.
The 8th amendment was made on June 18, 2019.
The 9th amendment was made on June 24, 2020.
The 10th amendment was made on June 23, 2026.		June 10, 2009.
The 6th amendment was made on June 25, 2010.
The 7th amendment was made on June 19, 2013.
The 8th amendment was made on June 18, 2019.
The 9th amendment was made on June 24, 2020.

Resolution:

Proposal No.3: Proposed by the Board of Directors

Brief: Proposal for the amendment to the Company's "Procedures for Acquisition or Disposal of Assets", submitted for discussion.

Explanation: I. The proposed amendment is based on the suggestions from the special audit by PwC Taiwan.

II. The comparison table for the amendments to the original provisions is as follows:

Article	Amended Version	Article
Article 5	Evaluation Procedures:
1. When the Company acquires or disposes of assets, in addition to conducting evaluations in accordance with the relevant provisions of the internal control system, it shall separately engage objective, fair, and independent experts to issue reports based on the type of assets in accordance with the following provisions:
(1) to (3) (Omitted)
(4) The calculation of the transaction amounts in the preceding three items shall be handled in accordance with Article 10, and the "within one year" referred to herein shall be based on the date of occurrence of the event of the current transaction, retroactively calculating one year prior. The portion for which an appraisal report issued by a professional appraiser or a CPA opinion has been obtained in accordance with these Procedures is exempt from being included.
(5) Where the acquisition or disposal of assets is through a court auction procedure, the certificate or supporting documents issued by the court may be used in place of the appraisal report or CPA opinion.	Article 5	Evaluation Procedures:
1. When the Company acquires or disposes of assets, in addition to conducting evaluations in accordance with the relevant provisions of the internal control system, it shall separately engage objective, fair, and independent experts to issue reports based on the type of assets in accordance with the following provisions:
(1) to (3) (Omitted)
(4) Where the acquisition or disposal of assets is through a court auction procedure, the certificate or supporting documents issued by the court may be used in place of the appraisal report or CPA opinion.	Amended in accordance with the suggestions from the special audit by PwC Taiwan.
Article 6	Operating Procedures:
The operating procedures for the authorized limit, level, executive unit, and transaction process for the acquisition or disposal of assets by the Company are as follows:	Article 6	Operating Procedures:
The operating procedures for the authorized limit, level, executive unit, and transaction process for the acquisition or disposal of assets by the Company are as follows:	Amended in accordance with the suggestions from the special

Article	Amended Version	Article
	1. Authorized Limit and Level:
(1) For the purchase and sale of securities conducted on the centralized trading market or at a securities firm’s business premises, as well as those that do not meet the public announcement and regulatory reporting thresholds specified in Article 10 of these Procedures, the Chairman shall authorize the authorized personnel of the executive unit to make decisions within the scope of authorization.
(2) Authorized limits for acquiring non-operating real estate and securities:
a. The total amount for acquiring real estate not for business use shall be limited to not exceeding 40% of the Company’s net worth.
**b. The total amount for acquiring securities shall be limited to not exceeding 40% of the Company’s net worth, and the amount for acquiring any individual security shall be limited to not exceeding 30% of the Company’s net worth.
2. Executive Unit:**		1. Authorized Limit and Level:
For the purchase and sale of securities conducted on the centralized trading market or at a securities firm’s business premises, as well as those that do not meet the public announcement and regulatory reporting thresholds specified in Article 10 of these Procedures, the Chairman shall authorize the authorized personnel of the executive unit to make decisions within the scope of authorization.

Executive Unit: | audit by PwC Taiwan. |
| Article 7 | Related Party Transactions (Omitted)
(7) Restrictive covenants of the current transaction and other important stipulations.
For the following transactions conducted between the Company and its subsidiaries, or between its subsidiaries in which the Company directly or indirectly holds 100% of the issued shares or total capital, the Board of Directors may authorize the Chairman to make final approval first pursuant to Article 6, Paragraph 3 of these Procedures, and subsequently submit the matter to the most recent Board of Directors meeting for ratification:
(a) Acquisition or disposal of equipment for business use or right-of-use assets thereof.
(b) Acquisition or disposal of real | Article 7 | Related Party Transactions (Omitted)
(7) Restrictive covenants of the current transaction and other important stipulations.
For the following transactions conducted between the Company and its subsidiaries, or between its subsidiaries in which the Company directly or indirectly holds 100% of the issued shares or total capital, the Board of Directors may authorize the Chairman to make final approval first pursuant to Article 6, Paragraph 3 of these Procedures, and subsequently submit the matter to the most recent Board of Directors meeting for ratification:
(a) Acquisition or disposal of equipment for business use or right-of-use assets thereof.
(b) Acquisition or disposal of real | Amended in accordance with the suggestions from the special audit by PwC Taiwan. |
14 -

Article	Amended Version	Article
	estate right-of-use assets for business use.
Where the Company or its subsidiary that is not a domestic public company engages in a transaction specified in Paragraph 1, and the transaction amount reaches 10% or more of the Company's total assets, the Company shall submit all the information listed in Paragraph 1 to the shareholders' meeting for approval before entering into a transaction contract and making payments. However, transactions conducted between the Company and its subsidiaries, or between its subsidiaries, shall not be subject to this restriction.
The calculation of the transaction amounts in Paragraph 1 and the preceding paragraph shall be handled in accordance with Subparagraph (7) of Article 10 of these Procedures, and the "within one year" referred to herein shall be based on the date of occurrence of the event of the current transaction, retroactively calculating one year prior. The portion that has been submitted to the shareholders' meeting, submitted to the Audit Committee for consent, and approved by the Board of Directors in accordance with these Procedures is exempt from being included.
The requirement regarding 10% of total assets in Paragraph 1 and the preceding paragraph shall be calculated based on the total asset amount in the most recent parent company-only or individual financial report prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.
3. Evaluation of the Reasonableness of Transaction Costs for Acquiring Real Estate or Right-of-use Assets thereof from Related Parties		estate right-of-use assets for business use.
Where the Company or its subsidiary that is not a domestic public company engages in a transaction specified in Paragraph 1, and the transaction amount reaches 10% or more of the Company's total assets, the Company shall submit all the information listed in Paragraph 1 to the shareholders' meeting for approval before entering into a transaction contract and making payments. However, transactions conducted between the Company and its subsidiaries shall not be subject to this restriction.
The calculation of the transaction amounts in Paragraph 1 and the preceding paragraph shall be handled in accordance with Subparagraph (7) of Article 10 of these Procedures, and the "within one year" referred to herein shall be based on the date of occurrence of the event of the current transaction, retroactively calculating one year prior. The portion that has been submitted to the shareholders' meeting, submitted to the Audit Committee for consent, and approved by the Board of Directors in accordance with these Procedures is exempt from being included.
The requirement regarding 10% of total assets in Paragraph 1 and the preceding paragraph shall be calculated based on the total asset amount in the most recent parent company-only or individual financial report prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.
3. Evaluation of the Reasonableness of Transaction Costs for Acquiring Real Estate or Right-of-use Assets thereof from Related Parties
Article 8	Procedures for Acquisition or Disposal of Derivatives
1. to 4. (Omitted)
5. Periodic Evaluation Methods and Handling of Irregularities
(1) (Omitted)
(2) Senior management personnel authorized by the Board of Directors	Article 8	Procedures for Acquisition or Disposal of Derivatives
1. to 4. (Omitted)
5. Periodic Evaluation Methods and Handling of Irregularities
(1) (Omitted)
(2) Senior management personnel authorized by the Board of Directors	Amended in accordance with the suggestions from the special audit by PwC Taiwan.

15 -

Article	Amended Version	Article
	shall manage derivative financial commodity transactions in accordance with the following principles:
(a) Periodically evaluate whether the risk management measures currently in use are appropriate and are faithfully implemented in accordance with the "Regulations Governing the Acquisition or Disposal of Assets by Public Companies" and these Procedures.
(b) Monitor transactions and profit and loss conditions; when any irregularity is discovered, necessary responsive measures shall be taken, and a report shall be submitted immediately to the Board of Directors, at which independent directors shall attend and express their opinions.		shall manage derivative financial commodity transactions in accordance with the following principles:
(a) Periodically evaluate whether the risk management measures currently in use are appropriate and are faithfully implemented in accordance with the "Regulations Governing the Acquisition or Disposal of Assets by Public Companies" and these Procedures.
(b) Monitor transactions and profit and loss conditions; when any irregularity is discovered, necessary responsive measures shall be taken, a report shall be submitted immediately to the Board of Directors, and the opinions of independent directors shall be fully considered and recorded in the minutes of the Board of Directors meeting.
Article 10	Information Disclosure and Public Announcement Procedures
1. Items and Thresholds Required for Public Announcement and Regulatory Reporting:
(1) to (3) (Omitted)
(4) Acquisition or disposal of equipment for business use or right-of-use assets thereof, where the counterparty is not a related party, and the transaction amount reaches NT$500 million or more.	Article 10	Information Disclosure and Public Announcement Procedures
1. Items and Thresholds Required for Public Announcement and Regulatory Reporting:
(1) to (3) (Omitted)
(4) Acquisition or disposal of equipment for business use or right-of-use assets thereof, where the counterparty is not a related party, and the transaction amount meets one of the following criteria:
(a) Where the paid-in capital is less than NT$10 billion, the transaction amount reaches NT$500 million or more.
(b) Where the paid-in capital reaches NT$10 billion or more, the transaction amount reaches NT$1 billion or more.	Amended in accordance with the suggestions from the special audit by PwC Taiwan.
Article 11	Matters to be Handled by Subsidiaries:
1. to 3. (Omitted)
4. In the public announcement and regulatory reporting thresholds for a subsidiary, the phrase "reaching	Article 11	Matters to be Handled by Subsidiaries:
1. to 3. (Omitted)
4. In the public announcement and regulatory reporting thresholds for a subsidiary, the phrase "reaching	Amended in accordance with the suggestions from the special audit by PwC

16 -

Article	Amended Version	Article	Original Version	Basis and Reason for Amendment
	20% of the company's paid-in capital or 10% of total assets" shall be based on the paid-in capital and total assets of the parent company (this Company).		20% of the company's paid-in capital" shall be based on the paid-in capital of the parent company (this Company).	Taiwan.
Article 17	Establishment and Revision History of these Procedures:
These Procedures were established on February 25, 2000.
The 1st amendment was made on April 14, 2000.
The 2nd amendment was made on November 14, 2000.
The 3rd amendment was made on January 17, 2003.
The 4th amendment was made on June 15, 2004.
The 5th amendment was made on June 14, 2006.
The 6th amendment was made on June 13, 2007.
The 7th amendment was made on June 5, 2012.
The 8th amendment was made on June 11, 2014.
The 9th amendment was made on June 13, 2017.
The 10th amendment was made on June 18, 2019.
The 11th amendment was made on June 24, 2020.
The 12th amendment was made on June 24, 2022.
The 13th amendment was made on June 23, 2026.	Article 17	Establishment and Revision History of these Procedures:
These Procedures were established on February 25, 2000.
The 1st amendment was made on April 14, 2000.
The 2nd amendment was made on November 14, 2000.
The 3rd amendment was made on January 17, 2003.
The 4th amendment was made on June 15, 2004.
The 5th amendment was made on June 14, 2006.
The 6th amendment was made on June 13, 2007.
The 7th amendment was made on June 5, 2012.
The 8th amendment was made on June 11, 2014.
The 9th amendment was made on June 13, 2017.
The 10th amendment was made on June 18, 2019.
The 11th amendment was made on June 24, 2020.
The 12th amendment was made on June 24, 2022.	Amendment date added.

Resolution:

18 -

Election

Proposal No.1: Proposed by the Board of Directors

Brief: Proposal for the re-election of the Company’s directors, submitted for election.

Explanation:
I. The three-year term of office of the Company’s current directors will expire on June 20, 2026. Pursuant to the relevant regulations, a full re-election shall be held at this shareholders' meeting.

II. According to Article 18 of the Articles of Incorporation, the Company shall establish 7 to 11 seats for directors, among which the number of independent directors shall not be less than three. It is proposed to elect seven directors (including three independent directors) at this meeting. The candidate nomination system is adopted for the election of directors, and they shall be elected by the shareholders' meeting from the list of candidates for a term of three years, and are eligible for re-election.

III. The newly elected directors and independent directors shall take office from the date of election for a term of three years, commencing from June 23, 2026 until June 22, 2029. The term of office of the original directors shall expire upon the conclusion of this Annual Meeting of Shareholders.

IV. The list of candidates for directors and independent directors was approved by a resolution of the Board of Directors on May 11, 2026. Please refer to Attachment V for their academic qualifications, professional experience, shareholdings, and other relevant information.

V. The election shall be conducted in accordance with the Company’s “Procedures for Election of Directors”; please refer to Appendix VI for details.

The election results are as follows:

Other Motions

Proposal No.1: Proposed by the Board of Directors

Brief: Proposal to release the newly elected directors and their representatives from non-competition restrictions, submitted for discussion.

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

II. In order to leverage the expertise and relevant experience of the Company’s directors, it is hereby proposed to the shareholders' meeting for approval, pursuant to the law, to release the newly elected directors and their representatives from non-competition restrictions, provided that the interests of the Company are not prejudiced.

III. For details regarding the positions concurrently held in other companies by the newly elected directors and independent directors, please refer to Attachment VI.

IV. Submitted for discussion.

Resolution:

19 -
Questions and Motions

Meeting Adjourned

(Attachment I)

Leader Electronics Inc. Business Report

I. Overview of 2025 Operations

(I) Implementation Results of the Business Plan

The Company's consolidated operating revenue for the fiscal year 2025 was NT$3.146 billion, representing a slight increase compared to the previous fiscal year. However, affected by the rising costs of copper and intense competition in the low-wattage power supply market, product profitability was negatively impacted by rising raw material costs and intense market competition. Furthermore, although the NULEIV subgroup has commenced independent operations, revenue could not be recognized due to the delayed completion of energy storage sites. Coupled with factors such as the one-time recognition of inventory write-downs for energy storage cabinets, the net loss after tax was NT$299 million, with a loss per share of NT$1.44.

(II) Budget Execution Status: Not applicable. (The Company did not disclose financial forecasts for the fiscal year 2025.)

(III) Analysis of Financial Performance and Profitability

Item			2025	2024
Financial structure (%)	Ratio of liabilities to assets		68.60	59.18
	Ratio of long-term capital to fixed assets		153.19	201.46
Profitability (%)	Return on assets		(4.77)	(7.34)
	Return on equity		(17.24)	(22.33)
	Ratio to paid-in capital (%)	Operating Income	(18.18)	(18.79)
		Pre-tax Profit	(14.24)	(19.10)
	Profit ratio		(9.49)	(12.47)
	Earnings per share (NT$)		(1.44)	(2.02)

The Company's liability ratio increased due to continuous losses; however, the losses have gradually narrowed. In the future, the Company plans to dispose of the new energy business to focus on its core business operations and improve the financial structure.

(IV) Research and Development Status

The Company's research and development expenditures for the fiscal year 2025 totaled NT$137,661 thousand.
Main R&D Directions and Projected Product Development: The Company continues to focus on the R&D of highly efficient, high power-density, and highly reliable power supply products, targeting networking, industrial control, and high-power application markets as primary development directions. Facing
20 -

the global trend of power supply products moving toward higher efficiency, miniaturization, and smart functionality, the Company continues to strengthen platform-based design, high-output power supplies, and digital power technologies to enhance product competitiveness and future market positioning capabilities.

(1) Development of Networking and High-Power Power Supply Products

A. Continuously develop high-efficiency, low-to-medium power supply platforms applied in networking, USB PD, and brand-customized products, and introduce design technologies such as high power density, miniaturization, and low standby power consumption to enhance product value and market competitiveness.

B. Complete the development and relevant safety certifications of 370W–550W PoE power supply platforms, and continuously promote the development of medium-to-high power PoE power supply products to establish design capabilities with high power density, reduced heat generation, and high reliability.

C. Continuously invest in the technology development of high-power power supplies above 1 kW and parallel systems, and strengthen high-output digital power supply and integrated power system capabilities to build the technological foundation for future high-power customized projects.

(2) High-Efficiency Power Conversion and Advanced Technology Research

A. Continuously invest in research on high-efficiency power architectures, high-frequency magnetic components, and digital power technologies, and reinforce relevant technical capabilities such as MCU control, communication firmware, and planar transformers to meet the development needs of high-efficiency and high power-density power supply products.

B. In response to the development trends of high-power power conversion and smart grid applications, the Company has planned to invest in research on high-power power conversion technologies. Through industry-academia collaboration with academic research institutions, the Company conducts preliminary research and verification on high-power DC converters and modular power architectures to serve as the foundation for future high-power power technology development.

(3) Platform-based R&D and Technology Management

A. Continuously promote platform-based product development strategies, establish technical platforms for low-power, medium-to-high-power, and digital power supplies, improve design commonality and development efficiency, and enhance mass-production stability and quality reliability.

B. Strengthen product development processes and cross-departmental technology integration management, and continuously promote technology integration and design standardization to shorten

21 -

development schedules and enhance overall R&D performance.

C. Continuously introduce supply chain resources with quality and cost competitiveness, and improve material commonality and supply flexibility to reinforce product cost competitiveness and supply chain resilience.

II. Summary of 2026 Operating Plan

(I) Operating Policies

Stabilize the core power supply business, focus on high-end applications, and implement high-margin transformation:

(1) Break away from the intense price competition of traditional power supplies and target application fields with high entry barriers and high profit margins.

(2) Enhance the ability to pass through raw material cost increases: Facing external headwinds such as soaring copper prices, enhance price pass-through capabilities through precision pricing and customized solutions to safeguard core business profits.

(3) Introduce AI optimization: Streamline production processes and internal management, eliminate low-efficiency orders, and optimize overall capacity utilization rates.

Deepen global dual-track deployment and implement the "Non-China" strategy:

(1) Utilize China factories as the core foundation: Continuously leverage existing supply chain economies of scale to maintain high-efficiency, high-quality stable production, and vertical integration of components.

(2) Utilize Philippines factories as the growth engine: In response to international geopolitics and tariff expectations, accelerate the capacity expansion of the Philippines plants to serve as the frontline base for capturing high-end "Non-China" orders from Europe and the US.

Expand deployment in electrical magnetic components and deepen vertical integration:

(1) Grasp core component advantages: Optimistic about the global grid upgrades and the explosive demand for transformer equipment, the Company will expand R&D and capacity allocation for electrical magnetic components.

(2) Strengthen long-term contracts and supply chain resilience: Ensure stable supply and gross margin protection of core components through strategic procurement and hedging strategies for key raw materials (such as copper materials).

(II) Operating Targets

The management team will comprehensively shift its operating mindset from blindly pursuing revenue scale to maximizing profitability. In alignment with the global supply chain "Non-China" trend, the Company has established the following four major operating targets to fully accelerate revenue and profit improvements:

22 -

Production Value Structure Target: Accelerate the promotion of Philippines plants to become the main engine for capturing high-end "Non-China" orders from Europe and the US. China plants will focus on lean production and automation upgrades to maintain high-efficiency basic core capacity.
Product Revenue Target: Comprehensively phase out low-margin traditional power supply orders, and prioritize capacity allocation to high-end customized power supplies. Additionally, meeting global grid upgrades and rigid demands for transformers, the Company will expand the self-production rate and export scale of electrical magnetic components, deepening the vertical integration advantages of core components.
Financial Profitability Target: Facing external headwinds such as soaring international copper prices and the reshuffling of the energy storage market, aim to restore overall gross margins to historically healthy levels through precision pricing, long-term raw material contract lock-ins, and hedging mechanisms. Strictly control operating expenses and eliminate ineffective R&D and production expenditures to ensure revenue growth substantially translates into earnings growth.
Sustainability and Management Target: The Company will continue to implement green supply chain certifications. In coordination with global clients' requirements for low carbon emissions, accelerate the completion of carbon inventory and emission reduction certifications for facilities across the Taiwan Strait and Southeast Asia, transforming this into an invisible competitive edge for contesting international orders.

III. Impacts of the External Competitive Environment, Regulatory Environment, and Macroeconomic Environment

The Company's management team closely monitors the global macroeconomic environment, domestic and foreign regulatory changes, industrial technologies, raw material fluctuations, and the potential impacts and shocks that competitors may cause to the Company's operations and finances. Moving forward, the Company will continue to maintain a diligent and conscientious attitude, prudently confronting changes in the competitive environment and executing proper risk control to achieve the annual operating policies and business targets.

IV. Future Development Strategies of the Company

Facing global supply chain restructuring, the cost impact of international copper prices soaring by over 40% in 2025, and the transition period of the energy storage market shifting from the grid side to the user side, the Company deeply understands that the long-term value of an enterprise lies not only in technology itself, but also in the ability to execute with greater discipline and efficiency than competitors.

To accelerate the search for revenue and profit improvements amidst changing market conditions, the management team has formulated four forward-looking

23 -

development strategies, strictly adhering to the principle of "defending the core business, growing from within, and achieving profitable growth," fully driving the Company toward its next phase of development:

(I) Core Business Lean Defense Strategy: Stabilize Core Business and Maintain Stable Profitability Amid Inflationary Pressure

Phase out low-margin highly competitive orders: Cease the blind pursuit of revenue scale, comprehensively review and phase out low-profit traditional power supply orders, and allocate capacity to high-margin products.
Strengthen cost pass-through and hedging mechanisms: Facing fluctuations in key raw materials such as copper prices, precisely pass through costs through high-end customized designs, long-term raw material contracts, and futures hedging mechanisms to ensure core business profits are not eroded.

(II) Global Supply Chain Dual-Track Strategy: Implement "Non-China" Flexible Deployment

Utilize China factories as the "Core Foundation": Continuously leverage existing supply chain economies of scale and high vertical integration advantages across the Taiwan Strait to serve as a solid foundation for the Company's stable profitability.
Utilize Philippines factories as the "Growth Engine": In response to geopolitics and international tariff expectations, accelerate capacity expansion and technical upgrades of the Philippines plants to serve as the frontline core base for capturing high-end "Non-China" orders from Europe and the US.

(III) Critical Component Vertical Integration Strategy: Expand Electrical Magnetic Component Deployment

Capitalize on the growing demand driven by global grid upgrades: Capitalizing on the immense demand for renewable energy power generation and large-scale high-end electrical transformer equipment, the Company will significantly expand the production capacity of electrical magnetic components (such as high-frequency transformers and inductors).
Maximize overall profitability through vertical integration: Through the self-production and export of core critical components, the Company can not only reinforce its own supply chain resilience but also generate overall gross margin space superior to industry peers.

We firmly believe that market challenges are the best time to test an enterprise's execution capability. The Company will adopt a pragmatic and disciplined approach to comprehensively accelerate the substantial improvement of revenue and profit structures, thereby creating long-term value for shareholders.

24 -

(Attachment II)

Implementation Status of the 2023 Cash Injection for Business Enhancement Plan

I. Summary of the Sound Operating Plan:

The 2023 cash capital increase involved the issuance of 36,000 thousand common shares, with a par value of NT$10 per share, issued at a price of NT$15 per share, raising a total amount of NT$540,000 thousand. The proceeds were utilized to invest in the subsidiary, NULEIV INC. (hereinafter referred to as "NULEIV"). NULEIV then reinvested the funds into its 100%-owned subsidiary, Guan Sheng Investment Co., Ltd. (hereinafter referred to as "Guan Sheng Investment"). Subsequently, Guan Sheng Investment reinvested into Chuang Li Xin Energy Co., Ltd. for the construction of the Chiayi Zhuqi 40MW Energy Storage System site.

II. Explanation of the Execution Status for the Fiscal Year 2025

Unit: NT$ Thousand

Item	Fiscal Year 2025	Fiscal Year 2024	Variance (Amount)	Variance (%)
Operating Revenues	3,145,892	3,131,586	14,306	0.46%
Operating Costs	2,852,239	2,683,409	168,830	6.29%
Operating gross margins	293,653	448,177	(154,524)	-34.48%
Operating expenses	660,477	828,381	(167,904)	-20.27%
Net operating loss	(366,824)	(380,204)	13,380	-3.52%
Non-operating incomes and expenses	79,482	(6,389)	85,871	-1344.04%
Net loss before taxation	(287,342)	(386,593)	99,251	-25.67%

Explanation:
(A) Operating Revenue: The variance is NT$14,306 thousand, primarily due to flat revenues from power supply products. Furthermore, the reinvested energy storage system project site has not yet completed construction and entered operations, thus failing to contribute to revenue as scheduled.
(B) Gross Profit: The variance is NT$(154,524) thousand, primarily due to rising copper costs, shifts in the product sales mix, as well as the provisions for inventory devaluation loss on slow-moving items and quality failure costs.
(C) Operating Expenses: The variance is NT$(167,904) thousand. This was primarily driven by an increase in operating expenses after NULEIV INC. commenced independent operations. However, this was offset by the prior year's one-time recognition of severance and personnel expenses of approximately NT$120,000 thousand for downsizing production capacity in the East China region, as well as expenses for implementing the cash capital increase plan and share-based payment expenses for employee stock recognition totaling approximately NT$70,000 thousand.

(Attachment III)

Independent Auditor's Report

To Leader Electronics Inc.,

Audit opinion

We have audited the accompanying balance sheets of Leader Electronics Inc. (the “Company”) as of December 31, 2025, the relevant parent company only statements of comprehensive income, changes in equity and cash flows for the years then ended, and relevant notes, including a summary of significant accounting policies (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 financial position of the Company as of December 31, 2025, and its financial performance and standalone cash flows for the years then ended in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

The basis for opinion

We concluded our audits in accordance with the regulations governing auditing and attestation of financial statements by certified public accountants and auditing standards. Our responsibility under those standards are further described in the paragraph “Auditor's responsibilities for the audit of the parent company only financial statements”. 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 are convinced that we have acquired enough and appropriate audit evidence to serve as the basis of audit opinion.

Key audit matters

Key audit matters refer to the most vital matters in our audit of the Company’s parent company only financial statements for the year ended December 31, 2025 based on our professional judgment. These matters were addressed in our audit of the parent company only financial statements as a whole, and in forming our audit opinion. We do not express a separate opinion on these matters. Key audit matters of the consolidated financial statements of the Company are stated as follows:

Recognition of revenues

For relevant disclosures on revenue recognition, please refer to Notes 4(15) and 6(20) to the parent company only financial statements.

Description of key audit matters:

Sales revenue is a key indicator for investors and management to evaluate the Company’s financial and operating performance. The increase or decrease in operating revenue has always been a primary concern for users of financial statements. Therefore, we identified revenue recognition as a key audit matter for the audit of the parent company only financial statements for the current year.

26 -

Audit procedures:

Our main audit procedures for the key audit matters above include testing the effectiveness of the design and implementation of the internal control system of the sales and collection cycle; performing a trend analysis of the top ten customers' revenues, comparing relevant changes or differences to assess whether any significant anomalies exist; checking the relevant vouchers for sales transactions to assess the correctness of the amount of revenue recognized and the reasonableness of the timing of entry; and testing a sample of sales transactions around the end of the financial reporting period and checking the relevant vouchers to assess the correctness of the revenue attribution period and recognition of revenue.

Other matter

The parent company only financial statements and parent company only financial statements of the Company for 2024 were audited by other CPAs and issued with an unqualified opinion on March 26, 2025.

Responsibilities of the management and the governing bodies for the parent company only financial statements

The responsibilities of the management are to prepare the parent company only financial statements with fair presentation in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and to maintain necessary internal control associated with the preparation in order to ensure that the financial statements are free from material misstatement arising from fraud or error.

In preparing the parent company only financial statements, the management is responsible for assessing the ability of the Company in continuing as a going concern, disclosing relevant matters, and adopting the going concern basis of accounting unless the management intends to liquidate the Company or cease the operations without other viable alternatives.

The Company's governing bodies (including the Audit Committee) are responsible for supervising the financial reporting process.

Auditor's responsibilities for the audit of the parent company only financial statements

Our objectives are to obtain reasonable assurance on whether the parent company only financial statements as a whole are free from material misstatement arising from fraud or error and to issue an independent auditors' report. Reasonable assurance is a high-level assurance but is not a guarantee that an audit conducted in accordance with the auditing standards of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error. If the amounts of misstatements, either separately or in aggregate, could reasonably be expected to influence the economic decisions of the users of the parent company only financial statements, they are considered material.

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

Identified and assessed the risks of material misstatement arising from fraud or error within the parent company only financial statements; designed and executed countermeasures in response to said risks, and obtained sufficient and appropriate audit evidence 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.
Understood the internal control related to the audit in order to design appropriate audit procedures under the circumstances, while not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.
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Evaluate the appropriateness of accounting policies used and the reasonability of accounting estimates and related disclosures made by the management.
Concluded on the appropriateness of the management's adoption of the going concern basis of accounting based on the audit evidence obtained and whether a material uncertainty exists for events or conditions that may cast significant doubt over the Company's ability to continue as a going concern. If we are of the opinion that a material uncertainty exists, we shall remind users of the parent company only financial statements to pay attention to relevant disclosures in said statements within our audit report. If such disclosures are inadequate, we need to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of the auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.
Evaluated the overall presentation, structure, and content of the parent company only financial statements (including relevant notes), and whether the parent company only financial statements adequately present the relevant transactions and events.
Obtained sufficient and appropriate audit evidence concerning the financial information of investees using the equity method, to express an opinion on the parent company only financial statements. We were responsible for guiding, supervising, and performing the audit and forming an audit opinion on the Company.

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

We also provide those in charge of 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 the governing bodies, we determined the key audit matters for the audit of the Company's parent company only financial statements for the year ended December 31, 2025. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communications.

KPMG Taiwan

Stanley Wu

CPA:

Charlotte Chao

Competent Security Authority
Approval Document No. : Jin-Guan-Zheng-Shen-Zi No. 1130332775
March 27, 2026
: Jin-Guan-Zheng-Shen-Zi No. 1050036075

28 -

Leader Electronics Inc.

Balance Sheets

December 31, 2025 and 2024

Unit: Thousands of NTD

Assets	2025.12.31		2024.12.31			2025.12.31		2024.12.31
		Amount	%	Amount	%		Amount	%	Amount	%
11xx	Current assets:					21xx	Current liabilities:
1100	Cash and cash equivalents (Note 6(1))	$ 243,325	6	144,749	3	2100	Short-term borrowings (Notes 6(12), 7 and 8)	$ 485,000	12	340,000
1150	Notes receivable, net (Notes 6(3) and (20))	11,021	-	-	-	2130	Contract liabilities (Note 6(20))	1,301	-	3,433
1170	Accounts receivable, net (Notes 6(3) and (20))	596,054	14	570,044	11	2150	Notes payable	5	-	10
1180	Accounts receivable – related parties, net (Notes 6(3), (20) and 7)	12,820	-	10,104	-	2170	Accounts payable	394,454	9	282,312
1200	Other receivables (Note 6(2) and (4))	6,934	-	100,426	2	2180	Accounts payable - related parties (Note 7)	1,210,431	28	1,218,765
1210	Other receivables - related parties (Notes 6(4) and 7)	4,044	-	8,570	-	2200	Other payables (Note 6(15))	83,153	2	93,971
1220	Current tax assets	645	-	831	-	2220	Other payables - related parties (Note 7)	4,227	-	385,211
130X	Inventory (Notes 6(5) and 8)	507,471	12	533,975	11	2230	Current tax liabilities	5,559	-	-
1410	Prepayments	50,911	1	42,563	1	2281	Lease liabilities - current (Note 6(14))	1,278	-	6,836
1470	Other current assets (Note 8)	43,202	1	52,632	1	2322	Long-term borrowings with maturity of less than one year (Notes 6(13), 7 and 8)	96,625	2	135,113
	Total current assets	1,476,427	34	1,463,894	29	2399	Other current liabilities	104,112	3	66,825
15xx	Non-current assets:						Total current liabilities	2,386,145	56	2,532,476
1517	Financial assets at fair value through other comprehensive income-non-current (Notes 6(2) and (4))	20,334	-	38,351	1	25xx	Non-current liabilities:
1550	Investments using the equity method (Notes 6(6) and (7))	2,197,825	52	2,896,435	58	2540	Long-term borrowings (Notes 6(13), 7 and 8)	343,382	8	529,990
1600	Property, plant and equipment (Notes 6(8), (10) and 8)	534,389	13	504,109	10	2581	Lease liabilities - non-current (Note 6(14))	-	-	4,069
1755	Right-of-use assets (Note 6(9))	870	-	8,907	-	2645	Deposits received	390	-	397
1760	Investment property (Notes 6(8), (10) and 8)	4,474	-	36,303	1		Total non-current liabilities	343,772	8	534,456
1780	Intangible assets (Note 6(11))	3,107	-	6,707	-	2xxx	Total liabilities	2,729,917	64	3,066,932
1840	Deferred tax assets (Note 6(16))	7,036	-	7,517	-	31xx	Equity (Notes 6(2), (7), (17), (18) and (23))
1975	Net defined benefit liability – non-current (Note 6(15))	4,718	-	4,499	-	3110	Common stock	2,017,228	47	2,023,628
1990	Other non-current assets (Note 8)	22,511	1	22,907	1	3200	Capital surplus	33,507	1	211,813
	Total non-current assets	2,795,264	66	3,525,735	71		Retained earnings:
						3310	Legal reserve	-	-	4,136
1xxx	Total assets	$ 4,271,691	100	4,989,629	100	3320	Special reserve	-	-	73,913
						3350	Losses to be made up	(297,879)	(7)	(298,402)
								(297,879)	(7)	(220,353)
							Other equity:
						3410	Exchange differences on the translation of financial statements of foreign operations	(64,779)	(1)	36,039
						3420	Unrealized loss on financial assets measured at fair value through other comprehensive income	(120,926)	(3)	(99,542)
								(185,705)	(4)	(63,503)
								(25,377)	(1)	(28,888)
						3500	Treasury stock	(1,541,774	36	1,922,697
						35xx	Total equity	36	1,922,697	39
						2-3xx	Total liabilities and equity	$ 4,271,691	100	4,989,629

Chairman: C.Y Pao

(Please refer to the Notes to the parent company only financial statements)

Managerial Officer: Y.H. Chiang

Accounting Officer: Erix Chen

Leader Electronics Inc.

Statements of Comprehensive Income

January 1 to December 31, 2025 and 2024

Unit: Thousands of NTD

	2025		2024
		Amount	%	Amount	%
4000	Operating revenues (Notes 6(20) and 7)	$ 2,214,568	100	2,253,060	100
5000	Operating costs (Notes 6(5), (8) and 7)	2,091,914	94	2,019,125	90
	Operating gross margins	122,654	6	233,935	10
5920	Add: Realized profit and loss on sales	-	-	1,897	-
5900	Operating gross margins	122,654	6	235,832	10
6000	Operating expenses (Notes 6(3), (4), (8), (9), (11), (14), (15), (18) and 7):
6100	Selling expenses	87,535	4	99,602	4
6200	Administrative expenses	120,227	6	140,384	6
6300	R&D expenses	87,495	4	113,728	5
6450	Expected credit impairment loss	4,002	-	57,383	3
	Total operating expenses	299,259	14	411,097	18
	Net operating loss	(176,605)	(8)	(175,265)	(8)
7000	Non-operating incomes and expenses (Notes 6(2), (6), (14), (16), (22) and 7):
7100	Interest income	1,551	-	3,198	-
7010	Other income	37,031	1	38,007	2
7020	Other gains and losses	61,076	3	(7,665)	-
7050	Financial costs	(26,599)	(1)	(28,945)	(1)
7070	Share of losses on subsidiaries and associates recognized using the equity method	(177,880)	(8)	(216,177)	(10)
	Total non-operating income and expenses	(104,821)	(5)	(211,582)	(9)
7900	Net loss before taxation	(281,426)	(13)	(386,847)	(17)
7950	Less: Income tax expenses (Note 6(16))	6,328	-	1,556	-
8000	Net loss in this period	(287,754)	(13)	(388,403)	(17)
8300	Other comprehensive income (Notes 6(15) and (17)):
8310	Items not reclassified to profit or loss
8311	Remeasurement of defined benefit plan	(423)	-	2,677	-
8316	Unrealized gains or losses on investment in equity instruments at fair value through other comprehensive income	(17,484)	(1)	57,714	2
8330	share of other comprehensive losses on subsidiaries and associates recognized using the equity method	(5,062)	-	(3,015)	-
8349	Less: Income tax related to items not reclassified	-	-	-	-
	Total items not reclassified to profit or loss	(22,969)	(1)	57,376	2
8360	Items that may subsequently be reclassified to profit or loss:
8361	Exchange differences on the translation of financial statements of foreign operations	(100,818)	(5)	128,654	6
8399	Less: Income tax relating to items that are reclassifiable to profit or loss	-	-	-	-
	Total items that may subsequently be reclassified to profit or loss	(100,818)	(5)	128,654	6
8300	Other comprehensive income (net after tax) for the period	(123,787)	(6)	186,030	8
8500	Total comprehensive income in this period	$ (411,541)	(19)	(202,373)	(9)
	Loss per share (Unit: NTD) (Note 6(19))
9750	Basic loss per share	$ (1.44)		(2.02)
9850	Diluted loss per share	$ (1.44)		(2.02)

(Please refer to the Notes to the parent company only financial statements)
Chairman: C.Y Pao
Managerial Officer: Y.H. Chiang
Accounting Officer: Erix Chen

Leader Electronics Inc.

Statements of Changes in Equity

January 1 to December 31, 2025 and 2024

Unit: Thousands of NTD

	Retained earnings						Other equity
	Common stock	Capital surplus	Legal reserve	Special reserve	Undistributed earnings (losses to be made up)	Total	Exchange differences on the translation of financial statements of foreign operations	Unrealized valuation gain or loss on financial assets measured at fair value through other comprehensive income	Total	Treasury stock	Total equity
Balance as of January 1, 2024	$ 1,663,628	3,367	-	36,687	41,362	78,049	(92,615)	(66,917)	(159,532)	(9,781)	1,575,731
Earnings appropriation and distribution:
Appropriation of legal reserve	-	-	4,136	-	(4,136)	-	-	-	-	-	-
Appropriation of special reserve	-	-	-	37,226	(37,226)	-	-	-	-	-	-
Net loss in this period	-	-	-	-	(388,403)	(388,403)	-	-	-	-	(388,403)
Other comprehensive income in this period	-	-	-	-	2,677	2,677	128,654	54,699	183,353	-	186,030
Total comprehensive income in this period	-	-	-	-	(385,726)	(385,726)	128,654	54,699	183,353	-	(202,373)
Capital increase in cash	360,000	174,999	-	-	-	-	-	-	-	-	534,999
Repurchase of treasury stock	-	-	-	-	-	-	-	-	-	(25,377)	(25,377)
Treasury shares transferred to employees	-	14,031	-	-	-	-	-	-	-	6,270	20,301
Changes in ownership interests of subsidiaries	-	4,979	-	-	-	-	-	-	-	-	4,979
Share-based payment arrangements	-	14,437	-	-	-	-	-	-	-	-	14,437
Disposal of equity instruments measured at fair value through other comprehensive income	-	-	-	-	89,826	89,826	-	(89,826)	(89,826)	-	-
Disposal of equity instruments measured at fair value through other comprehensive income	-	-	-	-	(2,502)	(2,502)	-	2,502	2,502	-	-
Balance as of December 31, 2024	2,023,628	211,813	4,136	73,913	(298,402)	(220,353)	36,039	(99,542)	(63,503)	(28,888)	1,922,697
Earnings appropriation and distribution:
Legal reserve to make up for losses	-	-	(4,136)	-	4,136	-	-	-	-	-	-
Special reserve to make up for losses	-	-	-	(73,913)	73,913	-	-	-	-	-	-
Capital surplus to cover losses	-	(211,813)	-	-	211,813	211,813	-	-	-	-	-
Net loss in this period	-	-	-	-	(287,754)	(287,754)	-	-	-	-	(287,754)
Other comprehensive income in this period	-	-	-	-	(423)	(423)	(100,818)	(22,546)	(123,364)	-	(123,787)
Total comprehensive income in this period	-	-	-	-	(288,177)	(288,177)	(100,818)	(22,546)	(123,364)	-	(411,541)
Retirement of treasury stock	(6,400)	2,889	-	-	-	-	-	-	-	3,511	-
Difference between the price of the disposal of subsidiary's equity and the book value	-	9,062	-	-	-	-	-	-	-	-	9,062
Changes in ownership interests of subsidiaries	-	21,556	-	-	-	-	-	-	-	-	21,556
Disposal of equity instruments measured at fair value through other comprehensive income	-	-	-	-	(1,162)	(1,162)	-	1,162	1,162	-	-
Balance as of December 31, 2025	$ 2,017,228	33,507	-	-	(297,879)	(297,879)	(64,779)	(120,926)	(185,705)	(25,377)	1,541,774

Chairman: C.Y Pao

(Please refer to the Notes to the parent company only financial statements)

Managerial Officer: Y.H. Chiang

Accounting Officer: Erix Chen

Leader Electronics Inc.

Statements of Cash Flows

January 1 to December 31, 2025 and 2024

	Unit: Thousands of NTD
	2025	2024
Cash flows from operating activities:
Net loss before tax for the period	$ (281,426)	(386,847)
Adjustments:
Income and expense items
Depreciation expenses	11,980	15,365
Amortization expenses	4,762	7,494
Expected credit impairment loss	4,002	57,383
Net gains on financial assets and liabilities at fair value through profit or loss	-	(1,826)
Interest expense	26,599	28,945
Interest income	(1,551)	(3,198)
Dividend income	(1,159)	(6,339)
Share-based payment for remuneration cost	149	28,468
Share of losses on subsidiaries and associates recognized using the equity method	177,880	216,177
Gain on disposal and scrapping of property, plant and equipment	(858)	-
Increase in disposal of investments accounted for using the equity method	-	(51,614)
Impairment losses on financial assets	-	4,006
Unrealized (realized) profit on sales	-	(1,897)
Unrealized foreign exchange losses (gains)	3,000	(5,791)
Gain on lease modification	(31)	-
Total income and expense items	224,773	287,173
Changes in assets/liabilities related to operating activities:
Net change in assets related to operating activities:
Financial assets mandatorily measured at fair value through profit or loss	-	63,678
Notes receivable	(11,021)	-
Accounts receivable	(27,972)	143,056
Accounts receivable – related parties	(2,716)	12,939
Other receivables	(6,706)	1,985
Other receivables – related parties	2,486	15,037
Inventory	26,504	(232,607)
Prepayments	(8,348)	68,932
Other current assets	-	(933)
Net defined benefit asset	(642)	(584)
Total of net change in assets related to operating activities	(28,415)	71,503
Net change in liabilities related to operating activities:
Contract liabilities	(2,132)	(5,115)
Notes payable	(5)	10
Accounts payable	112,142	93,297
Accounts payable – related parties	(8,334)	(91,024)
Other payables	(10,852)	6,972
Other payables – related parties	(11,355)	7,823
Other current liabilities	37,287	8,873
Total of net change in liabilities related to operating activities	116,751	20,836
Total net changes in assets and liabilities related to operating activities	88,336	92,339
Total adjustments	313,109	379,512
Cash inflow (outflow) from operations	31,683	(7,335)
Interest received	1,551	3,198
Dividend received	1,159	6,339
Interests paid	(26,565)	(29,557)
Income tax paid	(102)	(446)
Net cash inflow (outflow) from operating activities	7,726	(27,801)

32 -

Leader Electronics Inc.
Statements of Cash Flows (Continued)
January 1 to December 31, 2025 and 2024

Unit: Thousands of NTD

	2025	2024
Cash flows from investing activities:
Purchase of financial assets measured at fair value through other comprehensive income	$ (5,550)	(5,000)
Proceeds from disposal of financial assets measured at fair value through other comprehensive income	100,408	13,011
Refund of share price for capital reduction of financial assets at fair value through other comprehensive income	5,873	7,755
Investments using the equity method acquired	(111,585)	(540,000)
Investments using the equity method disposed of	-	84,444
Disposal of equity interest in subsidiaries (without loss of control)	30,818	-
Acquisition of property, plant and equipment	(11,620)	(7,613)
Disposal of property, plant and equipment	5,527	-
Decrease (increase) in guarantee deposits paid	2,869	(300)
Acquisition of intangible assets	(3,421)	(4,070)
Decrease in other financial assets	9,430	12,000
Increase in prepayments for equipment	(214)	-
Dividend received	526,086	-
Net cash inflow (outflow) from investing activities	548,621	(439,773)
Cash flows from financing activities:
Increase in short-term borrowings	1,000,000	870,000
Decrease in short-term borrowings	(855,000)	(877,000)
Proceeds from long-term borrowings	85,000	290,999
Repayments of long-term borrowings	(310,096)	(349,316)
Increase (increase) in deposits received	(7)	104
Increase (decrease) in other payables – related parties	(369,629)	22,871
Principal repayment of lease	(5,039)	(6,747)
Capital increase in cash	-	534,999
Cost of repurchasing treasury stock	-	(25,377)
Treasury shares purchased by employees	-	6,270
Net cash inflow (outflow) from financing activities	(454,771)	466,803
Impact of changes in exchange rate on cash and cash equivalents	(3,000)	5,791
Increase in cash and cash equivalents for the period	98,576	5,020
Cash and cash equivalents balance – beginning of the period	144,749	139,729
Cash and cash equivalents balance – end of the period	$ 243,325	144,749

(Please refer to the Notes to the parent company only financial statements)
Chairman: C.Y Pao
Managerial Officer: Y.H. Chiang
Accounting Officer: Erix Chen

Independent Auditor's Report

To Leader Electronics Inc.,

Audit opinion

We have audited the accompanying consolidated balance sheets of Leader Electronics Inc. and its subsidiaries (Leader Group) as of December 31, 2025, and the relevant consolidated statements of comprehensive income, changes in equity, and cash flows for the years then ended, and relevant notes, including a summary of significant accounting policies (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 its consolidated financial performance and its consolidated cash flows for the years then ended in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, the 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 (FSC) of the Republic of China.

The basis for opinion

We concluded our audits in accordance with the regulations governing auditing and attestation of financial statements by certified public accountants and auditing standards. Our responsibilities under those standards are further described in the responsibilities of auditors for the audit of the consolidated financial statements. We are independent of Leader Group in accordance with the Code of Professional Ethics for Certified Public Accountants, and we have fulfilled our other ethical responsibilities in accordance with the Code. We are convinced that we have acquired enough and appropriate audit evidence to serve as the basis of audit opinion.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the 2025 consolidated financial statements of Leader Group. These matters were addressed in the content of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide separate opinions on those matters. Key audit matters of the consolidated financial statements of the Group are stated as follows:

Recognition of revenues

For relevant disclosures on revenue recognition, please refer to Notes 4(18) and 6(24) to the consolidated financial statements.

Description of key audit matters:

Sales revenue is a key indicator for investors and management to evaluate the Group’s financial and operating performance. The increase or decrease in operating revenue has always been a primary concern for users of financial statements. Therefore, we identified revenue recognition as a key audit matter in the audit of the consolidated financial statements for the current year.

34 -

Audit procedures:

Other matter

The consolidated financial statements and parent company only financial statements of the Group for 2024 were audited by other CPAs and issued with an unqualified opinion on March 26, 2025.

Leader Electronics Inc. has also prepared the parent company-only financial statements for the years ended December 31, 2025, for which we have issued an audit report, along with an unqualified opinion, for reference.

Responsibilities of Management and Those in Charge with Governance of the Consolidated Financial Statements

The management's responsibilities are to prepare the consolidated financial statements with fair presentation in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively referred to as "IFRSs") endorsed and issued into effect by the Financial Supervisory Commission (FSC) of the Republic of China and to maintain necessary internal control associated with the preparation in order to ensure that the consolidated financial statements are free from material misstatement arising from fraud or error.

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

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

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

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report. Reasonable assurance is a high level of assurance, but is not a guarantee that any audit conducted in accordance with the accounting principles will always detect a material misstatement in the consolidated financial statements when it exists. Misstatements can arise from fraud or error. If fraud or errors are considered material, individually or in 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 accounting principles, we exercise professional judgment and professional skepticism throughout the audit. We also performed the following works:

35 -

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

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

KPMG in Taiwan

Stanley Wu

CPA: Charlotte Chao

Competent Security Authority
Approval Document No. March 27, 2026

Jin-Guan-Zheng-Shen-Zi No. 1130332775
Jin-Guan-Zheng-Shen-Zi No. 1050036075

Leader Electronics Inc. and Its Subsidiaries

Consolidated Balance Sheet

December 31, 2025 and 2024

Unit: Thousands of NTD

Assets	2025.12.31		2024.12.31			2025.12.31		2024.12.31
		Amount		Amount			Amount		Amount
11xx	Current assets:						21xx	Current liabilities:
1100	Cash and cash equivalents (Note 6(1))	$	450,478	8	685,120	14	2100	Short-term borrowings (Notes 6(15) and 8)	$	533,807
1150	Notes receivable, net (Notes 6(3) and(24))		80,655	2	105,803	2	2130	Contract liabilities - current (Notes 6(24) and 7)		407,888
1170	Accounts receivable, net (Notes 6(3) and (24))		930,703	18	865,098	17	2150	Notes payable		54,173
1180	Accounts receivable - related parties, net (Notes 6(3), (24) and 7)		2,070	-	-	-	2170	Accounts payable		1,072,331
1200	Other receivables (Note 6(4))		7,540	-	101,998	2	2200	Other payables (Note 6(19))		216,604
1220	Current tax assets		2,966	-	5,167	-	2230	Current tax liabilities		19,132
130X	Inventory (Notes 6(5) and 8)		832,863	16	867,798	18	2260	Liabilities directly associated with non-current assets (or a disposal group) held for sale (Note 6(6))		828
1410	Prepayments (Note 9)		509,536	10	173,087	4	2280	Lease liability - current (Note 6(17))		28,045
1460	Non-current assets held for sale (or disposal groups), net (Note 6(6))		89,502	2	-	-	2322	Long-term borrowings with maturity of less than one year (Notes 6(16) and 8)		191,244
1470	Other current assets (Note 8)		69,608	1	63,437	1	2399	Other current liabilities (Note 6(6))		214,041
	Total current assets		2,975,921	57	2,867,508	58		Total current liabilities		2,738,093
15xx	Non-current assets:						25xx	Non-current liabilities:
1517	Financial assets at fair value through other comprehensive income-non-current (Notes 6(2) and (4))		61,824	1	89,689	2	2540	Long-term borrowings (Notes 6(16) and 8)		734,445
							2550	Provision for liabilities - non-current (Note 6(18))		23,294
1550	Investments accounted for using the equity method (Notes 6(8) and (9))		260,295	5	5,164	-	2570	Deferred tax liabilities (Note 6(20))		-
1600	Property, plant and equipment (Notes 6(10), (11), (13) and 8)		1,485,833	28	1,273,762	26	2580	Lease liability - non-current (Note 6(17))		126,848
1755	Right-of-use assets (Notes 6(10), (12) and (13))		142,608	3	271,893	5	2645	Deposits received		2,260
1760	Investment property (Notes 6(11), (12), (13) and 8)		70,907	1	56,513	1		Total non-current liabilities		886,847
1805	Goodwill (Note 6(10))		51,751	1	16,796	-		Total liabilities		3,624,940
1780	Intangible assets (Notes 6(10) and (14))		56,864	1	51,394	1		Equity (Notes 6(2), (7), (8), (21) and (22))
1840	Deferred tax assets (Note 6(20))		7,783	-	7,632	-		Common stock		2,017,228
1975	Net defined benefit liability - non-current (Note 6(19))		4,718	-	4,499	-		Capital surplus		33,507
1990	Other non-current assets (Note 8)		165,847	3	324,551	7		Retained earnings:
	Total non-current assets		2,308,430	43	2,101,893	42		Legal reserve		-
							3110	Special reserve		-
							3320	Losses to be made up		(297,879)
								Other equity:		(297,879)
							3410	Exchange differences on the translation of financial statements of foreign operations		(64,779)
							3420	Unrealized loss on financial assets measured at fair value through other comprehensive income		(120,926)
							3430	Total equity		(185,705)
							3500	Treasury stock		(25,377)
							31xx	Subtotal of equity attributable to owners of the parent company		1,541,774
							36xx	Non-controlling interests		117,637
							3xxx	Total equity		1,659,411
							2-3xx	Total liabilities and equity		$ 5,284,351

Chairman: C.Y Pao

(Please refer to the Notes to the Consolidated Financial Statements)

Managerial Officer: Y.H. Chiang

Accounting Officer: Erix Chen

Leader Electronics Inc. and Its Subsidiaries

Consolidated Statements of Comprehensive Income

January 1 to December 31, 2025 and 2024

Unit: Thousands of NTD

	2025		2024
		Amount	%	Amount	%
4000	Operating revenues (Notes 6(24) and 7)	$ 3,145,892	100	3,131,586	100
5000	Operating costs (Notes 6(5), (11), (12), (14) and (19))	2,852,239	91	2,685,306	86
	Operating gross margins	293,653	9	446,280	14
5920	Add: Realized profit and loss on sales	-	-	1,897	-
5900	Operating gross margins	293,653	9	448,177	14
6000	Operating expenses (Notes 6(3), (11), (12), (14), (17) and (22))
6100	Selling expenses	181,513	6	189,677	6
6200	Administrative expenses	332,974	11	385,081	12
6300	R&D expenses	137,661	4	186,938	6
6450	Expected credit impairment loss	8,329	-	66,685	2
	Total operating expenses	660,477	21	828,381	26
6900	Net operating loss	(366,824)	(12)	(380,204)	(12)
7000	Non-operating incomes and expenses (Notes 6(8), (9), (11), (13), (17), (26) and 7)
7100	Interest income	3,599	-	5,997	-
7010	Other income	84,191	3	85,572	3
7020	Other gains and losses	48,290	2	(45,969)	(2)
7050	Financial costs	(52,043)	(2)	(47,053)	(2)
7770	Share of loss of affiliates using the equity method	(4,555)	-	(4,936)	-
	Total non-operating income and expenses	79,482	3	(6,389)	(1)
7900	Net loss before taxation	(287,342)	(9)	(386,593)	(13)
7950	Less: Income tax expense (Note 6(20))	11,335	-	3,971	-
8000	Net loss in this period	(298,677)	(9)	(390,564)	(13)
8300	Other comprehensive income (Notes 6(19) and (21))
8310	Items not reclassified to profit or loss
8311	Remeasurement of defined benefit plan	(423)	-	2,677	-
8316	Unrealized gains or losses on investment in equity instruments at fair value through other comprehensive income	(22,546)	(1)	54,699	2
8349	Less: Income tax related to items not reclassified	-	-	-	-
	Total items not reclassified to profit or loss	(22,969)	(1)	57,376	2
8360	Items that may subsequently be reclassified to profit or loss:
8361	Exchange differences on the translation of financial statements of foreign operations	(100,358)	(3)	128,537	4
8399	Less: Income tax relating to items that are reclassifiable to profit or loss	-	-	-	-
	Total items that may subsequently be reclassified to profit or loss	(100,358)	(3)	128,537	4
8300	Other comprehensive income (net after tax) for the period	(123,327)	(4)	185,913	6
8500	Total comprehensive income in this period	$ (422,004)	(13)	(204,651)	(7)
8600	Net loss for the period attributable to:
8610	Owners of the parent company.	$ (287,754)	(9)	(388,403)	(13)
8620	Non-controlling interests	(10,923)	-	(2,161)	-
		$ (298,677)	(9)	(390,564)	(13)
8700	Comprehensive income attributable to:
8710	Owners of the parent company.	$ (411,541)	(13)	(202,373)	(7)
8720	Non-controlling interests	(10,463)	-	(2,278)	-
		$ (422,004)	(13)	(204,651)	(7)
	Loss per share (Unit: Thousands of NTD) (Note 6(23))
9750	Basic loss per share	$	(1.44)		(2.02)
9850	Diluted loss per share	$	(1.44)		(2.02)

(Please refer to the Notes to the Consolidated Financial Statements)
Chairman: C.Y Pao
Managerial Officer: Y.H. Chiang
Accounting Officer: Erix Chen

Leader Electronics Inc. and Its Subsidiaries
Consolidated Statements of Changes in Equity
January 1 to December 31, 2025 and 2024
Unit: Thousands of NTD

	Common stock	Capital surplus	Retained earnings				Exchange differences on the translation of financial statements of foreign operations	Other equity			Treasury stock	Total equity attributable to owners of the Parent	Non-controlling interests
			Legal reserve	Special reserve	Undistributed earnings (losses to be made up)	Total		Unrealized valuation gain or loss on financial assets measured at fair value through other comprehensive income	Total
Balance as of January 1, 2024	$ 1,663,628	3,367	-	36,687	41,362	78,049	(92,615)	(66,917)	(159,532)	(9,781)	1,575,731	11,180	1,586,911
Earnings appropriation and distribution:
Appropriation of legal reserve	-	-	4,136	-	(4,136)	-	-	-	-	-	-	-	-
Appropriation of special reserve	-	-	-	37,226	(37,226)	-	-	-	-	-	-	-	-
Net loss in this period	-	-	-	-	(388,403)	(388,403)	-	-	-	-	(388,403)	(2,161)	(390,564)
Other comprehensive income in this period	-	-	-	-	2,677	2,677	128,654	54,699	183,353	-	186,030	(117)	185,913
Total comprehensive income in this period	-	-	-	-	(385,726)	(385,726)	128,654	54,699	183,353	-	(202,373)	(2,278)	(204,651)
Capital increase in cash	360,000	174,999	-	-	-	-	-	-	-	-	534,999	-	534,999
Repurchase of treasury stock	-	-	-	-	-	-	-	-	-	(25,377)	(25,377)	-	(25,377)
Treasury shares transferred to employees	-	14,031	-	-	-	-	-	-	-	6,270	20,301	-	20,301
Changes in ownership interests of subsidiaries	-	4,979	-	-	-	-	-	-	-	-	4,979	97,021	102,000
Share-based payment arrangements	-	14,437	-	-	-	-	-	-	-	-	14,437	-	14,437
Disposal of equity instruments measured at fair value through other comprehensive income	-	-	-	-	87,324	87,324	-	(87,324)	(87,324)	-	-	-	-
Balance as of December 31, 2024	2,023,628	211,813	4,136	73,913	(298,402)	(220,353)	36,039	(99,542)	(63,503)	(28,888)	1,922,697	105,923	2,028,620
Earnings appropriation and distribution:
Legal reserve to make up for losses	-	-	(4,136)	-	4,136	-	-	-	-	-	-	-	-
Special reserve to make up for losses	-	-	-	(73,913)	73,913	-	-	-	-	-	-	-	-
Other changes in capital surplus:
Capital surplus to cover losses	-	(211,813)	-	-	211,813	211,813	-	-	-	-	-	-	-
Net loss in this period	-	-	-	-	(287,754)	(287,754)	-	-	-	-	(287,754)	(10,923)	(298,677)
Other comprehensive income in this period	-	-	-	-	(423)	(423)	(100,818)	(22,546)	(123,364)	-	(123,787)	460	(123,327)
Total comprehensive income in this period	-	-	-	-	(288,177)	(288,177)	(100,818)	(22,546)	(123,364)	-	(411,541)	(10,463)	(422,004)
Retirement of treasury stock	(6,400)	2,889	-	-	-	-	-	-	-	3,511	-	-	-
Difference between the price of the disposal of subsidiary's equity and the book value	-	9,062	-	-	-	-	-	-	-	-	9,062	21,756	30,818
Changes in ownership interests of subsidiaries	-	21,556	-	-	-	-	-	-	-	-	21,556	92,069	113,625
Share-based payment arrangements	-	-	-	-	-	-	-	-	-	-	-	149	149
Decrease in Non-controlling interests	-	-	-	-	-	-	-	-	-	-	-	(91,797)	(91,797)
Disposal of equity instruments measured at fair value through other comprehensive income	-	-	-	-	(1,162)	(1,162)	-	1,162	1,162	-	-	-	-
Balance as of December 31, 2025	$ 2,017,228	33,507	-	-	(297,879)	(297,879)	(64,779)	(120,926)	(185,705)	(25,377)	1,541,774	117,637	1,659,411

Chairman: C.Y Pao

(Please refer to the Notes to the Consolidated Financial Statements)

Managerial Officer: Y.H. Chiang

Accounting Officer: Erix Chen

Leader Electronics Inc. and Its Subsidiaries
Consolidated Statements of Cash Flows
January 1 to December 31, 2025 and 2024

Unit: Thousands of NTD

	2025	2024
Cash flows from operating activities:
Net loss before tax for the period	$ (287,342)	(386,593)
Adjustments:
Income and expense items
Depreciation expenses	161,270	141,946
Amortization expenses	11,465	11,130
Expected credit impairment loss	8,329	66,685
Net gains on financial assets at fair value through profit or loss	-	(1,826)
Interest expense	52,043	47,053
Interest income	(3,599)	(5,997)
Dividend income	(3,568)	(8,121)
Share-based payment for remuneration cost	149	28,468
Share of loss of affiliates using the equity method	4,555	4,936
Loss on disposal of property, plant and equipment	2,947	40,843
Gain on disposal of investment property	-	(6,880)
Increase in disposal of investments accounted for using the equity method	(11,150)	(51,614)
Unrealized (realized) profit on sales	-	(1,897)
Unrealized foreign exchange losses (gains)	(72,538)	97,279
Impairment of Property, plant, and equipment	2,267	3,062
Inventory valuation losses	-	1,836
Gain on lease modification	(176)	-
Total income and expense items	151,994	366,903
Changes in assets/liabilities related to operating activities:
Net change in assets related to operating activities:
Financial assets mandatorily measured at fair value through profit or loss	-	63,678
Notes receivable	22,384	41,390
Accounts receivable	(82,085)	136,221
Accounts receivable – related parties	(2,070)	-
Other receivables	(6,110)	8,526
Other receivables – related parties	31,539	-
Inventory	27,687	(106,261)
Prepayments	(145,837)	(6,323)
Other current assets	(799)	(1,307)
Net defined benefit asset	(642)	(584)
Total of net change in assets related to operating activities	(155,933)	135,340
Net change in liabilities related to operating activities:
Contract liabilities	203,082	(7,190)
Notes payable	46,933	3,828
Accounts payable	60,146	23,449
Other payables	(65,934)	(21,942)
Provision for liabilities	(499)	-
Other current liabilities	43,111	(6,854)
Total of net change in liabilities related to operating activities	286,839	(8,709)
Total net changes in assets and liabilities related to operating activities	130,906	126,631
Total adjustments	282,900	493,534
Cash inflow (outflow) from operations	(4,442)	106,941
Interest received	3,599	5,997
Dividend received	3,568	8,121
Interests paid	(50,986)	(47,665)
Income tax paid	(9,033)	(7,065)
Net cash inflow (outflow) from operating activities	(57,294)	66,329

40 -

Leader Electronics Inc. and Its Subsidiaries

Consolidated Statements of Cash Flows (Continued)

January 1 to December 31, 2025 and 2024

Unit: Thousands of NTD

	2025	2024
Cash flows from investing activities:
Purchase of financial assets measured at fair value through other comprehensive income	$ (1,800)	(8,750)
Proceeds from disposal of financial assets measured at fair value through other comprehensive income	100,408	13,637
Refund of share price for capital reduction of financial assets at fair value through other comprehensive income	5,873	7,755
Investments using the equity method acquired	(71,278)	-
Investments using the equity method disposed of	-	84,444
Acquisition of subsidiaries, net of cash acquired	(110,026)	(20,076)
Disposal of subsidiary	(60,571)	-
Disposal of equity interest in subsidiaries (without loss of control)	30,818	-
Acquisition of property, plant and equipment	(239,133)	(313,470)
Disposal of property, plant and equipment	5,564	20,498
Advance receipts from disposal of land use rights and plant	104,858	-
Increase in guarantee deposits paid	(43,524)	(23,458)
Acquisition of intangible assets	(4,462)	(13,790)
Disposal of investment property	-	35,935
Decrease (increase) in other financial assets	(5,744)	12,049
Decrease in other non-current assets	2,725	-
Net cash outflow from investing activities	(286,292)	(205,226)
Cash flows from financing activities:
Increase in short-term borrowings	1,089,431	870,000
Decrease in short-term borrowings	(895,624)	(943,761)
Proceeds from long-term borrowings	471,511	291,000
Repayments of long-term borrowings	(631,102)	(412,410)
Increase in deposits received	16	28
Principal repayment of lease	(31,521)	(28,702)
Capital increase in cash	-	534,999
Cost of repurchasing treasury stock	-	(25,377)
Treasury shares purchased by employees	-	6,270
Changes in non-controlling interests	113,625	102,000
Net cash inflow from financing activities	116,336	394,047
Impact of changes in exchange rate on cash and cash equivalents	(7,015)	9,761
Increase (decrease) in cash and cash equivalents for the period	(234,265)	264,911
Cash and cash equivalents balance – beginning of the period	685,120	420,209
Cash and cash equivalents balance – end of the period	$ 450,855	685,120
Composition of cash and cash equivalents:
Cash and cash equivalents in the consolidated balance sheet	$ 450,478	685,120
Cash and cash equivalents classified as non-current assets held for sale	377	-
Cash and cash equivalents balance – end of the period	$ 450,855	685,120

(Please refer to the Notes to the Consolidated Financial Statements)
Chairman: C.Y Pao
Managerial Officer: Y.H. Chiang
Accounting Officer: Erix Chen

(Attachment IV)

Leader Electronics Inc.
Loss Make-up Statement
2025

	Unit: NT$
Earnings undistributed at the beginning of the period	$ (8,540,618)
Add: Net Loss after Tax for 2025	(287,753,375)
Less: Remeasured value of the determined business plan recognized in retained earnings	(423,309)
Less: Gain on Disposal of Financial Assets Measured at Fair Value through Other Comprehensive Income	(1,161,649)
Losses to be made up at the end of the reporting period	(297,878,951)

Chairman: C.Y Pao
Managerial Officer: Y.H. Chiang
Accounting Officer: Erix Chen

42 -

(Attachment V)

Annual General Meeting for 2026 of Leader Electronics Inc. List of Candidates for Directors and Independent Directors

Title	Name	Educational qualifications	Hands-on experiences in professional practices	Current position	Number of shares held	Has Served More Than Three Consecutive Terms as an Independent Director
Director	Leader Prosperity Investment Company C.Y Pao	Department of Engineering, Chung Yuan Christian University	General Manager, Leader Electronics Inc.	Chairman, Leader Electronics Inc.	10,000 shares	NA
Director	Thomas Bao	Lehigh University - Supply Chain Management Graduate	Vice President of Sales, Leader Electronics Inc.	Vice President of Sales, Leader Electronics Inc.; Chief Sustainability Officer, Leader Electronics Inc.; Chief Procurement Officer, Leader Electronics Inc.	2,776,984 shares	NA
Director	Yeh Hsieh, Chiu - Chin	Sungshan Vocational School of Commerce	Supervisor of Surehigh International Technology,Inc.	NA	1,012,993 shares	NA
Director	William Chen	Master of Science in Finance, University of Florida	Head of Proprietary Trading Department, Taichung Bank Securities Co., Ltd.	NA	5,000 shares	NA
Independent director	Yang, Ming-Si	Ph. D. of Finance, Shanghai Financial & Economic University	Manager of Taiwan Sport Lottery Co.,Ltd.& Data Application Dept., Fubon Financial Holding Corporation	Adjunct Lecturer, Chihlee University of Technology; Associate Professor, Fuzhou Institute of Technology; Independent Director, G-TECH Optoelectronics Corporation	0 share	No
Independent director	Jim Cherng,	Ph. D. of Chemical Engineering, Brigham Young University of the United States	General Manager and Founder of Amita Technologies Inc. Director of Taiwan Battery Association	Supervisor, GWA ENERGY, INC.	0 share	No
Independent director	Yuan Tung Chen	Executive Master of Accounting, National Central University	Practicing CPA, KEDP CPAs Group	Managing Partner and Practicing CPA, KEDP CPAs Group	0 share	No

(Attachment VI)

Leader Electronics Inc.

Information on Concurrent Positions Held in Other Companies by Newly Elected Directors and Independent Directors

Title	Name	Names and positions in other companies for the concurrent jobs
Corporate Director Representative	C.Y Pao	Director, Dongguan Leader Electronics Inc. (Representative of LEI Industries (H.K.) Limited)
Director, Jiangsu Leader Electronics Co., Ltd (Representative of LEI Industries (H.K.) Limited)
Representative Director, LEI Japan Co., Ltd.
Director, Leader Electronics (Singapore) Pte Ltd. (Representative of LEI Electronics (B.V.I.) Inc.)
Director, NULEIV INC. (Representative of Leader Electronics Inc.)
Director	Thomas Bao	Director, Dongguan Leader Electronics Inc. (Representative of LEI Industries (H.K.) Limited)
Director, Zhenjiang Wanyi Tools Co., Ltd. (Representative of Jiangsu Leader Electronics Co., Ltd)
Director, Dongguan Linghung Electronics Inc. (Representative of LEI Industries (H.K.) Limited)
Auditor, LEI Japan Co. Ltd. (Representative of LEI ELECTRONICS (B.V.I.) INC)
Chairman, Leader Electronics Affiliated Inc. (Representative of Leader Electronics Inc.)
Chairman, Zedeon Energy Co., Ltd. (Representative of Leader Electronics Inc.)
Supervisor, Weiyuan Investment Co., Ltd.
Supervisor, Qiong Fu Investment Co., Ltd.
Director	Yeh Hsieh, Chiu - Chin	Director, Dongguan Leader Electronics Inc. (Representative of LEI Industries (H.K.) Limited)
Supervisor, Jiangsu Leader Electronics Co., Ltd (Representative of LEI Industries (H.K.) Limited)
Director, LEI Industries (H.K.) Limited (Representative of Leader International Holding Ltd.)
Independent director	Yang, Ming-Si	Independent director, G-TECH Optoelectronics Corporation

44 -

(Appendix I)

LEADER Electronics Inc.
Article of Incorporation

Chapter 1 General Rules

Article 1: The Company shall be incorporated under the Company Act and its name shall be LEADER Electronics Inc. English Name is LEADER ELECTRONICS INC.

Article 2: The scope of business of the Company shall be as follows:

CB01010 Mechanical Equipment Manufacturing
CC01010 Manufacture of Power Generation, Transmission and Distribution Machinery
CC01020 Electric Wires and Cables Manufacturing
CC01030 Electrical Appliances and Audiovisual Electronic Products Manufacturing
CC01040 Lighting Equipment Manufacturing
CC01060 Wired Communication Mechanical Equipment Manufacturing
CC01070 Wireless Communication Mechanical Equipment Manufacturing
CC01080 Electronics Components Manufacturing
CC01090 Manufacture of Batteries and Accumulators
CC01100 Controlled Telecommunications Radio-Frequency Devices and Materials Manufacturing
CC01110 Computer and Peripheral Equipment Manufacturing
CC01120 Data Storage Media Manufacturing and Duplicating
CC01990 Other Electrical Engineering and Electronic Machinery Equipment Manufacturing
CD01010 Ships and Parts Manufacturing
CD01020 Rail Vehicle and Parts Manufacturing
CD01030 Motor Vehicles and Parts Manufacturing
CD01040 Motorcycles and Parts Manufacturing
CD01050 Bicycles and Parts Manufacturing
CD01060 Aircraft and Parts Manufacturing
CD01990 Other Transport Equipment and Parts Manufacturing

45 -

46 -

CE01010 General Instrument Manufacturing
D101060 self-usage power generation equipment utilizing renewable energy industry
E599010 Piping Engineering
E601010 Electric Appliance Construction
E601020 Electric Appliance Installation
E603010 Cable Installation Engineering
E603040 Fire Safety Equipment Installation Engineering
E603050 Automatic Control Equipment Engineering
E603080 Traffic Signs Installation Engineering
E603090 Lighting Equipments Construction
E604010 Machinery Installation
E605010 Computer Equipment Installation
E606010 Power Consuming Equipment Inspecting and Maintenance
EZ05010 Instrument and Meters Installation Engineering
EZ99990 Other Engineering
F113020 Wholesale of Electrical Appliances
F113050 Wholesale of Computers and Clerical Machinery Equipment
F113070 Wholesale of Telecommunication Apparatus
F113110 Wholesale of Batteries
F114030 Wholesale of Motor Vehicle Parts and Motorcycle Parts, Accessories
F214030 Retail Sale of Motor Vehicle Parts and Motorcycle Parts, Accessories
F118010 Wholesale of Computer Software
F119010 Wholesale of Electronic Materials
F213010 Retail Sale of Electrical Appliances
F213060 Retail Sale of Telecommunication Apparatus
F213110 Retail Sale of Batteries
F218010 Retail Sale of Computer Software
F219010 Retail Sale of Electronic Materials
F401010 International Trade
G801010 Warehousing
G202010 Parking area Operators
G799990 Other Transportation Support

H701050 Investment, Development and Construction in Public Construction
I103060 Management Consulting
I199990 Other Consulting Service
I301010 Information Software Services
I301020 Data Processing Services
I301030 Electronic Information Supply Services
I501010 Product Designing
I599990 Other Designing
IF04010 Non-destructive Testing
IG02010 Research and Development Service
IG03010 Energy Technical Services
IZ99990 Other Industrial and Commercial Services
JA02020 Motorcycle Repair
JA02030 Bicycle Repair
JA02990 Other Repair
JE01010 Rental and Leasing
ZZ99999 All business activities that are not prohibited or restricted by law, except those that are subject to special approval.

Article 3: The Company shall have its head office in New Taipei City, R.O.C. When it is determined to be necessary, branch offices may be established domestically or overseas, and the establishment and abolishment of branch offices shall be based on the resolution of Board of Directors.

Article 4: Deleted.

Chapter 2 Shares

Article 5: The total capital of the Company shall be NT$ 3,000,000,000 dollars, divided into 300,000,000 shares at a par value of NT$ 10 dollars. For the unissued shares, the Board of Directors is authorized to perform issuance at discrete times depending upon the needs of business. Among which, an amount of NT$ 100,000,000 dollars, divided into 10,000,000 shares, is reserved for employee share subscription warrant.

Article 6: When issuing new shares, the Company may include employees of its subsidiaries, as defined in the Company Act, among the recipients of the newly issued shares and restricted employee shares.

Article 7: For the shares issued by the Company, the printing of share certificates may be

47 -

exempted; however, they shall be registered with the Centralized Securities Depository Enterprises.

Article 8: The administration of the shareholder services of the Company shall be handled according to the “Regulations Governing the Administration of Shareholder Services of Public Companies” and relevant laws.

Article 9: For the transfer of shares or setting of pledges, the transferor and transferee or pledgor or pledgee shall jointly submit application forms and relevant documents, after signing and stamping with seals, the documents shall be submitted to the Company or its designated stock agency for registration of transfer.

Article 10: Deleted.

Article 11: Deleted.

Article 12: Deleted.

Article 13: Any transfer registration of shares shall be prohibited within 60 days prior to the ordinary shareholders’ meeting, 30 days prior to the extraordinary shareholders’ meeting, or 5 days prior to the record date for the distribution of dividends and bonuses or other interests by the Company.

Chapter 3 Shareholders’ Meeting

Article 14: (1) The shareholders’ meeting shall be classified into two types of the ordinary shareholders’ meeting and extraordinary shareholders’ meeting. The ordinary shareholders’ meeting shall be convened at least once per year, and shall be convened within six months after the close of each fiscal year. The extraordinary shareholders’ meeting shall be convened whenever necessary according to laws.

(2) The shareholders' meetings of the Company may be held by video conference or other means announced by the central competent authority. The relevant provisions such as the conditions, operating procedures and other matters to be transacted by which the shareholders' meetings are held by video conference shall be subject to those otherwise stipulated by the securities authorities.

(3) All shareholders shall be informed of the date, location and reasons of convention 30 days before the convention of the ordinary shareholders’ meeting, and 15 days before the convention of the extraordinary shareholders’ meeting. The convention notice of shareholders’ meeting, upon the consent of counter parties, may be made via the electronic method. For shareholders holding registered shares less than 1,000 shares, the aforementioned convention notice may be made via the announcement method.

Article 15: Unless otherwise specified in the law, each shareholder of the Company shall have one vote for each share held.

Article 16: Where a shareholder for any reasons cannot attend the shareholders’ meeting in person, he or she may appoint a proxy to attend a shareholders' meeting in his/her/its behalf by executing a power of attorney printed by the Company. The regulations for authorizing proxies to attend meetings on behalf of shareholders shall comply with the regulations of the Company Act and shall

48 -

also be handled accordingly to the “Regulations Governing the Administration of Shareholder Services of Public Companies” announced by the competent authority.

Article 17: Unless otherwise specified in the Company Act, any resolution at a shareholders’ meeting shall be convened with the attendance of a majority of the shareholders representing more than half of the total number of the company’s outstanding shares, and shall be executed based on the majority of the voting rights of attending shareholders. Where the Company lists the electronic method as one of the ways for exercising the voting right according to regulations of the competent authority, the shareholders of the Company may also exercise the voting right via the electronic method. Shareholders using the electronic method to exercise his or her voting right shall be deemed to attend the meeting in person, and relevant matters shall be handed according to the laws.

Chapter 4 Directors and Audit Committee

Article 18: The Company shall have seven to eleven directors (wherein the number of independent directors shall not be less than three directors, and shall not be less one third of the total number of directors), for which the candidates to be elected shall be appointed by the Board of Directors for a term of three years and may be re-elected following appointment.

Directors of the Company shall be elected by way of nomination of candidates set out in Article 192-1 of the Company Act at the shareholders' meeting from the list of candidates; independent directors and non-independent directors shall be elected together, and the number of elected directors shall be calculated separately.

Total number of the registered shares in the Company held by all the directors shall be subject to the Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies promulgated by the competent authorities.

Article 18-1: The Company has set up an Audit Committee in lieu of supervisors in accordance with the provisions of Article 14-4 of the Securities and Exchange Act. The Audit Committee is composed entirely of independent directors, who shall exercise functions and powers to deal with related matters as resolved separately by the Board of Directors in accordance with the relevant laws and regulations.

Article 19: Where the directors organize the Board of Directors, one Chairman and one Vice Chairman shall be selected from the directors among themselves in order to execute all affairs of the Company according to the laws, Article of Incorporation, resolutions of the shareholders’ meeting and Board of Directors’ meeting.

Article 20: The authorities of the Board of Directors are as follows:

(1) Determination of business plan.
(2) Review of important rules and contracts.
(3) Establishment and abolishment of branch institutions.

49 -

(4) Review of budget and final accounts.
(5) Appointment and discharge of important employees above the rank of Vice President.
(6) Other matters specified in the Company Act or relevant laws and this Article of Incorporation.

Article 20-1: The purchase of liability insurance for all of the directors shall be determined by the Board of Directors.

Article 21: The convention of Board of Directors’ meeting shall indicate the reasons of convention, and all directors shall be informed in writing or through e-mail method seven days in advance; provided that in case of emergencies, such meeting may be convened at any time. The Chairman shall be the chairperson of the Board of Directors’ meeting. In case where the Chairman is on leave or absent or cannot exercise his power and authority for any cause, the proxy thereof shall be handled according to the regulation of Article 208 of the Company Act.

Article 22: Unless otherwise specified in the Company Act, resolutions of Board of Directors’ meeting shall be executed based on the attendance of a majority of Directors and the consents of more than half of the attending Directors.

Article 23: Where a director cannot attend the Board of Directors’ meeting due to reasons, he or she may issue a power of attorney to authorize another director to attend the meeting as a proxy on his or her behalf.

Article 24: When the number of vacancies of directors reaches one third of the total number of directors, the Board of Directors shall convene an extraordinary shareholders’ meeting within sixty days to fill the vacancies. The term of office of the directors elected to fill the vacancies shall be limited to fulfill the unexposed term of office of the predecessor.

Article 25: Deleted.

Article 26: Deleted.

Chapter 5 Managerial Officers

Article 27: The Company shall have one President for managing all affairs of the Company according to the directions of the Board of Directors, and may have several Vice Presidents to provide assistance thereto. The appointment and discharge thereof shall be made based on the consents of a majority of all of the directors.

Article 28: Deleted.

Chapter 6 Accounting

Article 29: The accounting fiscal year of the Company shall start from January 1 to December 31.

Article 30: After the end of each fiscal year of the Company, the following documents and statements should be prepared by the Board of Directors, which shall be

50 -

submitted to the Shareholders' Meeting in accordance with legal procedures for approval:

(1) Business report.
(2) Financial statements.
(3) Proposal on distribution of surplus earnings or covering losses.

Article 31: The directors of the Company may collect allowances. Shareholders or directors taking the role of managerial personnel or employees shall be treated as regular employees entitled to the collection of salaries.

Article 31-1: The remuneration of directors shall be paid according to the common standard of the same industry and based on the resolution of the Board of Directors' meeting authorized.

Article 32: Where there is a profit in a fiscal year, the Company shall allocate no less than 5% of the profit but not higher than 15% thereof as the employees' remuneration; no less than 35% of the aforementioned employees' remuneration shall be allocated to base-level employees in accordance with the actual amount allocated; in addition, no more than 1% of the profit for the remuneration of directors. However, in case where there is accumulated loss, the Company shall deduct the amount for the accumulated loss first, followed by making appropriation based on the calculation of remaining balance.

The employees' remuneration may be made in shares or cash, and the distribution recipients may include employees of affiliates of the Company specified in the Company Act.

Article 32-1:

Where there is a surplus in the settlement of a fiscal year, the Company shall distribute the surplus according to the following sequence.

Appropriate amount to pay for the income tax according to the law.
Compensate the losses of previous years.
Allocate 10% for legal reserve.
Appropriate or reserve special reserve according to the law or business operation needs.
After deducting all of the above amounts described in the preceding paragraphs, the Board of Directors shall combine the remaining balance thereof along with the accumulated undistributed surplus from the previous years in order to establish a shareholders' bonus distribution proposal and to submit such proposal to the shareholders' meeting for resolution on the distribution thereof. The distribution of shareholders' bonus may be made in the form of share dividends or cash dividends.

If a provision made by the Company for special surplus reserves is a net reduction of other equity and the net increase in the fair value of real estate for investment accumulated in the previous period, special surplus reserves of the same amount shall be exacted from the undistributed earnings for the prior period; if there is a shortfall, net profits after tax for the current period, plus the items other than the net profits after tax for the current period shall be included in the provision for undistributed earnings for the current period.

51 -

The Company has authorized the Board of Directors to declare dividends and bonuses or statutory surplus reserves and capital surplus in entirely or partially in cash, and reports such declaration at the meeting of shareholders at which more than two thirds of the directors are present, and a resolution on such declaration is approved by more than half of the attending directors.

Article 32-2:

The dividend policy of the Company is as follows:

The Company is current under the developing stage, and to cope with the future business development and expansion, the distribution of surplus shall consider the future capital expense budget and the demand for funds of the Company, such that the appropriation of the distributable surplus shall not be less than 50% for the distribution of shareholders' bonus in each year; provided that when the total amount of distributable surplus fails to reach NT$ 0.5 dollar per share, no distribution may be made. The distribution of shareholders' bonus may be made in the form of share dividends or cash dividends, wherein the share dividends shall not exceed 50% of the total amount of shareholders' bonus distributed in the current year.

Chapter 7 Supplementary Provisions

Article 33: The Company may be a shareholder of limited liability of another company. Regarding the reinvestment total amount, the Company shall not be limited to the reinvestment total amount specified in Article 13 of the Company Act.

Article 34: The Company may provide guarantees to relevant operators in the same industry.

Article 35: According to the regulations of the Securities and Exchange Act or other laws, where a shareholders' meeting is attended by shareholders representing a majority of the total number of shares issued and the consents of two thirds of the voting rights of attending shareholders, the Company may transfer the treasury stocks to employees at price lower than the average price of the shares actually purchased back.

Article 36: The organization regulation and enforcement rules of the Company are established separately.

Article 37: Any matters not specified in this Article of Incorporation shall be handled according to the regulations of the Company Act.

Article 38: These Articles were made effective as of February 18, 1970.

The 1st amendment hereto was made on March 31, 1971.

The 2nd amendment hereto was made on March 31, 1972.

The 3rd amendment hereto was made on August 11, 1972.

The 4th amendment hereto was made on February 14, 1976.

The 5th amendment hereto was made on November 30, 1977.

The 6th amendment hereto was made on January 15, 1981.

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The 7th amendment hereto was made on July 4, 1981.
The 8th amendment hereto was made on June 11, 1983.
The 9th amendment hereto was made on July 4, 1983.
The 10th amendment hereto was made on November 10, 1983.
The 11st amendment hereto was made on April 13, 1984.
The 12nd amendment hereto was made on May 14, 1985.
The 13rd amendment hereto was made on January 19, 1986.
The 14th amendment hereto was made on April 25, 1987.
The 15th amendment hereto was made on March 27, 1988.
The 16th amendment hereto was made on April 30, 1990.
The 17th amendment hereto was made on April 20, 1991.
The 18th amendment hereto was made on January 31, 1996.
The 19th amendment hereto was made on April 26, 1997.
The 20th amendment hereto was made on December 15, 1998.
The 21st amendment hereto was made on March 18, 2000.
The 22nd amendment hereto was made on May 22, 2002.
The 23rd amendment hereto was made on June 25, 2003.
The 24th amendment hereto was made on June 15, 2004.
The 25th amendment hereto was made on June 14, 2005.
The 26th amendment hereto was made on June 14, 2006.
The 27th amendment hereto was made on June 13, 2007.
The 28th amendment hereto was made on June 19, 2008.
The 29th amendment hereto was made on June 10, 2009.
The 30th amendment hereto was made on June 25, 2010.
The 31st amendment hereto was made on June 28, 2011.
The 32nd amendment hereto was made on June 5, 2012.
The 33rd amendment hereto was made on June 7, 2016.
The 34th amendment hereto was made on June 13, 2017.
The 35th amendment hereto was made on June 18, 2019.
The 36th amendment hereto was made on June 24, 2020.
The 37th amendment hereto was made on July 22, 2021.
The 38th amendment hereto was made on June 24, 2022.
The 39th amendment hereto was made on June 20, 2025.

53 -

(Appendix II)

Leader Electronics Inc.
Procedures for Loaning of Funds to Others (Before Amendment)

Article 1: Purpose

In order to meet business needs and handle matters regarding the loaning of funds to others in accordance with the law, the Company shall comply with the provisions of these Procedures.

Article 2: Eligible Borrowers

The funds of the Company shall not be loaned to shareholders or any others except under the following circumstances:

Companies or firms that have business dealings with the Company.
Companies or firms with a need for short-term financing, including:
(1) Companies in which the Company holds, directly or indirectly, 50% or more of the voting shares, and that have a need for short-term financing due to business requirements.
(2) Other companies or firms approved by the Board of Directors of the Company for the loaning of funds.

The term "business dealings" referred to in the preceding paragraph means entities with purchase or sales behaviors with the Company. The term "short-term" means one year or an operating cycle, whichever is longer.

Article 3: Deleted

Article 4: Limits on Loaning of Funds:

Aggregate Limits on Loaning of Funds:
(1) The aggregate amount of funds loaned by the Company to others shall not exceed 40% of the Company's net worth.
(2) The aggregate limits on funds loaned by the Company and its subsidiaries to others shall not exceed 200% of the Company's net worth.
Limits on Loaning of Funds to Individual Entities:
(1) The amount of funds loaned by the Company to a single entity shall not exceed 40% of the Company's net worth.
(2) For a single company or business having business dealings with the Company, the individual loan amount shall be limited to the lower of the following:
(a) The amount of business dealings between the two parties. The "amount of business dealings" refers to the higher of the purchase or sales amount between the two parties.
(b) 40% of the Company's net worth.
(3) For companies or businesses with a need for short-term financing, the individual loan amount shall not exceed 40% of the Company's net worth.
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Article 5: Loan Period

The duration of each loan shall not exceed one year.

Article 6: Calculation of Interest

Interest shall be calculated once a month based on the bank short-term loan prime rate on the first day of the month when the loan is approved by the Company, plus 1%.

Article 7: Procedures for Handling and Review of Loaning of Funds:

Application:

When a borrower applies for a loan from the Company, the borrower shall provide basic information and financial data, and submit an application form or an official letter to the Finance Department of the Company, detailing the loan amount, duration, and purpose.

Credit Investigation:

(1) For first-time borrowers, the borrower shall provide basic information and financial data for the Finance Department of the Company to forward to the legal department for credit investigation procedures.

(2) For recurring borrowers, a credit investigation shall be conducted once a year. For major cases, a credit investigation shall be conducted semi-annually as actual needs require.

(3) If the borrower is in good financial condition and its annual financial statements have been audited and certified by a certified public accountant (CPA) for financing purposes, the loan proposal may be signed and approved by referring to the CPA's audit report.

Loan Approval:

(1) After credit investigation or evaluation, the Finance Department shall assess the necessity and reasonableness of the loaning of funds, as well as its impact on the Company's operating risks, financial status, and shareholders' equity, and then submit the proposal to the Board of Directors for resolution.

(2) When matters regarding loaning funds to others are submitted to the Board of Directors for resolution pursuant to the preceding subparagraph, the opinions of each independent director shall be fully considered, and their consenting or dissenting opinions and the reasons thereof shall be recorded in the minutes of the Board of Directors' meeting.

(3) After the loan application is approved, the Finance Department shall notify the borrower by letter as soon as possible, detailing the Company's loan conditions, including the line of credit, duration, interest rate, collateral, and guarantors.

Contract Signing and Verification:

(1) The personnel in charge of the lending case shall fill out the loan agreement based on the approved conditions to complete the signing procedures.

(2) After the borrower and joint guarantors have signed and sealed the agreement, the personnel in charge shall conduct the identity verification and counter-signing procedures.

Disbursement:

When the borrower undergoes contract signing and verification in accordance with the preceding subparagraph, the borrower shall provide a promissory note or collateral of equivalent value. The funds may be disbursed after the mortgage registration and related

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procedures are completed. If the borrower is a subsidiary, the aforementioned collateral and guarantee requirements may be waived.

Creation of Rights on Collateral and Insurance:

(1) If the borrower provides collateral, procedures for creating a pledge or mortgage shall be completed to secure the Company's creditor's rights.

(2) Except for land and securities, all aforementioned collateral shall be insured against fire. If the collateral consists of vehicles, comprehensive insurance shall be purchased. In principle, the insured amount shall not be lower than the mortgaged value of the collateral, and the insurance policy shall designate the Company as the beneficiary.

Record Keeping:

The financial unit shall establish a logbook to record the borrower, amount, date of approval by the Board of Directors, date of disbursement, and all aforementioned prudent evaluation matters.

Where, due to changes in circumstances, the borrower no longer meets the requirements or the loan balance exceeds the limit, the Company shall formulate an improvement plan, submit the relevant improvement plan to the Audit Committee, and complete the improvement according to the planned schedule.
Other Matters

For the loaning of funds between the Company and its subsidiaries, the Board of Directors may resolve to authorize the Chairman to provide loans to the same recipient in installments or as a revolving credit line within a specific limit and for a period not exceeding one year.

Regarding this specific limit, if the recipient is not a subsidiary in which the Company directly or indirectly holds 100% of the voting shares, the authorized limit shall not exceed 10% of the Company's net worth.

Article 8: Public Announcement and Filing

The Company shall publicly announce and file the previous month's balance of funds loaned by the Company and its subsidiaries by the 10th day of each month.
If the balance of funds loaned by the Company reaches one of the following standards, a public announcement and filing shall be made within two days commencing from the date of occurrence of the fact:

(1) The balance of funds loaned to others by the Company and its subsidiaries reaches 20% or more of the net worth in the Company's most recent financial statements.

(2) The balance of funds loaned to a single enterprise by the Company and its subsidiaries reaches 10% or more of the net worth in the Company's most recent financial statements.

(3) The amount of new funds loaned by the Company or its subsidiaries reaches NT$10 million or more, and reaches 2% or more of the net worth in the Company's most recent financial statements.

If a subsidiary of the Company is not a domestic public company and has matters required to be announced and filed under the preceding paragraph, the Company shall make the announcement and filing on its behalf. The calculation of the ratio of the subsidiary's loaned funds balance to its net worth shall be based on the ratio of the subsidiary's loaned funds balance to the Company's net worth.
The Company shall evaluate its status of loaning of funds, provision an adequate allowance for bad debts, properly disclose relevant information in financial reports, and provide relevant data to the certifying CPA for necessary audit procedures.
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The term "public announcement and filing" referred to in these Procedures means entering information into the information reporting website designated by the Financial Supervisory Commission.

The term "date of occurrence of the fact" referred to in these Procedures means the date of contract signing, date of payment, date of Board of Directors resolution, or other dates sufficient to determine the borrower and amount of the loaning of funds, whichever is earlier.

Article 9: Control of Outstanding Loan Amounts and Handling of Overdue Receivables

After the loan is disbursed, close attention shall be paid to the financial, business, and related credit status of the borrower and guarantors. If collateral is provided, attention shall also be paid to whether there are changes in its collateral value. In the event of material changes, the Chairman shall be notified immediately, and appropriate measures shall be taken according to instructions.
When the borrower repays the loan at or prior to maturity, the interest payable shall be calculated first. The promissory notes, loan agreements, or other documents may be canceled and returned to the borrower, or the mortgage may be canceled, only after both principal and interest are cleared. The borrower shall fully repay the principal and interest when the loan matures. If the borrower fails to repay upon maturity, the Company may directly dispose of the provided collateral or seek recourse from the guarantors in accordance with the law.

Article 10: Penalties:

In the event that the Company's managers and personnel in charge violate these Procedures, resulting in damage to the Company's rights and interests, such individuals shall be penalized according to the severity of the violation in accordance with the Company's personnel and administrative regulations.

Article 11: Control Procedures for Loaning of Funds to Others by Subsidiaries

If a subsidiary of the Company intends to loan funds to others, the subsidiary shall establish its own "Procedures for Loaning of Funds to Others" and handle matters accordingly.
The self-inspection procedures established by subsidiaries shall comply with their own processing procedures and relevant laws and regulations.
Internal auditors shall understand the implementation status of loaning of funds to others by subsidiaries and review the audit reports and self-inspection checklists of the subsidiaries. Any abnormalities shall be tracked and reported to the Chairman and the Audit Committee.

The terms "subsidiary" and "parent company" referred to in these Procedures shall be recognized in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers. The term "net worth" referred to in these Regulations means the equity attributable to owners of the parent on the balance sheet specified in the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Article 12: Internal Audit

Internal auditors shall audit these Procedures and their implementation status at least every quarter and prepare written records. If any material violation is discovered, a written notice shall be given to the Audit Committee immediately.

Article 13: Others

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Matters not covered in these Procedures shall be handled in accordance with relevant laws, regulations, and the Company’s relevant rules.

Article 14: Implementation and Amendment

These Procedures shall first be approved by the Audit Committee, passed by the Board of Directors, and submitted to the shareholders' meeting for approval before implementation. If any director expresses an objection and there is a record or written statement, the Company shall submit such objection to the shareholders' meeting for discussion. The same shall apply to any amendments.
When these Procedures are submitted to the Board of Directors for discussion, the opinions of each independent director shall be fully considered. If an independent director expresses any dissenting or reserved opinion, it shall be clearly recorded in the minutes of the Board of Directors' meeting.
When submitted to the Audit Committee for discussion pursuant to the provisions of paragraph 1, the approval of one-half or more of all members of the Audit Committee shall be obtained. If the approval of one-half or more of all members of the Audit Committee is not obtained, the procedures may be implemented upon the approval of two-thirds or more of all directors, and the resolution of the Audit Committee shall be clearly recorded in the minutes of the Board of Directors' meeting. The terms "all members of the Audit Committee" and "all directors" shall be calculated based on the members actually in office.

Article 15: Revision History

These Procedures were established on February 25, 2000.

The 1st amendment was made on April 23, 2001.

The 2nd amendment was made on March 1, 2002.

The 3rd amendment was made on January 17, 2003.

The 4th amendment was made on June 14, 2006.

The 5th amendment was made on June 13, 2007.

The 6th amendment was made on June 10, 2009.

The 7th amendment was made on June 25, 2010.

The 8th amendment was made on June 28, 2011.

The 9th amendment was made on June 19, 2013.

The 10th amendment was made on June 7, 2016.

The 11th amendment was made on June 18, 2019.

The 12th amendment was made on June 24, 2020.

The 13th amendment was made on June 24, 2022.

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(Appendix III)

Leader Electronics Inc.

Procedures for Making of Endorsements/Guarantees (Before Amendment)

Article 1: Purpose

In order to strengthen the internal control of the Company's external endorsements/guarantees, and to mitigate operational risks, any matters regarding external endorsements/guarantees provided by the Company shall be handled in accordance with these Procedures.

Article 2: Scope of Application

The term "endorsements/guarantees" referred to in these Procedures includes:

Financing endorsements/guarantees, including financing of bill discounts, endorsements or guarantees made for the purpose of financing for another company, and issuance of separate negotiable instruments to non-financial enterprises as collateral for the purpose of the Company's own financing.
Customs duties endorsements/guarantees, meaning endorsements or guarantees made for the Company or another company regarding customs duties matters.
Other endorsements/guarantees, meaning endorsements or guarantees that cannot be classified under the preceding two subparagraphs.

Where the Company provides its movable or immovable property to create a pledge or mortgage as collateral for the loans of another company, it shall also be handled in accordance with these Procedures.

Article 3: Entities to whom the Company may provide Endorsements/Guarantees:

The Company may provide endorsements/guarantees to the following entities:

Companies with which the Company has business dealings.
Companies in which the Company directly and indirectly holds more than 50% of the voting shares.
Companies that directly and indirectly hold more than 50% of the voting shares in the Company.

Where the Company provides endorsements/guarantees to an invested company based on its shareholding ratio due to a joint investment relationship, this restriction shall not apply.

Furthermore, endorsements/guarantees may be provided between subsidiaries in which the Company directly or indirectly holds 90% or more of the voting shares.

Article 4: Limits on Amount of Endorsements/Guarantees

The limits on external endorsements/guarantees provided by the Company are as follows:

(1) The total aggregate amount of endorsements/guarantees shall not exceed 100% of the Company's net worth for the current period.

(2) The limit on endorsements/guarantees provided to a single company in which the Company directly and indirectly holds 100% of the voting shares shall not exceed 100%

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of the Company's net worth for the current period.

(3) The limit on endorsements/guarantees provided to a single company in which the Company directly and indirectly holds 50% to 99% of the voting shares shall not exceed 50% of the Company's net worth for the current period.

(4) Except for those regulated under the preceding items, the amount of endorsements/guarantees provided to a single enterprise due to business dealings shall not exceed the total transaction amount between both parties in the most recent fiscal year (whichever is higher between the purchasing or sales amount).

The limits on aggregate external endorsements/guarantees provided by the Company and its subsidiaries as a whole are as follows:

(1) The total aggregate amount of endorsements/guarantees shall not exceed 200% of the Company's net worth for the current period.

(2) The limit on endorsements/guarantees provided to a single company in which the Company directly and indirectly holds 100% of the voting shares shall not exceed 200% of the Company's net worth for the current period.

(3) The limit on endorsements/guarantees provided to a single company in which the Company directly and indirectly holds 50% to 99% of the voting shares shall not exceed 60% of the Company's net worth for the current period.

(4) Except for those regulated under the preceding items, the amount of endorsements/guarantees provided to a single enterprise due to business dealings shall not exceed the total transaction amount between both parties and the subsidiaries in the most recent fiscal year (whichever is higher between the purchasing or sales amount).

The limit on endorsements/guarantees provided between subsidiaries in which the Company directly or indirectly holds 90% or more of the voting shares shall not exceed 10% of the Company's net worth for the current period. However, endorsements/guarantees provided between subsidiaries in which the Company directly or indirectly holds 100% of the voting shares shall not be subject to this restriction.

The term "net worth" referred to in the preceding paragraph shall be based on the financial statements most recently audited and certified or reviewed by a CPA.

Article 5: Procedures for Handling Endorsements/Guarantees:

When providing or canceling an endorsement/guarantee, the relevant department shall submit an internal proposal stating the name of the entity, the guaranteed matters, the amount, and the conditions and date for releasing the endorsement/guarantee responsibility. This proposal shall be submitted to the finance unit for review in accordance with these Procedures and then presented to the Chairman for final approval.
The finance unit shall establish a memorandum book for endorsement/guarantee matters, recording in detail the recipient, amount, date of approval by the Board of Directors or the Chairman, and the matters carefully evaluated in accordance with Article 6.
In the event that an entity to whom an endorsement/guarantee was provided no longer meets the requirements or the amount exceeds the limit due to a change in circumstances, the Company shall establish an improvement plan, submit said plan to the Audit Committee, and complete the improvement according to the plan's schedule.

Article 6: Evaluation Procedures

When handling endorsement/guarantee matters, the Company shall first evaluate the following items:

The necessity and reasonableness of the endorsement/guarantee.
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The credit investigation and risk assessment of the entity to be endorsed/guaranteed.
The impact on the Company's operational risks, financial status, and shareholders' equity.
Whether collateral should be obtained and the appraised value of the collateral.

Article 7: Control Procedures for Endorsements/Guarantees Handled by Subsidiaries
1. If a subsidiary of the Company intends to provide external endorsements/guarantees, the subsidiary shall establish its own "Procedures for Endorsements/Guarantees" and handle matters accordingly.
2. The self-inspection procedures established by subsidiaries shall comply with their own processing procedures and relevant laws and regulations.
3. The internal auditors of the Company shall understand the implementation status of the procedures for endorsements/guarantees provided for others by subsidiaries, and review the audit reports and self-inspection checklists of the subsidiaries. Any abnormalities shall be tracked and reported to the Chairman and the Audit Committee.

Article 8: Procedures for Use and Custody of Official Seals
The Company shall use the official corporate seal registered with the Ministry of Economic Affairs as the designated seal for endorsements/guarantees. The seal shall be kept by a dedicated person approved by the Board of Directors, and seals shall be applied or negotiable instruments shall be issued in accordance with the Company's prescribed operational procedures.

Article 9: Decision-making and Authorization Levels
1. Except where the Chairman is authorized to handle matters fully within the limits prescribed in Article 4 of these Procedures and subsequently submit them to the Board of Directors for ratification, any endorsement/guarantee matters of the Company shall be approved by a resolution of the Board of Directors before implementation.
2. Endorsements/guarantees provided between subsidiaries in which the Company directly or indirectly holds 90% or more of the voting shares shall be submitted to the Company's Board of Directors for approval by resolution in advance. However, endorsements/guarantees provided between subsidiaries in which the Company directly or indirectly holds 100% of the voting shares shall not be subject to this restriction.
3. Where the Company handles endorsements/guarantees due to business needs, and it is necessary to exceed the limits prescribed in Article 4 of these Procedures, the approval of the Board of Directors shall be obtained, and more than half of the directors shall jointly sign as guarantors for the potential losses resulting from exceeding the limit. The operational procedures for endorsements/guarantees shall also be amended and submitted to the shareholders' meeting for ratification. If the shareholders' meeting does not agree, a plan shall be formulated to eliminate the excess portion within a certain period.
4. When the Company makes endorsements/guarantees, the opinions of each independent director shall be fully considered, and their clear opinions of agreement or opposition and the reasons for opposition shall be recorded in the minutes of the Board of Directors meeting.

Article 10: Procedures for Public Announcement and Filing
1. The Company shall publicly announce and file the previous month's balance of endorsements/guarantees of the Company and its subsidiaries by the 10th day of each

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month.

If the balance of endorsements/guarantees of the Company reaches one of the following standards, a public announcement and filing shall be made within two days commencing from the date of occurrence of the fact:

(1) The balance of endorsements/guarantees of the Company and its subsidiaries reaches 50% or more of the net worth in the Company's most recent financial statements.

(2) The balance of endorsements/guarantees provided to a single enterprise by the Company and its subsidiaries reaches 20% or more of the net worth in the Company's most recent financial statements.

(3) The balance of endorsements/guarantees provided to a single enterprise by the Company and its subsidiaries reaches NT$10 million or more, and the aggregate total of the endorsement/guarantee balance, the carrying amount of investments accounted for using the equity method, and the loaning of funds balance to such enterprise reaches 30% or more of the net worth in the Company's most recent financial statements.

(4) The amount of new endorsements/guarantees provided by the Company or its subsidiaries reaches NT$30 million or more, and reaches 5% or more of the net worth in the Company's most recent financial statements.

If a subsidiary of the Company is not a domestic public company and has matters required to be entered into the Market Observation Post System (MOPS) under the preceding paragraph, the Company shall make the announcement and filing on its behalf.
The calculation of the ratio of the subsidiary's endorsement/guarantee balance to its net worth under the preceding paragraph shall be based on the ratio of the subsidiary's endorsement/guarantee balance to the Company's net worth.
The Company shall evaluate or recognize the contingent losses of endorsements/guarantees, properly disclose relevant information in financial reports, and provide relevant data to the certifying CPA for necessary audit procedures.

The term "public announcement and filing" referred to in these Procedures means entering information into the information reporting website designated by the Financial Supervisory Commission.

The term "date of occurrence of the fact" referred to in these Procedures means the date of contract signing, date of payment, date of Board of Directors resolution, or other dates sufficient to determine the entity and amount of endorsement/guarantee, whichever is earlier.

Article 11: Internal Audit

Article 12: Penalties

If managers and personnel in charge of the Company violate these Procedures and cause damage to the rights and interests of the Company, they shall be handled in accordance with the Company's relevant personnel administration rules and penalized according to the severity of the circumstances.

Article 13: Others

If the entity to which the Company and its subsidiaries provide endorsements/guarantees
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is a subsidiary whose net worth is lower than one-half of its paid-in capital, the finance unit shall propose a special report on control measures and periodically submit it to the Chairman for review and instruction every quarter.

Where a subsidiary's shares have no par value or the par value per share is not NT$10, the paid-in capital calculated pursuant to the preceding paragraph shall be the aggregate total of share capital plus capital surplus - issuance premium.
Matters not covered in these Procedures shall be handled in accordance with relevant laws, regulations, and the Company's relevant rules.

Article 14: Implementation and Amendment

These Procedures shall first be approved by the Audit Committee, passed by the Board of Directors, and submitted to the shareholders' meeting for approval before implementation. If any director expresses an objection and there is a record or written statement, the Company shall submit such objection to the shareholders' meeting for discussion. The same shall apply to any amendments.
When these Procedures are submitted to the Board of Directors for discussion, the opinions of each independent director shall be fully considered. If an independent director expresses any dissenting or reserved opinion, it shall be clearly recorded in the minutes of the Board of Directors' meeting.
When submitted to the Audit Committee for discussion pursuant to the provisions of paragraph 1, the approval of one-half or more of all members of the Audit Committee shall be obtained. If the approval of one-half or more of all members of the Audit Committee is not obtained, the procedures may be implemented upon the approval of two-thirds or more of all directors, and the resolution of the Audit Committee shall be clearly recorded in the minutes of the Board of Directors' meeting. The terms "all members of the Audit Committee" and "all directors" shall be calculated based on the members actually in office.

Article 15: Revision History:

These Procedures were established on February 25, 2000.

The 1st amendment was made on June 25, 2003.

The 2nd amendment was made on June 15, 2004.

The 3rd amendment was made on June 14, 2006.

The 4th amendment was made on June 13, 2007.

The 5th amendment was made on June 10, 2009.

The 6th amendment was made on June 25, 2010.

The 7th amendment was made on June 19, 2013.

The 8th amendment was made on June 18, 2019.

The 9th amendment was made on June 24, 2020.

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(Appendix IV)

Leader Electronics Inc.

Procedures for Acquisition or Disposal of Assets (Before Amendment)

Article 1: Purpose and Legal Basis

In order to protect investments and implement information disclosure, these Procedures are established in accordance with Article 36-1 of the Securities and Exchange Act and the relevant provisions of the "Regulations Governing the Acquisition and Disposal of Assets by Public Companies."

Article 2: Scope of Assets

The term "assets" referred to in these Procedures includes the following:

Securities: Including investments in stocks, government bonds, corporate bonds, financial bonds, securities representing funds, depositary receipts, call (put) warrants, beneficial interest securities, and asset-backed securities.
Real estate (including land, houses and buildings, investment property, and inventories of construction enterprises) and equipment.
Memberships.
Intangible assets: Including patents, copyrights, trademarks, franchises, etc.
Right-of-use assets.
Derivatives.
Assets acquired or disposed of through mergers, demergers, acquisitions, or share transfer in accordance with the law.
Other material assets.

Article 3: Specification on Non-engagement in Transactions of Claims of Financial Institutions

In principle, the Company does not engage in transactions involving the acquisition or disposal of claims of financial institutions. If the Company intends to engage in such transactions in the future, the evaluation and operational procedures shall be established after being submitted to and approved by the Board of Directors.

Article 4: Non-related Party Requirement for Experts Engaged

The professional appraisal agencies and their appraisal personnel, CPAs, attorneys, or securities underwriters from whom the Company obtains appraisal reports or written opinions shall comply with the following provisions:

They shall not have been sentenced to imprisonment for one year or more by a final judgment for violating the Securities and Exchange Act, Company Act, Banking Act, Insurance Act, Financial Holding Company Act, or Commercial Accounting Act, or for fraud, breach of trust, embezzlement, forgery of documents, or occupational crimes, unless three years have elapsed since the completion of the sentence execution, expiration of probation, or pardon.
They shall not be a related party or a de facto related party to any party to the transaction.
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If the Company is required to obtain appraisal reports from two or more professional appraisers, the different professional appraisers or appraisal personnel shall not be related parties or de facto related parties to each other.

The aforementioned personnel shall comply with the self-regulatory guidelines of their respective trade associations and the following matters when issuing appraisal reports or written opinions:

(1) Prior to accepting a case, they shall prudently evaluate their own professional capabilities, practical experience, and independence.

(2) When executing a case, they shall properly plan and implement appropriate operational procedures to form conclusions and issue reports or opinions accordingly; and shall record the executed procedures, gathered data, and conclusions in detail in the case working papers.

(3) They shall evaluate the appropriateness and reasonableness of the data sources, parameters, and information used item by item, as the basis for issuing appraisal reports or written opinions.

(4) The statement of declaration shall include matters regarding the professionalism and independence of the relevant personnel, their evaluation that the information used is appropriate and reasonable, and their compliance with relevant laws and regulations.

Article 5: Evaluation Procedures

When the Company acquires or disposes of assets, in addition to conducting evaluations in accordance with the relevant provisions of the internal control system, it shall separately engage objective, fair, and independent experts to issue reports based on the type of assets in accordance with the following provisions:

(1) For the acquisition or disposal of real estate, equipment, or right-of-use assets thereof, except for transactions with domestic government agencies, construction on owner's land, construction on leased land, or the acquisition or disposal of equipment or right-of-use assets thereof for business use, where the transaction amount reaches 20% of the Company's paid-in capital or NT$300 million or more, an appraisal report issued by a professional appraiser shall be obtained prior to the date of occurrence of the fact, and the following provisions shall be complied with:

(a) Where, due to special reasons, a limited price, specified price, or special price must be used as the reference basis for the transaction price, the transaction shall be submitted to the Board of Directors for a resolution in advance; the same shall apply to any subsequent changes in transaction terms.

(b) Where the transaction amount reaches NT$1 billion or more, appraisals from two or more professional appraisers shall be obtained.

(c) Where the appraisal results of the professional appraisers involve any of the following circumstances, a CPA shall be engaged to express a specific opinion on the reasons for the discrepancy and the fairness of the transaction price, unless the appraisal results of the acquired assets are all higher than the transaction amount, or the appraisal results of the disposed assets are all lower than the transaction amount:

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

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

(d) The period between the date of the appraisal report issued by the professional appraiser and the date of contract execution shall not exceed three months. However, if the same period's announced current land value applies and the period does not

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exceed six months, an opinion statement may be issued by the original professional appraiser.

(2) For the acquisition or disposal of securities, except as otherwise provided below, the most recent financial statements of the target company audited and certified or reviewed by a CPA shall be obtained prior to the date of occurrence of the fact as a reference for evaluating the transaction price; where the transaction amount reaches 20% of the Company's paid-in capital or NT$300 million or more, a CPA shall be engaged prior to the date of occurrence of the fact to express an opinion on the reasonableness of the transaction price. However, this restriction shall not apply if the securities have public quotations in an active market or comply with the following regulations of the FSC:

(a) Inception or public subscription of a company in accordance with the law where securities are acquired by cash contribution, and the rights represented by the acquired securities are proportional to the contribution ratio.

(b) Participation in subscription of securities issued at par value by a target company conducting a cash capital increase in accordance with relevant laws and regulations.

(c) Participation in subscription of securities issued for a cash capital increase by a company in which the Company directly or indirectly holds a 100% investment, or mutual participation in subscription of securities issued for a cash capital increase between wholly-owned subsidiaries.

(d) Trading of listed, OTC, or Emerging Stock securities on a stock exchange or at the business premises of a securities firm.

(e) Domestic government bonds or bonds with repurchase or resale conditions.

(f) Publicly offered funds.

(g) Acquisition or disposal of listed (OTC) company stocks in accordance with the listed (OTC) securities bidding or auction rules of the stock exchange or TPEx.

(h) Participation in subscription of cash capital increase shares of a domestic public company or domestic subscription of corporate bonds (including financial bonds), and the securities acquired are not privately placed securities.

(i) Subscription to a fund prior to its establishment in accordance with Article 11, Paragraph 1 of the Securities Investment Trust and Consulting Act, or subscription or redemption of a domestic private placement fund where the trust agreement specifies that the investment strategy is the same as that of a publicly offered fund, except for securities margin trading and open positions of derivative commodity positions held.

(3) Where the transaction amount for the acquisition or disposal of intangible assets, right-of-use assets thereof, or memberships reaches 20% of the Company's paid-in capital or NT$300 million or more, except for transactions with domestic government agencies, a CPA shall be engaged prior to the date of occurrence of the fact to express an opinion on the reasonableness of the transaction price.

(4) Where the acquisition or disposal of assets is through a court auction procedure, the certificate or supporting documents issued by the court may be used in place of the appraisal report or CPA opinion.

For engagement in derivatives trading by the Company, it shall be handled in accordance with Article 8 of these Procedures.

Article 6: Operating Procedures

The operating procedures for the authorized limit, level, executive unit, and transaction process for the acquisition or disposal of assets by the Company are as follows:

Authorized Limit and Level:
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For the purchase and sale of securities conducted on the centralized trading market or at a securities firm’s business premises, as well as those that do not meet the public announcement and regulatory reporting thresholds specified in Article 10 of these Procedures, the Chairman shall authorize the authorized personnel of the executive unit to make decisions within the scope of authorization.

2. Executive Unit:

(1) Securities investment and claims of financial institutions: Finance Department.
(2) Real estate investment: General Affairs Department and related units.
(3) Other fixed asset investment: User departments and related units.
(4) Assets other than the above: User departments and related units.

3. Transaction Process:

The flow of acquiring or disposing of assets shall be handled in full accordance with the relevant provisions of the Company's internal control system.

If a transaction meets the public announcement and filing standards prescribed in Article 10 of these Procedures, it shall be submitted to the Audit Committee for consent and discussed and passed by the Board of Directors in accordance with regulations. When submitted to the Board of Directors for discussion, the opinions of each independent director shall be fully considered. If an independent director expresses any dissenting or reserved opinion, it shall be clearly recorded in the minutes of the Board of Directors' meeting. However, the Board of Directors may authorize the Chairman to make final decisions and submit the case to the most recent Board of Directors' meeting for ratification afterward; where a matter falls under the circumstances of Article 185 of the Company Act, prior approval from the shareholders' meeting shall be obtained.

Article 7: Related Party Transactions

When the Company acquires or disposes of assets from or to a related party, the relevant resolution procedures and evaluation of the reasonableness of transaction conditions shall be handled in accordance with the provisions of Article 4, Article 5, and this Article:

When judging whether a transaction counterparty is a related party, in accordance with the regulations, in addition to its legal form, the de facto relationship shall also be considered.
For the acquisition or disposal of real estate or right-of-use assets thereof from or to a related party, or the acquisition or disposal of assets other than real estate or right-of-use assets thereof from or to a related party where the transaction amount reaches 20% of the Company's paid-in capital, 10% of total assets, or NT$300 million or more, except for the trading of domestic government bonds, bonds with repurchase or resale conditions, or the subscription or redemption of money market funds issued by domestic securities investment trust enterprises, the following data shall be submitted to the Audit Committee for consent and passed by the Board of Directors before a transaction contract can be signed and payments made:

(1) The purpose, necessity, and anticipated benefits of the acquisition or disposal of assets.
(2) The reasons for selecting the related party as the transaction counterparty.
(3) Relevant data for evaluating the reasonableness of the anticipated transaction terms in accordance with Paragraphs 3 and 4 of this Article when acquiring real estate or right-of-use assets thereof from a related party.
(4) Matters regarding the date and price of the original acquisition by the related party, the transaction counterparty, and its relationship with the Company and the related party.

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(5) A monthly cash income and expenditure forecast statement for the coming year starting from the anticipated month of contract execution, and an evaluation of the necessity of the transaction and the rules of fund utilization.

(6) An appraisal report issued by a professional appraiser or a CPA opinion obtained in accordance with regulations.

(7) Restrictive covenants of the current transaction and other important stipulations.

For the following transactions conducted between the Company and its subsidiaries, or between its subsidiaries in which the Company directly or indirectly holds 100% of the issued shares or total capital, the Board of Directors may authorize the Chairman to make final approval first pursuant to Article 6, Paragraph 3 of these Procedures, and subsequently submit the matter to the most recent Board of Directors meeting for ratification:

(a) Acquisition or disposal of equipment for business use or right-of-use assets thereof.

(b) Acquisition or disposal of real estate right-of-use assets for business use.

Where the Company or its subsidiary that is not a domestic public company engages in a transaction specified in Paragraph 1, and the transaction amount reaches 10% or more of the Company's total assets, the Company shall submit all the information listed in Paragraph 1 to the shareholders' meeting for approval before entering into a transaction contract and making payments. However, transactions conducted between the Company and its subsidiaries shall not be subject to this restriction.

The calculation of the transaction amounts in Paragraph 1 and the preceding paragraph shall be handled in accordance with Subparagraph (7) of Article 10 of these Procedures, and the "within one year" referred to herein shall be based on the date of occurrence of the event of the current transaction, retroactively calculating one year prior. The portion that has been submitted to the shareholders' meeting, submitted to the Audit Committee for consent, and approved by the Board of Directors in accordance with these Procedures is exempt from being included.

The requirement regarding 10% of total assets in Paragraph 1 and the preceding paragraph shall be calculated based on the total asset amount in the most recent parent company-only or individual financial report prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Evaluation of the Reasonableness of Transaction Costs for Acquiring Real Estate or Right-of-use Assets thereof from Related Parties:

(1) When acquiring real estate or right-of-use assets thereof from a related party, the reasonableness of the transaction costs shall be evaluated according to the following methods:

(a) Based on the related party's transaction price plus necessary interest on funds and costs to be borne by the buyer in accordance with the law. The term "necessary interest cost on funds" is calculated based on the weighted average interest rate of borrowings by the company in the year of asset purchase, provided that it shall not be higher than the maximum borrowing rate for non-financial enterprises announced by the Ministry of Finance.

(b) Where the related party has previously created a mortgage borrowing from a financial institution on the target object, the total loan appraisal value determined by the financial institution for the target object, provided that the actual cumulative loan amount disbursed by the financial institution for the target object reaches 70% or more of the loan appraisal value, and the loan period has exceeded one year. However, this shall not apply if the financial institution and one party to the transaction are related parties to each other.

(2) Where land and buildings on the same target object are purchased or leased combined,

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the transaction costs may be evaluated for land and buildings separately by any of the methods listed in the preceding item.

(3) When acquiring real estate or right-of-use assets thereof from a related party, the costs of the real estate or right-of-use assets thereof shall be evaluated in accordance with Items (1) and (2) of this Subparagraph 3, and a CPA shall be engaged to review and express a specific opinion.

(4) Where any of the following circumstances applies to the acquisition of real estate or right-of-use assets thereof from a related party, it shall be handled in accordance with Subparagraph 2 of this Article, and the provisions of Items (1) to (3) of this Subparagraph 3 shall not apply:

(a) The related party acquired the real estate or right-of-use assets thereof through inheritance or donation.

(b) More than five years have elapsed between the date the related party executed the contract to acquire the real estate or right-of-use assets thereof and the execution date of this transaction.

(c) Real estate is acquired by signing a joint construction contract with a related party, or through construction on owner's land or construction on leased land by engaging a related party to construct the real estate.

(d) Real estate right-of-use assets for business use are acquired between the Company and its subsidiaries, or between subsidiaries in which the Company directly or indirectly holds 100% of the issued shares or total capital.

Where the evaluation results conducted by the Company in accordance with Items (1) and (2) of the preceding Subparagraph 3 for acquiring real estate from a related party are all lower than the transaction price, it shall be handled in accordance with Subparagraph 5 of this Article. However, this restriction shall not apply if, due to the following circumstances, objective evidence is presented and specific reasonableness opinions are obtained from a professional real estate appraiser and a CPA:

(1) Where the related party acquired undeveloped land or leased land and then constructed on it, it can be proven that one of the following conditions is met:

(a) The undeveloped land is evaluated according to the methods of the preceding article, and the building is valued based on the related party's construction cost plus a reasonable construction profit, and the sum exceeds the actual transaction price. The term "reasonable construction profit" shall be based on the lower of the average gross operating profit margin of the related party's construction department over the most recent three fiscal years or the gross profit margin of the construction industry announced by the Ministry of Finance most recently.

(b) Other transaction cases involving non-related parties on other floors of the same target building or in adjacent areas within one year, where the area is similar, and the terms are equivalent after evaluation of reasonable price discrepancies for floors or areas according to real estate trading or leasing practices.

(2) Presenting evidence that the transaction terms for the real estate purchased or the real estate right-of-use assets acquired through lease from the related party are equivalent to other non-related party transaction cases in adjacent areas within one year, and the area is similar.

The term "transaction cases in adjacent areas" referred to in this Subparagraph 4 shall, in principle, mean those within the same or adjacent street blocks and within a distance of not more than 500 meters from the target object of the transaction, or those with similar announced current land values; the term "similar area" shall, in principle, mean that the area of other non-related party transaction cases is not less than 50% of the area of the target object of the transaction; the term "within one year" referred to above is based on the date of occurrence of the fact of this acquisition of real estate or right-of-use assets

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thereof, retroactively calculating one year backward.

Where the evaluation results conducted in accordance with Subparagraphs 3 and 4 of this Article for acquiring real estate or right-of-use assets thereof from a related party are all lower than the transaction price:

(1) Matters to be handled:

(a) A special surplus reserve shall be set aside pursuant to Article 41, Paragraph 1 of the Securities and Exchange Act for the difference between the transaction price of the real estate or right-of-use assets thereof and the evaluated cost, and shall not be distributed or capitalized for allotment of shares. If an investor evaluating its investment in the Company under the equity method is a public company, it shall also set aside a special surplus reserve for such set-aside amount based on its shareholding ratio pursuant to Article 41, Paragraph 1 of the Securities and Exchange Act.

(b) The independent directors of the Audit Committee shall handle matters in accordance with Article 218 of the Company Act.

(c) The handling status of Item (a) and Item (b) of this Item (1) shall be reported to the shareholders' meeting, and the detailed contents of the transaction shall be disclosed in the annual report and prospectus.

(2) Where the Company and a public company evaluating its investment in the Company under the equity method have set aside a special surplus reserve pursuant to the aforementioned regulations, the special surplus reserve may be utilized only after the assets purchased or leased at a high price have recognized a loss on decline in value, or have been disposed of, or the lease agreement has been terminated, or appropriate compensation or restoration to the original state has been made, or other evidence confirms there is no unreasonableness, and approval has been obtained from the competent authority.

(3) Where other evidence indicates that the transaction involves circumstances non-conforming to ordinary business practices when the Company acquires real estate or right-of-use assets thereof from a related party, it shall also be handled in accordance with the first two items of Subparagraph 3 of this Article.

Article 8: Procedures for Acquisition or Disposal of Derivatives

The handling of the acquisition or disposal of derivatives by the Company shall be conducted in accordance with Article 5 of these Procedures and the following principles and operational procedures:

Transaction Principles and Policies

(1) Types of Transactions:

(a) Derivatives that may be engaged in refer to forward contracts, options contracts, futures contracts, leverage margin contracts, swap contracts, combinations of the aforementioned contracts, or embedded derivative combination contracts or structured products whose value is derived from specific interest rates, financial instrument prices, commodity prices, foreign exchange rates, price or rate indexes, credit ratings or credit indexes, or other variables.

(b) The term "forward contracts" referred to in these Procedures does not include insurance contracts, performance contracts, after-sales service contracts, long-term lease contracts, and long-term supply (sales) contracts.

(c) Engagement in bond margin trading shall also be handled mutatis mudandis in accordance with the provisions of these Procedures.

(2) Operating or Hedging Strategies:

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Engagement in derivatives trading shall have the primary purpose of hedging market risks. The transaction commodities shall be selected primarily to hedge risks arising from fluctuations in interest rates, exchange rates, and raw material prices generated by the Company's business operations. In principle, transaction counterparties shall be selected from financial institutions with excellent credit ratings.

(3) Division of Authority and Responsibility:

(a) The execution of transaction contract and relevant documents shall be signed by the Chairman or a person designated by the Chairman on behalf of the Company.

(b) Information gathering and evaluation prior to transactions: For commodities related to interest rates and exchange rates, the Finance Department shall be responsible; for commodities related to raw materials, the Strategic Procurement Division shall be responsible.

(i) Engage in transactions based on instructions and authorization of the responsible supervisor to hedge risks from market price fluctuations.

(ii) Maintain transaction records and custody of transaction contracts.

(iii) Conduct periodic evaluations, public announcements, and filings.

(d) Accounting Department:

(i) Provide information on risk exposure positions.

(ii) Maintain accounting records and prepare financial statements in accordance with generally accepted accounting principles.

(iii) Measure, monitor, and control transaction risks.

(e) Internal Audit: Conduct periodic and unscheduled audits in accordance with the internal audit system.

(f) High-level personnel authorized by the Board of Directors shall constantly pay attention to the monitoring and control of derivatives trading risks.

(4) Performance Evaluation:

The monthly net profit or loss shall be the basis for performance evaluation.

(5) Total Contract Amount and Loss Limits:

(a) Limit for Hedging Transactions:

(i) The total contract amount for any single target object at any point in time shall not exceed 10% of the Company's net worth of the previous fiscal year.

(ii) Where a single contract amount is US$1 million (inclusive) or less, the responsible supervisor of the Finance and Accounting Division is authorized to approve it; where a single contract amount exceeds US$1 million but is less than US$3 million, the General Manager is authorized to approve it; where it exceeds US$3 million, it must be approved by the Chairman.

(iii) All hedging transactions must be submitted to the most recent Board of Directors' meeting for record-filing after execution.

(b) Limit for Non-Hedging Transactions:

Formulate a transaction plan based on needs, and after submitting to and obtaining approval from the Board of Directors, the Finance Department shall execute it on a project basis.

(i) Hedging Transactions: Since operations are conducted against the actual needs of

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the Company, the loss amount for an individual contract shall be capped at 30% of the transaction contract amount, and the maximum loss limit for all contracts shall be capped at 30% of the total transaction contract amount. If derivatives trading exceeds the loss limit, high-level personnel authorized by the Board of Directors shall convene a meeting to review it pursuant to Article 5 and this Article 8, so as to control risks in a timely manner.

(ii) Non-Hedging Transactions: The loss amount for an individual contract shall be capped at 2% of the transaction contract amount, or the maximum loss limit for all contracts shall be capped at 1% of the Company's paid-in capital. If the loss limit is exceeded, it shall be submitted to the Chairman for a decision to continue or stop trading, so as to control risks in a timely manner.

(iii) The term "loss amount" referred to in these Procedures means the cumulative sum of unrealized profits and losses of unclosed contracts and realized profits and losses of closed contracts in the current fiscal year.

Operational Procedures

(1) Based on the exchange rate or interest rate levels and duration of positions held by the Company, or fluctuations in raw material costs, formulate necessary hedging operations considering market trends.

(2) Transaction personnel shall submit transaction plans and evaluation reports to the responsible supervisor. Upon approval, they shall execute transaction contracts with financial institutions. Voucher documents shall be prepared after confirming the completion of the transaction and delivering the transaction contract.

(3) The transaction confirmation issued by the financial institution must be confirmed by the supervisor of the Finance Department before being delivered to the accounting personnel along with the transaction voucher as an accounting entry support document.

Risk Management Measures

(1) Credit Risk Management: Transaction counterparties must be financial institutions with good credit ratings.

(2) Market Risk Management against Price Reversal: Handled pursuant to Subparagraph 1, Item (5) of this Article.

(3) Liquidity Management: To ensure liquidity, transaction banks must possess adequate facilities, information, capital, and trading capabilities, and be able to conduct transactions in major international markets.

(4) Cash Flow Risk Management: To ensure the stability of working capital turnover, the source of funds is limited to self-owned funds, and the operational amount shall consider fund requirements based on the cash income and expenditure forecast for the coming three months.

(5) Legal Management: Any operational contract executed with a bank must be reviewed by the Company's legal unit or legal counsel before official execution.

(6) Operational Risk Management:

(a) Strictly follow the company's authorized limits and operational flows, and incorporate them into internal audits to avoid operational risks.

(b) Personnel engaged in derivatives trading shall not concurrently hold positions in confirmation and settlement.

(c) Risk measurement, monitoring, and control personnel shall belong to a different department from the personnel mentioned in the preceding item, and shall report to the Board of Directors or to high-level executives who do not bear responsibility for trading or position decision-making.

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(d) Positions held in derivatives trading shall be evaluated at least once a week; however, hedging transactions conducted for business needs shall be evaluated at least twice a month, and the evaluation reports shall be submitted to high-level executives authorized by the Board of Directors.

(7) Commodity Risk Management: Internal transaction personnel shall possess complete and accurate professional knowledge regarding financial products, and require banks to fully disclose risks to avoid misuse risks of financial products.

4. Internal Audit System

(1) When engaging in derivatives trading, the Company shall establish a logbook to record in detail the types, amounts, dates of approval by the Board of Directors, and matters to be prudently evaluated pursuant to Subparagraph 3, Item (6), Subitem (d), Subparagraph 5, Item (1), Subitem (b), and Subparagraph 5, Item (2), Subitem (a) of this Article, and shall enter such details into the logbook for future reference.

(2) Internal auditors shall periodically understand the appropriateness of internal controls for derivatives trading, audit the transaction department's compliance with the derivatives trading processing procedures on a monthly basis, analyze the transaction cycle, and prepare audit reports. If any material violation is discovered, a written notice shall be given to the Audit Committee. This shall be executed in conjunction with the annual internal audit plan and reported to the competent authority by the end of February of the following year.

5. Periodic Evaluation Methods and Handling of Irregularities

(1) When the Company engages in derivatives trading, the Board of Directors shall supervise and manage according to the following principles:

(a) Designate high-level executives to constantly pay attention to the monitoring and control of derivatives trading risks.

(b) Periodically evaluate whether the performance of derivatives trading complies with established operating strategies and whether the risks borne are within the scope allowed by the Company.

(2) Senior management personnel authorized by the Board of Directors shall manage derivative financial commodity transactions in accordance with the following principles:

(a) Periodically evaluate whether the risk management measures currently in use are appropriate and are faithfully implemented in accordance with the "Regulations Governing the Acquisition or Disposal of Assets by Public Companies" and these Procedures.

(b) Monitor transactions and profit and loss conditions; when any irregularity is discovered, necessary responsive measures shall be taken, a report shall be submitted immediately to the Board of Directors, and the opinions of independent directors shall be fully considered and recorded in the minutes of the Board of Directors meeting.

Article 9: Operational Procedures for Mergers, Demergers, Acquisitions, or Share Transfer

1. Evaluation and Operational Procedures

(1) When handling a merger, demerger, acquisition, or share transfer, prior to convening the Board of Directors' meeting for resolution, a CPA, attorney, or securities underwriter shall be engaged to express an opinion on the reasonableness of the share exchange ratio, acquisition price, or cash or other property distributed to shareholders, which shall be submitted to the Audit Committee for consent and passed by the Board of Directors. When submitted to the Board of Directors for discussion, the opinions of independent directors shall be fully considered. If an independent director expresses any dissenting or reserved opinion, it shall be clearly recorded in the minutes of the Board of Directors'

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meeting. However, a merger with a subsidiary in which the Company directly or indirectly holds 100% of the issued shares or total capital, or a merger between subsidiaries in which the Company directly or indirectly holds 100% of the issued shares or total capital, may be exempted from obtaining the aforementioned expert opinion on reasonableness.

(2) Material agreement contents and relevant matters of the merger, demerger, or acquisition shall be prepared in a public document to shareholders prior to the shareholders' meeting, and delivered to shareholders along with the expert opinions of Item (1) of this Subparagraph 1 and the notice of the shareholders' meeting, as a reference for deciding whether to approve the merger, demerger, or acquisition. However, this restriction shall not apply if a resolution from the shareholders' meeting is exempted by other laws.

Additionally, for companies participating in a merger, demerger, or acquisition, if the shareholders' meeting of any party fails to convene or pass a resolution due to insufficient attendance, voting rights, or other legal restrictions, or if the proposal is rejected by the shareholders' meeting, the companies participating shall immediately make a public explanation of the cause, subsequent handling measures, and the anticipated date of the shareholders' meeting.

Other Matters to be Noted

(1) Date of Convening Board of Directors and Shareholders' Meetings:

Unless otherwise provided by law or approved in advance by the competent authority due to special factors, companies participating in a merger, demerger, acquisition, or share transfer shall convene their Board of Directors and shareholders' meetings on the same day to resolve matters related to the merger, demerger, acquisition, or share transfer.

Unless otherwise provided by law or approved in advance by the competent authority due to special factors, companies participating in a share transfer shall convene their Board of Directors meetings on the same day.

(2) Prior Confidentiality Commitment:

All persons participating in or aware of the company's merger, demerger, acquisition, or share transfer plan shall issue a written confidentiality commitment. Prior to the disclosure of the information, they shall not disclose the plan's contents externally, nor shall they trade stocks and other equity-nature securities of all companies related to the merger, demerger, acquisition, or share transfer case in their own names or using others' names.

(3) Principles for Changing Share Exchange Ratio or Acquisition Price:

When participating in a merger, demerger, acquisition, or share transfer, the share exchange ratio or acquisition price shall not be arbitrarily changed except under the following circumstances, and the circumstances allowing changes shall be specified in the contract:

(a) Conducting a cash capital increase, issuance of convertible corporate bonds, stock dividends, issuance of corporate bonds with warrants, preferred shares with warrants, stock warrants, and other equity-nature securities.

(b) Actions affecting the company's financial operations such as disposal of major assets of the company.

(c) Occurrences of material disasters, material technological changes, etc., affecting shareholders' equity or securities prices.

(d) Adjustments resulting from any party to the merger, demerger, acquisition, or share transfer legally buying back treasury shares.

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(e) Increases or decreases in the entities or number of companies participating in the merger, demerger, acquisition, or share transfer.

(f) Other conditions allowing changes that have been specified in the contract and publicly disclosed.

(4) Matters to be Specified in the Contract:

In addition to compliance with Article 317 and 317-1 of the Company Act and Article 22 of the Business Mergers and Acquisitions Act, contracts for participating in a merger, demerger, acquisition, or share transfer shall also specify the following matters:

(a) Handling of breach of contract.

(b) Handling principles for equity-nature securities previously issued or treasury shares bought back by a company that is dissolved due to merger or demerged.

(c) The quantity and handling principles of treasury shares that participating companies may legally buy back after the record date for calculating the share exchange ratio.

(d) Handling methods for increases or decreases in the participating entities or number of companies.

(e) Anticipated progress of plan execution and anticipated completion schedule.

(f) Scheduled date for convening a shareholders' meeting in accordance with regulations when the plan is overdue and uncompleted, and relevant handling procedures.

(5) Changes in the Number of Participating Companies:

After the information is publicly disclosed, if any party to the merger, demerger, acquisition, or share transfer intends to further conduct a merger, demerger, acquisition, or share transfer with other companies, all participating companies shall re-execute the already completed procedures or legal acts, except where the number of participating companies decreases and the shareholders' meeting has resolved and authorized the Board of Directors to change authorization, in which case participating companies are exempted from convening a shareholders' meeting to re-resolve.

(6) Where a Participating Company is a Non-Public Company:

The Company shall sign an agreement with it and handle matters in accordance with Item (1) (Date of Convening Board of Directors and Shareholders' Meetings), Item (2) (Prior Confidentiality Commitment), and Item (5) (Changes in the Number of Participating Companies) of this Subparagraph 2.

(7) Preservation of Records:

The following information regarding mergers, demergers, acquisitions, or share transfers shall be compiled into complete written records and preserved for 5 years for audit:

(a) Basic information of participating personnel: Including titles, names, and ID numbers (or passport numbers for foreigners) of all persons participating in the plan or executing the plan prior to the disclosure of the news.

(b) Dates of material events: Including dates of signing letters of intent or memoranda, engaging financial or legal advisors, executing contracts, and Board of Directors meetings.

(c) Material documents and minutes: Including merger, demerger, acquisition, or share transfer plans, letters of intent or memoranda, material contracts, and minutes of Board of Directors meetings.

(8) Regulatory Reporting:

When participating in cases such as mergers, demergers, acquisitions, or share

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transfers, the Company shall report the information of Item (1) of this Subparagraph 2 to the competent authority in the prescribed format within two days commencing from the date the resolution is passed by the Board of Directors.

Article 10: Information Disclosure and Public Announcement Procedures

Items and Thresholds Required for Public Announcement and Regulatory Reporting:

(1) Real Estate or Right-of-Use Assets Thereof with Related Parties:

Acquisition or disposal of real estate or right-of-use assets thereof from or to a related party, or the acquisition or disposal of assets other than real estate or right-of-use assets thereof from or to a related party, where the transaction amount reaches 20% of the Company's paid-in capital, 10% of total assets, or NT$300 million or more. However, trading of domestic government bonds, bonds with repurchase or resale conditions, or subscription or redemption of money market funds issued by domestic securities investment trust enterprises shall be excluded from this restriction.

(2) Corporate Restructuring:

Conducting a merger, demerger, acquisition, or share transfer.

(3) Derivatives Trading Losses:

Engaging in derivatives trading where the loss from such trading reaches the maximum loss limit for all or individual contracts specified in these Procedures.

(4) Acquisition or disposal of equipment for business use or right-of-use assets thereof, where the counterparty is not a related party, and the transaction amount meets one of the following criteria:

(a) Where the paid-in capital is less than NT$10 billion, the transaction amount reaches NT$500 million or more.

(b) Where the paid-in capital reaches NT$10 billion or more, the transaction amount reaches NT$1 billion or more.

(5) Real Estate through Construction Projects:

Acquisition of real estate through construction on owner's land, construction on leased land, joint construction and allocation of housing units, joint construction and allocation of ownership percentages, or joint construction and separate sale by engaging a construction enterprise, where the transaction counterparty is a non-related party and the Company's anticipated investment amount reaches NT$500 million or more.

(6) Asset Transactions Other than Preceding Items:

Asset transactions other than those specified in the preceding five items, or investment in the mainland China area, where the transaction amount reaches 20% of the Company's paid-in capital or NT$300 million or more. However, the following circumstances shall be excluded from this restriction:

(a) Trading of domestic government bonds.

(b) For professional investors, trading of securities on a domestic or overseas stock exchange or at the business premises of a securities firm, or subscription of ordinary corporate bonds and general financial bonds (excluding subordinate bonds) without equity nature issued in the domestic primary market, or subscription or redemption of securities investment trust funds or futures trust funds, or subscription or redemption of exchange-traded notes (ETNs).

(c) Trading of bonds with repurchase or resale conditions, or subscription or redemption of money market funds issued by domestic securities investment trust enterprises.

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(7) Methods for Calculating Transaction Amounts:

The transaction amounts in this paragraph shall be calculated according to the following methods, and the term "within one year" is based on the date of occurrence of the fact of this transaction, retroactively calculating one year backward. Portions already publicly announced in accordance with regulations need not be counted:

(a) The amount of each individual transaction.

(b) The cumulative transaction amount of acquisitions or disposals of the same target object with the same transaction counterparty within one year.

(c) The cumulative transaction amount of real estate or right-of-use assets thereof acquired or disposed of under the same development project (acquisitions and disposals shall be accumulated separately) within one year.

(d) The cumulative transaction amount of acquisitions or disposals of the same security (acquisitions and disposals shall be accumulated separately) within one year.

Time Limits for Public Announcement and Regulatory Reporting

When acquiring or disposing of assets, if the Company possesses any item required to be publicly announced under Paragraph 1 of this Article and the transaction amount reaches the standards for public announcement and regulatory reporting under this Article, a public announcement and regulatory report shall be handled within two days commencing from the date of occurrence of the fact.

Procedures for Public Announcement and Regulatory Reporting

(1) The Company shall upload the relevant information to the information reporting website designated by the competent authority for public announcement and regulatory reporting.

(2) The Company shall, in accordance with the prescribed format, input the status of derivatives trading engaged in by the Company and its subsidiaries that are not domestic public companies up to the end of the previous month into the information reporting website designated by the competent authority before the 10th day of each month.

(3) Where there is any error or omission in the Company's items required to be publicly announced in accordance with regulations and correction is required, all items shall be re-announced and re-reported within two days commencing from the date of awareness of the error or omission.

(4) When the Company acquires or disposes of assets, it shall keep all relevant contracts, meeting minutes, logbooks, appraisal reports, and opinions issued by CPAs, attorneys, or securities underwriters at the Company's premises, and preserve them for at least 5 years except as otherwise provided by other laws.

(5) After the Company has publicly announced and reported a transaction in accordance with the provisions of the preceding Article, if any of the following circumstances applies, a public announcement and regulatory report of relevant information shall be made on the information reporting website designated by the competent authority within two days commencing from the date of occurrence of the fact:

(a) The original transaction contract is changed, terminated, or canceled.

(b) The merger, demerger, acquisition, or share transfer fails to be completed according to the anticipated schedule in the contract.

Article 11: Matters to be Handled by Subsidiaries:

Subsidiaries shall establish their own "Procedures for Acquisition or Disposal of Assets" in accordance with the relevant provisions of the "Regulations Governing the Acquisition and Disposal of Assets by Public Companies."
When a subsidiary acquires or disposes of assets, it shall handle matters in accordance with the regulations of the Company.
Where a subsidiary is a non-public company, and its acquisition or disposal of assets reaches the public announcement and filing standards prescribed in Article 10 of these Procedures, the (parent) Company shall conduct the relevant public announcement and filing matters on behalf of the subsidiary.
In the public announcement and regulatory reporting thresholds for a subsidiary, the phrase "reaching 20% of the company's paid-in capital" shall be based on the paid-in capital of the parent company (this Company).

Article 12: Deleted

Article 13: Penalties

Where employees handling the acquisition and disposal of assets for the Company violate the provisions of these Procedures, they shall be periodically reported for performance evaluation in accordance with the Company's personnel management regulations and employee handbook, and penalized according to the severity of the circumstances.

Article 14: Implementation and Amendment

The Company's "Procedures for Acquisition or Disposal of Assets" shall first be approved by the Audit Committee, passed by the Board of Directors, and then submitted to the shareholders' meeting for approval; the same shall apply to any amendments.
When submitted to the Board of Directors for discussion, the opinions of each independent director shall be fully considered. If an independent director expresses any reserved or dissenting opinion, it shall be clearly recorded in the minutes of the Board of Directors' meeting.
When submitted to the Audit Committee for discussion pursuant to Paragraph 1, the approval of one-half or more of all members of the Audit Committee shall be obtained. If the approval of one-half or more of all members of the Audit Committee is not obtained, the procedures may be implemented upon the approval of two-thirds or more of all directors, and the resolution of the Audit Committee shall be clearly recorded in the minutes of the Board of Directors' meeting. The terms "all members of the Audit Committee" and "all directors" shall be calculated based on the members actually in office.

Article 15: Supplementary Provisions

Matters not covered in these Procedures shall be handled in full accordance with relevant laws and regulations.

Article 16: Effective Date

These Procedures shall be implemented after being approved by the Audit Committee, passed by the Board of Directors, and submitted to and approved by the shareholders' meeting; the same shall apply to any amendments.

The Company's original "Procedures for Derivatives Trading" shall be abolished simultaneously from the effective date of these Procedures.

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Article 17: Establishment and Revision History of these Procedures:

These Procedures were established on February 25, 2000.

The 1st amendment was made on April 14, 2000.

The 2nd amendment was made on November 14, 2000.

The 3rd amendment was made on January 17, 2003.

The 4th amendment was made on June 15, 2004.

The 5th amendment was made on June 14, 2006.

The 6th amendment was made on June 13, 2007.

The 7th amendment was made on June 5, 2012.

The 8th amendment was made on June 11, 2014.

The 9th amendment was made on June 13, 2017.

The 10th amendment was made on June 18, 2019.

The 11th amendment was made on June 24, 2020.

The 12th amendment was made on June 24, 2022.

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(Appendix V)

Leader Electronics Inc.

Procedural Rules of General Meetings

Article 1
The Procedural Rules of General Meetings of Leader Electronics Inc. (the “Company”), except as otherwise provided for by laws, regulations, or the articles of association, shall be as specified in these Rules.

Article 2
Unless otherwise provided by law or regulation, the Company’s shareholders’ meetings shall be convened by the board of directors.

Changes to how the Company convenes its shareholders’ meeting shall be resolved by the board of directors, and shall be made no later than the mailing of the shareholders’ meeting notice.

Before convening a general meeting of shareholders, a notice of meeting shall be given to shareholders at least 30 days in advance, and shareholders holding less than 1,000 registered shares may be notified by means of a public announcement made through the MOPS at least 30 days in advance; before convening an ad hoc meeting of shareholders, a notice of meeting shall be given to shareholders at least 15 days in advance, and the shareholders holding less than 1,000 registered shares may be notified by means of a public announcement made through the MOPS at least 15 days in advance.

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

According to Article 172, paragraph 5 or Article 185, paragraph 1 of the Company Act or Article 26-1 and 43-6 of the Securities and Exchange Act and Article 56-1 and 60-2 of the Regulations Governing the Offering and Issuance of Securities by Securities Issuers, relevant matters shall be set out in the notice and the reasons for convening a general meeting shall be explicit and detailed, and shall not be proposed as Questions and Motions.

Full election of directors and their appointment date has been set out in the notice of the reasons for convening a general meeting. After election of directors at a general meeting, the appointment date shall not be changed by Questions and Motions or otherwise at the general meeting.

Article 3
For each shareholders’ meeting, a shareholder may appoint a proxy to attend the meeting by providing the proxy form issued by the Company and stating the scope of the proxy’s authorization.

A shareholder may issue only one proxy form and appoint only one proxy for any given shareholders’ meeting, and shall deliver the proxy form to the Company no later than five days before the date of the shareholders’ meeting. When duplicate proxy forms are delivered, the one received earliest shall prevail unless a declaration is made to cancel the previous proxy appointment.

If, after the Company has received a proxy form, a shareholder sending the proxy form decides to attend the shareholders' meeting in person or by video conference, or intends to exercise his or her voting rights in writing or electronically, he or she shall issue a written notice to revoke the authorization to the Company no later than two days before the shareholders' meeting. If the revocation is not provided within the specified time limit, exercise of the voting rights by the proxy attending the meeting shall prevail.

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Article 4

The venue for a shareholders’ meeting shall be the premises of the Company, or a place easily accessible to shareholders and suitable for a shareholders’ meeting. The meeting may begin no earlier than 9 a.m. and no later than 3 p.m.

When the Company convenes a shareholders’ meeting by video conference, it is not subject to the limitation on places in the preceding paragraph, however both the chair and recorder shall be in the same location, and the chair shall declare the address of their location when the meeting is called to order.

Article 5

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

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

A shareholder shall attend the general meeting in person or by proxy with the attendance certificate, sign-in card or other certificate of attendance. The proxy acting on behalf of the shareholder shall provide an ID document for verification.

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

The attending shareholders shall issue the sign-in cards instead.

In the event of a virtual shareholders’ meeting, shareholders wishing to attend the meeting online shall register with the Company no later than two days before the meeting date.

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

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

Article 6

The chairman of the Board shall chair a general meeting if the meeting is convened by the Board of Directors. If the chairman of the Board is on leave or cannot exercise their power and authority for any cause, the chairman of the Board shall appoint one of the directors to act on their behalf. If not, the directors present shall elect one from among themselves to chair the meeting.

Any director acting on behalf of the chairman described in the preceding paragraph shall have served for more than six months and shall be familiar with the Company's financial position and business operations. The same shall be true for a representative of a juristic person director that serves as chair.

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If a general meeting is convened by any person entitled to convene the meeting other than a member of the Board, such person shall preside over the meeting. However, if there are two or more persons entitled to convene the meeting, the chairman of the meeting shall be elected from among themselves.

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

Article 7

Sound or video recordings shall be made for entirety of general meetings by the Company and shall be kept for at least one year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the recordings shall be retained until the conclusion of the litigation.

Where a shareholders’ meeting is held online, the Company shall keep records of shareholder registration, sign-in, check-in, questions raised, votes cast and results of votes counted by the Company, with sound or video recordings made for the whole course of general meeting, which shall be properly preserved during the existence of the Company, and provided for the preservation of those entrusted with video conference affairs.

Article 8

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

The chairman shall call the general meeting to order at the time scheduled for the meeting. If the number of shares represented by the shareholders present at the meeting has not yet constituted the quorum at the scheduled time, the chairman may postpone the meeting, provided there are no more than two such postponements and for no longer than a total of one hour. If the quorum is not met after two postponements and the attending shareholders still represent less than one third of the total number of issued shares, the chair shall declare the meeting adjourned. In the event of a virtual shareholders’ meeting, the Company shall also declare the meeting adjourned on the virtual meeting platform.

If the quorum is not met after two postponements as referred to in the preceding paragraph, but the attending shareholders represent one third or more of the total number of issued shares, a tentative resolution may be adopted pursuant to Article 175, paragraph 1 of the Company Act; all shareholders shall be notified of the tentative resolution and another shareholders’ meeting shall be convened within one month. In the event of a virtual shareholders’ meeting, shareholders intending to attend the meeting online shall re-register with the Company in accordance with Article 5.

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

Article 9

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.

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

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

Article 10

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

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

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

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

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

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

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

Article 11

A shareholder shall be entitled to one vote for each share held, except when the shares are restricted to the shares or are deemed non-voting.

When the Company holds a shareholder meeting, it shall adopt the exercise of voting rights by electronic means and may adopt the exercise of voting rights by correspondence. When voting rights are exercised by correspondence or electronic means, the method of exercise shall be specified in the shareholders' meeting notice. A shareholder exercising voting rights by correspondence or electronic means will be deemed to have attended the meeting in person, but to have waived their rights with respect to the questions and motions and amendments to original proposals of that meeting; it is therefore advisable that the Company avoid the submission of questions and motions and amendments to original proposals.

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A shareholder intending to exercise voting rights by correspondence or electronic means under the preceding paragraph shall deliver a written declaration of intent to the Company no later than two days before the date of the shareholders’ meeting. When duplicate declarations of intent are delivered, the one received earliest shall prevail, except when having received a declaration to revoke a prior expression of intent.

After a shareholder has exercised voting rights by correspondence or electronic means, in the event the shareholder intends to attend the shareholders’ meeting in person or online, a written declaration of intent to retract the voting rights already exercised under the preceding paragraph shall be made known to the Company, by the same means by which the voting rights were exercised, no later than two business days before the date of the shareholders’ meeting. If the notice of retraction is submitted after that time, the voting rights already exercised by correspondence or electronic means shall prevail. When a shareholder has exercised voting rights both by correspondence or electronic means and by appointing a proxy to attend a shareholders’ meeting, the voting rights exercised by the proxy in the meeting shall prevail.

When the Company convenes a hybrid shareholders’ meeting, if shareholders who have registered to attend the meeting online in accordance with Article 5 decide to attend the physical shareholders’ meeting in person, they shall revoke their registration no later than two days before the shareholders’ meeting in the same manner as they registered. If their registration is not revoked within the time limit, they may only attend the shareholders’ meeting online.

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

Article 12

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

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

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

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

Article 13

Except as otherwise provided in the Company Act and in the Company's articles of incorporation, the passage of a proposal shall require an affirmative vote of a majority of the voting rights represented by the attending shareholders. At the time of a vote, for each proposal, the chair or a person designated by the chair shall announce the total number of voting rights represented by the attending shareholders, followed by a poll of the shareholders.

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

Article 14
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.

Article 15
Vote counting for shareholders’ meeting proposals or elections shall be conducted in public at the place of the shareholders’ meeting. Immediately after vote counting has been completed, the results of the voting, including the statistical tallies of the numbers of votes, shall be announced on-site at the meeting, and a record made of the vote.

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

In the event of a virtual shareholders’ meeting, votes shall be counted at once after the chair announces the voting session closed, and results of votes and elections shall be announced immediately. The Company shall immediately disclose the voting results and election results of proposals on the video conference platform of the shareholders’ meetings in accordance with the regulations after the voting is completed.

Article 16
The election of directors at a shareholders’ meeting shall be held in accordance with the applicable election and appointment rules adopted by the Company, and the voting results shall be announced on-site immediately, including the names of those elected as directors and the numbers of votes with which they were elected.

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

Article 17
Matters relating to the resolutions of a shareholders’ meeting shall be recorded in the meeting minutes. The meeting minutes shall be signed or sealed by the chair of the meeting and a copy distributed to each shareholder within 20 days after the conclusion of the meeting.

The meeting minutes in the preceding paragraph may be produced in electronic form and distributed by means of a public announcement.

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

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

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When convening a virtual-only shareholder meeting, other than compliance with the requirements in the preceding paragraph, the Company shall specify in the meeting minutes alternative measures available to shareholders with difficulties in attending a virtual-only shareholders' meeting online.

Article 18

On the day of a shareholders' meeting, the Company shall compile in the prescribed format a statistical statement of the number of shares obtained by solicitors through solicitation, the number of shares represented by proxies and the number of shares represented by shareholders attending the meeting by correspondence or electronic means, and shall make an express disclosure of the same at the place of the shareholders' meeting. In the event a virtual shareholders' meeting, the Company shall upload the above meeting materials to the virtual meeting platform at least 30 minutes before the meeting starts, and keep this information disclosed until the end of the meeting.

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

If the matters resolved at a general meeting contains material information under applicable laws or regulations or specified by the competent authorities, the Company shall upload the content of such resolution to the MOPS within the prescribed time period.

Article 19

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

The chair may assign the proctors or security personnel to help maintain order at the meeting place. When proctors or security personnel help maintain order at the meeting place, they shall wear an armband bearing the word "Proctor."

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

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

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

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

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

Article 20

For a virtual shareholders' meeting, if the virtual meeting platform or participation in the virtual meeting is obstructed due to natural disasters, accidents or other force majeure events before the chair has announced the meeting adjourned, and the obstruction continues for more than 30 minutes, the meeting shall be postponed to or resumed on another date within five days, in which case Article 182 of the Company Act shall not apply.

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

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

During a postponed or resumed session of a shareholder’s meeting held under the first paragraph, no further discussion or resolution is required for proposals or elections for which votes have been cast and counted and results have been announced.

When the Company convenes a hybrid shareholders’ meeting, and the virtual meeting cannot continue as described in first paragraph, if the total number of shares represented at the meeting, after deducting those represented by shareholders’ attending the virtual shareholders’ meeting online, still meets the minimum legal requirement for a shareholders’ meeting, then the shareholders’ meeting shall continue, and no postponement or resumption thereof under the first paragraph is required.

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

Article 21
These Rules shall take effect after having been submitted to and approved by a shareholders’ meeting. Subsequent amendments thereto shall be effected in the same manner.

Article 22
Amended on
The 1st amendment hereto was made on May 22, 2002.
The 2nd amendment hereto was made on June 13, 2007.
The 3rd amendment hereto was made on June 10, 2009.
The 4th amendment hereto was made on June 5, 2012.
The 5th amendment hereto was made on June 19, 2013.
The 6th amendment hereto was made on June 13, 2017.
The 7th amendment hereto was made on June 24, 2020.
The 8th amendment hereto was made on June 21, 2023.

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(Appendix VI)

Leader Electronics Inc.
Procedures for Election of Directors

Article 1: To ensure a just, fair, and open election of directors, these Regulations are adopted pursuant to Articles 21 of the Corporate Governance Best-Practice Principles for TWSE/GTSM Listed Companies.

Article 2: The Company's directors shall be duly elected exactly in accordance with these Regulations unless otherwise provided in the laws or Articles of Incorporation.

Article 3: The qualification requirements and elections of the Company's independent directors shall be exactly consistent with the requirements set forth under the "Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies."

Article 4: The Company's directors shall be duly elected exactly in accordance with the candidates nomination system procedures as set forth under Article 192-1 of the Company Act.

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

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

Article 5: The Company's directors shall be duly elected by means of the single-register accumulative voting system where each share is entitled to the election power to elect directors in the number equivalent to the number of directors to be elected and may be concentrated to elect one candidate or to be used separately to elect several candidates.

Article 6: The person empowered to convene the meeting shall prepare ballots in the number equivalent to the number of directors to be elected, to be filled up with the weights to be distributed to shareholders present in the shareholders' meeting. The names of the electors may be replaced with the participation certificate codes printed on the ballots.

Article 7: The Company's independent directors and non-independent directors shall be duly elected in the shareholders' meeting out of the candidate list, and shall be duly elected in the same package for the numbers as specified under the Articles of Incorporation and relevant promulgations. Based on the statistical results of the electronic ballots and election ballots, the candidates who win more representative election powers based on the cast ballots shall be, respectively, elected as independent directors or non-independent directors. Where two or more candidates win the same number of election powers in excess of the specified quota, those candidates who win the same number of election ballots shall be determined by drawing lots. Such a candidate who is absent shall have his or her lot drawn by the chairperson on his or her behalf.

Article 8: Before the election process is commended, the chairperson shall designate a certain number of ballot scrutinizers and counters to carry out the respective tasks. The ballot scrutinizer(s) shall be duly appointed during special shareholders' meetings. The ballot box(es) shall be prepared by the person empowered to convene the meeting and shall be opened by the ballot scrutinizer(s) for inspection on-the-spot before the balloting process.

Article 9: A ballot is invalid under any of the following circumstances:

The ballot was not prepared by a person with the right to convene.
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A blank ballot is placed in the ballot box.
The writing is unclear and indecipherable or has been altered.
The candidate whose name is entered in the ballot does not conform to the director candidate list.
Other words or marks are entered in addition to the number of voting rights allotted.
Where there were more than two (inclusive) candidates in the same balloting venue.

Article 10: The ballots were opened and counted on-the-spot upon completion of the balloting process as monitored by the ballot scrutinizer(s). The balloting results were announced on-the-spot by the chairperson or the designee of the chairperson.

Article 11: These Regulations, and any amendments hereto, shall be implemented after approval by a shareholders meeting.

Article 12: These Regulations were duly decreed on February 25, 2000.

The 1st amendment hereto was made on May 1, 2002.

The 2nd amendment hereto was made on June 15, 2004.

The 3rd amendment hereto was made on June 13, 2007.

The 4th amendment hereto was made on June 24, 2020.

The 5th amendment hereto was made on June 23, 2021.

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(Appendix VII)

Leader Electronics Inc.

Shareholdings by Directors

I. In accordance with the provisions of Article 14-4 of the Securities and Exchange Act, the Company has established an Audit Committee and replaced supervisors with independent directors.

II. In accordance with the provisions of Article 2 of the Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies, the minimum number of shares to be held by all directors other than independent directors of the Company is 12,000,000 shares.

III. As of the date for suspension of the share transfer at the general meeting in 2026 (April 25, 2026), the total number of outstanding shares of the Company is 201,722,779 shares, and the shareholdings by individual and all directors recorded in its register of members is as follows:

Title	Name	Number of shares	Remarks
Chairman	C.Y Pao	10,893,306	Including 7,049,927 shares reserved for decision on trust holding
Director	Andrew Bao	2,320,557
Director	Cheng, Ken-Yi	0
Director	K.Y Chou	604,477
Director	Yeh Hsieh, Chiu - Chin	1,012,993
Independent director	Chao Cherng	0
Independent director	Yang, Ming-Si	0
Independent director	Jim Cherng	0
Total number of shares held by all directors		14,831,333

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AI assistant

LEI — AGM Information 2026

52289_rns_2026-05-22_2bcea185-e3e4-473a-9006-41be80e68fa0.pdf

Leader Electronics Inc.

Handbook for the 2026 Annual Meeting of Shareholders

Table of Contents

Attachments

Appendixes

Annual General Meeting for 2026 of Leader Electronics Inc.

Meeting Procedures

Reports on Company Affairs

No.1 Report

Proposed Resolutions

Proposal No.1: Proposed by the Board of Directors

Proposal No.2: Proposed by the Board of Directors

Discussions

Proposal No.1: Proposed by the Board of Directors

Proposal No.2: Proposed by the Board of Directors

Proposal No.3: Proposed by the Board of Directors

Election

Proposal No.1: Proposed by the Board of Directors

Other Motions

Proposal No.1: Proposed by the Board of Directors

II. Summary of 2026 Operating Plan

(I) Operating Policies

(II) Operating Targets

III. Impacts of the External Competitive Environment, Regulatory Environment, and Macroeconomic Environment

IV. Future Development Strategies of the Company

Implementation Status of the 2023 Cash Injection for Business Enhancement Plan

I. Summary of the Sound Operating Plan:

II. Explanation of the Execution Status for the Fiscal Year 2025

Independent Auditor's Report

Audit opinion

The basis for opinion

Key audit matters

Recognition of revenues

Description of key audit matters:

Leader Electronics Inc.

Balance Sheets

December 31, 2025 and 2024

Leader Electronics Inc.

Statements of Comprehensive Income

Leader Electronics Inc.

Statements of Changes in Equity

Leader Electronics Inc.

Statements of Cash Flows

January 1 to December 31, 2025 and 2024

Audit opinion

The basis for opinion

Key audit matters

Recognition of revenues

Description of key audit matters:

Leader Electronics Inc. and Its Subsidiaries

Consolidated Balance Sheet

Leader Electronics Inc. and Its Subsidiaries

Consolidated Statements of Comprehensive Income

January 1 to December 31, 2025 and 2024

Leader Electronics Inc. and Its Subsidiaries

Consolidated Statements of Cash Flows (Continued)

January 1 to December 31, 2025 and 2024

Annual General Meeting for 2026 of Leader Electronics Inc. List of Candidates for Directors and Independent Directors

Leader Electronics Inc.

Information on Concurrent Positions Held in Other Companies by Newly Elected Directors and Independent Directors

Chapter 2 Shares

Chapter 3 Shareholders’ Meeting

Chapter 4 Directors and Audit Committee

Chapter 5 Managerial Officers

Chapter 6 Accounting

Article 14: Implementation and Amendment

Article 15: Revision History

Article 14: Implementation and Amendment

Article 15: Revision History:

Article 5: Evaluation Procedures

Article 6: Operating Procedures

2. Executive Unit:

3. Transaction Process:

Article 7: Related Party Transactions

4. Internal Audit System

5. Periodic Evaluation Methods and Handling of Irregularities

Article 9: Operational Procedures for Mergers, Demergers, Acquisitions, or Share Transfer

LEI AGM Information 2026