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LIEN CHANG AGM Information 2025

Aug 13, 2025

52079_rns_2025-08-13_cea327db-2396-4edf-9ded-0fbe0479c642.pdf

AGM Information

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I. Meeting Procedure 1
II. Meeting Agenda 2
III. Reported Matters 3
IV. Approval Matters 4
V. Election Matters 5
VI. Discussion Matters 7
VII. Motions 9
VIII. Attachment
10
1. 2024 Business Report 10
2. 2024 Independent Directors' Review Report 19
3. 2024 CPA Audit Report and Financial Statements 20
4. 2024 Deficit Compensation Statement 46
5. Comparison table of the original and amended articles to the
Articles of Incorporation 47
IX. Appendix 49
1. Articles of Incorporation (Before Amendment) 49
2. Rules for Election of Directors 57
3. Rules of Procedure for Shareholders' Meetings 59
4. Shareholdings of all Directors 63

LIEN CHANG ELECTRONIC ENTERPRISE CO., LTD.

2025 General Shareholders' Meeting Procedure

  • I. Announcement to Commence Meeting
  • II. Chairman's Speech
  • III. Reported Matters
  • IV. Approval Matters
  • V. Election Matters
  • VI. Discussion Matters
  • VII. Motions
  • VIII. Adjournment

LIEN CHANG ELECTRONIC ENTERPRISE CO., LTD.

2025 General Shareholders' Meeting Agenda

Time: 9 a.m., May 28, 2025 (Wednesday)

Location: 3F, No. 397, Xingshan Road, Neihu District, Taipei City

  • I. Announcement to Commence Meeting (number of shares in attendance reported).
  • II. Chairman's Speech
  • III. Reported Matters
  • (I) 2024 Business Report.
  • (II) 2024 Independent Directors' Review Report.
  • IV. Approval Matters
  • (I) 2024 Business Report and Financial Statements.
  • (II) 2024 Deficit Compensation Statement
  • V. Election Matters
  • (I) Proposal for the By-election of Independent Directors
  • VI. Discussion Matters
  • (I) Proposed Amendment to "Articles of Incorporation"
  • (II) Proposed Release of Competition Restriction on New Independent Directors
  • VII. Motions
  • VIII. Adjournment

Reported Matters

  • I. 2024 Business Report (Please refer to Business Report on Pages 10-18 of this Handbook)
  • II. 2024 Independent Directors' Review Report (Please refer to Audit report on Page 19 of this Handbook)

Approval Matters

Agenda 1.

Subject: Submission of the 2024 Business Report and Financial Statements for approval (proposed by the board of directors)

Description:

    1. The board of directors submitted the 2024 Financial Statements (including consolidated financial statements), audited by CPAs from PricewaterhouseCoopers Taiwan, CHIU, CHAO-HSIEN, and HSU, MING-CHUAN, to the Independent Director along with the business report for audit. The audit report has been issued.
    1. Please refer to the Business report on pages 10-18 and the CPA audit report and financial statements on pages 20-45 of this Handbook.
    1. Submitted for approval.

Resolution:

Agenda 2.

Subject: Submission for Approval of the 2024 Deficit Compensation Statement (proposed by the board of directors)

Description:

    1. The proposal for the Company's 2024 Deficit Compensation Statement was reviewed by the Independent Director and approved by a resolution of the Board of Directors.
    1. Please refer to page 46 of this Handbook for the Company's 2024 Deficit Compensation Statement.
    1. Submitted for approval.

Resolution:

Election Matters

Subject: Proposal for the by-election of Independent Directors. (proposed by the board of directors)

Description:

    1. Independent Directors Chen Yen-Liang and Chen Chiu-Lin resigned on May 6, 2024, and August 30, 2024, respectively, due to personal reasons. The vacancies will be filled through a by-election in accordance with relevant laws and regulations.
    1. This by-election is scheduled to fill two seats for Independent Directors. Shareholders will elect the directors from the list of Independent Director candidates, and the elected individuals will assume office after the shareholders' meeting. The term will run from May 28, 2025, to June 13, 2026.
    1. The candidate nomination system will be used for this election, and directors will be elected at the General Shareholders' Meeting from the list of nominated candidates. The Board of Directors reviewed and approved the list of Independent Director candidates on March 7, 2025. The candidates' educational backgrounds, professional experiences, and related information are as follows:
Name No. of
Shares
Held
Main Academic and Professional
Experience
Tsao,
An-Pang
0 MBA, Illinois Institute of Technology,
USA
Independent Director of AVer
Information Inc.
Huang,
Tung-Jung
0 Master's Degree in Accounting,
National Chi Nan University,China
Managing Partner of Wanguo CPAs
Firm
Independent Director of Channel
Name No. of
Shares
Held
Main Academic and Professional
Experience
Well Technology Co., Ltd.
Independent Director of NAN LIU
ENTERPRISE CO., LTD.
    1. Please refer to Page 57 of this Handbook for the Rules for Election of Directors.
    1. Submitted for decision.

Election Results:

Discussion Matters

Agenda 1.

Subject: Submission for the amendments of the Articles of Incorporation (proposed by the board of directors)

Description:

    1. In compliance with the amended Article 14-6 of the Securities and Exchange Act, the Articles of Incorporation shall specify that a certain percentage of the annual profit be set aside to adjust the salaries of basic-level employees or to distribute remuneration to them.
    1. For the comparison table of the original and amended articles, please refer to Pages 47-48 of this Handbook.
    1. Submitted for approval.

Resolution:

Discussion Matters

Agenda 2.

Subject: Submission for a decision on the proposed release of Competition Restriction on New Independent Directors(proposed by the board of directors)

Description:

    1. In accordance with Article 209 of the Company Act, "A director who does anything for himself or on behalf of another person that is within the scope of the company's business, shall explain to the meeting of shareholders the essential contents of such an act and secure its approval".
    1. To lift the non-competition restrictions of the newly elected independent director of this by-election, effective from the date of assumption of office.
    1. The details of the non-competition restrictions for newly appointed independent directors are as follows:
Name of Director Positions in other corporations
Independent Director, Audit
Committee Member and
Tsao, An-Pang Remuneration Committee Member,
AVER INFORMATION INC.
Managing Partner, Wanguo CPA
Independent Director, Audit
Committee Member and
Remuneration Committee Member,
Huang, Tung-Jung Channel Well Technology Co., Ltd.
Independent Director, Audit
Committee Member and
Remuneration Committee Member,
NAN LIU ENTERPRISE CO., LTD.
  1. Submitted for decision.

Resolution:

Motions

Adjournment

Attachment 1

2024 Business Report

The Company's 2024 operations overview and 2025 business outlook report are provided below.

I. 2024 Operations Overview

In 2024, the slow recovery of the global economy affected the TV and display markets, resulting in a relatively limited market growth rate. However, the TV and display industry, which has experienced a market downturn, is expected to continue its growth trend as the global economy recovers. However, over the past three years, the impact of the red supply chain has gradually reduced profits from the TV market. Therefore, Lien Chang has been pursuing product transformation in the recent three years, focusing on the development of niche market products and energy-saving products. For example, the Company has developed power supplies for signature displays, as well as specialized applications such as large-power DC-DC power supplies for automotive fuel cells and electrical controllers used in DC variable-frequency compressors and fans. Furthermore, the Company has been developing markets related to complete systems. For example, it has promoted the markets of high-power DC power distributors with chargers for camper vans and displays.

Regarding business operations, the Company has continued to maintain strong partnerships with major customers in the TV power supply segment, which remains a key driver of operating revenue. To further stabilize revenue and gross profit, the Company has expanded its supply of power units to other commercial display applications. In recent years, Lien Chang has also actively invested in non-consumer electronic product lines, focusing on the research and development of electronically commutated motor drive technology and variable frequency compressor drive technology. These efforts have enabled the Company to achieve various strategic objectives and expand the industrial applications of its drive-related products. Additionally, the Company has formed alliances with customers to jointly develop advanced product lines through technical cooperation strategies, with the aim of building a more diversified customer base.

Unit: NT\$ Thousand
Item 2024 2023 YoY Growth Rate %
Operating Revenue 403,642 589,537 (31.5)
Gross Loss (12,182) (23,680) 48.6
Net Operating Loss (116,415) (142,006) 18.0
Net profit for the period (70,125) (94,093) 25.5

(I) Business plan implementation results

(II) Performance of revenue and profit and loss

The Company's net operating revenue for 2024 was NT\$400 million, a 31.5% decrease from NT\$590 million in 2023. The main reason lies in the unfavorable profitability of TV power supply products, which were the primary contributor to operating revenue, and a decline in orders. Although Lien Chang made significant efforts in transformation, the contribution of new products to operating revenue was inadequate, leading to a continued decline in its operating revenue.

Due to the reduction in production volume, the equipment utilization rate appeared insufficient, and the fixed manufacturing expenses were allocated, resulting in rising product costs. The Company continually promoted each cost-saving scheme, and its performance in gross operating loss and operating loss improved compared to the previous year. Specifically, the gross profit margin improved slightly from 4.0% in the previous year to 3.0% in 2024, while the after-tax net profit decreased from NT\$90 million in the previous year to NT\$70 million this year. However, despite the foregoing, the Company still failed to turn loss to profit.

(III) Research and development

R&D achievements in 2024 are as follows:

    1. The Company continued to develop its existing power technologies and aimed to deliver complete products, such as high-power DC power distributors with chargers for camper vans.
    1. Electrical control products:
  • 2.1 Compressors:
    • (1) The Company actively researched and developed refrigerator electrical controllers used in camper vans and launched volume production and shipment of improved mobile refrigerator electrical controllers with optimized cost and greater competitiveness.
    • (2) The Company researched and developed high-power controllers (400W~1600W), which have already entered the stage of volume

production, to improve diversified product applications and sales.

Application field: Thermal Cycling test equipment for the semiconductor industry, chillers, Industrial dryer, refrigeration, and Freezing cabinets.

  • 2.2. Fans:
  • (1) FFU (Fan Filter Unit)/FCU (Fan Coil Unit): The controller is continuously optimized and improved to enhance the fan controller according to customer application needs, thereby increasing the product's market competitiveness.
  • (2) Inner-rotor motor controllers with capacities ranging from 1.5KW/2.2KW/3.7KW were already been developed and will primarily be applied in the ventilation of industrial, agricultural, and animal husbandry fields.
  • (3) External rotor motors, 3kW controllers, and EC fans/wind walls composed of fan blades were developed.
    • (a) EC fan controller: The Company designed industry-leading high-voltage/high-power drive control products, utilizing firmware to switch the input waveform into the required current waveform, and discontinued the use of large capacitors for filtering, in order to reduce the volume of the electronic control board, make the fans flatter/smaller, and create motor/drive control integrated units.
    • (b) EC fan/wind wall integration: Multiple EC fans were utilized to form a wind wall using automatic control interface communication. As a result, the operation of any single fan could be controlled at will, and relevant data could be collected for the management and optimization of work efficiency.
    • (c) Application fields: Data center industry, medical purification industry, energy storage industry, high-speed rail, air-conditioning and ventilation, and maritime vessels.
    1. Water pumps: The water pump driver board and upper control boards were developed alongside the BLDC motor and are now in production and sales. Application field: Hydraulic boosting devices. The scope of application includes household applications, industrial applications, fire protection, and factory water supply and cooling, etc.

(IV) Production policy

    1. Continuously implement lean production, and practice three major principles of procedure shortening, procedure combination, and procedure elimination to minimize ineffective production costs.
    1. Gradually transform the business from single PCB product assembly to the assembly of finished products of displays and outdoor portable power supplies, to achieve diversified operation of products and improve the equipment utilization rate of the factory.
    1. Enhance the production efficiency of small batches, expedite line changes and machine cleaning, and strictly manage material and finished product inventories to minimize the risk of sluggish inventory levels.
    1. Continue to improve the quality management system and electronic operations of quality records. Continually promote total quality management (TQM) with the goal of zero customer complaints.
    1. Procurement Strategy: To enhance price competitiveness, the Company actively introduces new suppliers to ensure a stable supply and effectively control costs, thereby strengthening the price advantage of its products in the market.
    1. Create a safe production and work environment by performing routine fire drills, implementing epidemic prevention measures, and adhering to food and work safety protocols. This ensures the personal and property safety of staff by preventing and reducing all kinds of safety accidents.

II. 2025 Business Outlook

(I) Corporate business policy

  1. Power product lines: In addition to continually developing products with high technological content through cooperation with existing customers, the Company will also expand niche commercial display power products for existing customers. Furthermore, the Company will actively pursue new customers and applications, such as DC/DC converters for hydrogen energy equipment. Regarding the assembly of finished products, the Company has expanded its categories of display assembly and high-power DC power distributors, incorporating chargers for camper vans, with the aim of developing products that offer increased added value for niche markets.

    1. Driving controller product line: Lien Chang has invested in the development of industrial and commercial products, continually cooperating with existing customers to expand business opportunities, and has continued to deepen its technical capabilities to enhance product advantages. The Company focused on energy-saving products related to EC fan electrical controllers (FCU and FFU), EC water pump electrical control, and variable frequency compressor driving control, which are applied in various products to meet the current demand for power ranging from 45W to 1600W. These include industrial dehumidifiers, water chillers, semiconductor temperature circulator testing systems, as well as external rotor EC motor electrical controllers and ECM booster fans.
    1. With the growth of the new energy and electric vehicle markets, significant business opportunities have emerged for related power and electronic products, including battery BMS, motor drives for electric vehicles, and energy storage equipment inverters, which align with Lien Chang's professional background. Additionally, Lien Chang has gained extensive experience in EMS from major international manufacturers and has held certification for vehicle-mounted IATF16949 systems for many years. Consequently, the quality and manufacturability of the Company have been recognized by customers. Furthermore, the Company will actively pursue and expand its relevant EMS business to enhance the utilization rate of equipment.
    1. Introduce new suppliers to strengthen the purchasing and bargaining capabilities for key components. The most competitive BOM cost will be achieved by leveraging a diversified supply of materials to enhance our order-receiving capacity and increase profitability.
    1. Continue to refine the Manufacturing Execution System (MES) to enhance the tracking system from product shipment to the customer's end, thereby ensuring quality traceability.

(II) R&D plans:

    1. Continuously enhance and advocate the application levels of various driving controller products for wind, water, and electricity.
    1. Perform research and development on control panels and controllers for refrigeration and freezer units, archiving the diversity of products.
    1. Continuously pursue cost reduction to achieve more favorable cost competitiveness. Since MCU is a significant core element of electrical controllers, the R&D department has begun developing alternative solutions with enhanced functionality and more competitive pricing, making the products more competitive in the market in terms of pricing.
    1. Develop large-power 4.5 kW DC-DC power supplies for automotive fuel cells.

Fuel cells differ from rechargeable batteries in that they can continually provide stable power through a stable supply of oxygen and fuel sources until the fuel is depleted, whereas rechargeable batteries require recharging after use, with issues related to charging cycles and storage capacity. Therefore, fuel cells are the primary development direction for future batteries, boasting short charging times, low reaction noise, and low environmental pollution (free from environmental protection issues derived from battery treatment in the future). Furthermore, fuel cells do not require other power generation systems for recharging.

    1. Display product development
  • (1) Integrate sensor technology and dynamic dimming control to gain sales niches in energy-saving displays.

Adjust and correct dynamic light sources through firmware to minimize power loss and meet the requirements for obtaining an energy-saving badge.

(2) Frequency doubling screen and blue-light protective displays

Frequency doubling screen: It improves the smoothness of dynamic
images by enhancing the vertical refresh
rate.
Blue-light eye protection: It reduces eye strain by adjusting the ratio
of blue light output in the backlight.
This technology is utilized to enhance the
smoothness of dynamic images by improving
the vertical refresh rate and reducing eye strain
by adjusting the blue light output ratio of the
backlight, thereby showcasing the advantages of
displays that customers prefer.
  • (3) Customized embedding of open gaming console display screens
  • Develop display screens for gaming consoles based on the customers' requests.

Application fields: Gaming consoles and gambling machine displays. The primary objective is to expand our niche market product offerings.

(4) Customized open-frame touch screen

Design touch screens that meet the needs of large machinery or kiosks in public places, tailored to customers' project demands.

Application field: To be operated and utilized by customers in stores, shopping malls, and public spaces.

(5) High-brightness, anti-reflective and anti-glare screens

Design screens that meet the specific needs of outdoor kiosks or public exhibition halls, tailored to customers' project requirements.

Application field: Outdoor advertising signage and displays

(III) Future development strategy

    1. Expansion of business scope
  • (1) Focus on specific markets: Offer well-targeted products and services that meet the particular needs of individual customers. Establish competitive advantages to attract a stable customer base.
  • (2)Diversified product line: Expand the product lines to satisfy customers' needs while assuring product quality. More diversified products can reduce risk and improve market share.
  • (3) Customized services: Provide products and services for customers in specific markets to enhance customer loyalty, improve customer satisfaction, and promote greater demand.
    1. Synergy advantages
  • (1) Cross-department collaboration: Promote collaboration among internal departments to enhance overall operational efficiency, including the shortening of production cycles, optimization of resource utilization, and reduction of inventories.
  • (2) Collaboration with supply chain partners: Establish closer relationships with suppliers and share information with them to reduce cost and improve supply chain efficiency.
  • (3) Strategic alliances: Form strategic alliances with other enterprises, sharing technology, resources, and market channels to expand new markets jointly, thereby leveraging each other's advantages and realizing win-win cooperation.

    1. Sustainability
  • (1) Increase environmentally friendly production: Adopt environmentally friendly production methods and materials to reduce carbon emissions and lower environmental impact, which not only helps improve the corporate image but also satisfies customers' demand for environmentally friendly products.
  • (2) Foster a growth culture: Cultivate a growth mindset among organizational members, foster a culture of sustainable development, and consider new challenges as learning opportunities to promote sustainable corporate growth.
  • (3) Perform social responsibilities: Actively perform corporate social responsibilities, pay attention to employee welfare and community development, improve our corporate image, enhance employee loyalty, and win more extensive social support.

III. Influence of the external competitive environment and overall operating environment

In 2025, attention will be paid to the overall economic environment, considering the impact of multiple factors, including geopolitical tensions, technological advancements, and climate change. High inflation is likely to persist for a certain period, leading to relatively high interest rates. It will influence enterprises' operational cost and investment willingness. Secondly, we will pay more attention to the resilience of the supply chain and pursue diversified suppliers and production bases. Additionally, we will face more environmental regulations and consumer demand for green products. Although the business environment is highly challenging, it also presents tremendous business opportunities. Lien Change will actively respond to these challenges and master new development opportunities.

In response to the trade wars among different countries and the changes in the external competitive environment, Lien Change will determine its responsive strategies by focusing on the following aspects:

    1. Strengthen digital transformation: Apply digital technologies in each aspect including production, management and marketing.
    1. Improve innovation capability: Encourage employees to innovate and develop new products and services.
    1. Emphasize talent development: Cultivate high-quality talents and establish a learning organization.
    1. Pay attention to ESG: Integrate ESG into the core of corporate management.
    1. Reinforce risk management: Establish a complete risk management system in response to uncertainties.

Overall, trade wars between various countries have had a profound impact on the global economy, geopolitics, and corporate management. In this complex environment, Lien Change must continuously adjust its business strategies and enhance its competitiveness to survive and thrive in fierce market competition.

The risks arising from global environmental changes are closely linked to corporate management, social security, and stability. Based on its corporate responsibilities for caring for life, making effective use of resources, and contributing to society, the Company formally initiated greenhouse gas inventory and verification work in 2024, establishing a greenhouse gas inventory management system in accordance with ISO 14064-1:2018. Based on this management system and inventory results, the greenhouse gas emissions of the Company's production bases and its subsidiaries can be effectively managed. The Company has completed its greenhouse gas inventory and verification for the year 2023. Additionally, in accordance with the requirements of the Financial Supervisory Commission, the Company and its subsidiaries completed their greenhouse gas inventory and verification work before the statutory time limit. The Company and its subsidiaries synchronously obtained greenhouse gas verification opinions from external third parties in December 2024. The Company will gradually plan and coordinate government policy to actively implement greenhouse gas reductions, based on this approach, to achieve the goal of CO2 emission reduction.

In the future, the Company will not only continually promote greenhouse gas emission control to reduce costs but also aim to achieve sustainable energy development goals concerning resource efficiency, energy savings, and environmental protection. This approach will help maintain competitive advantages and resilience, thereby positioning the Company as an important force in realizing long-term development and sustainable management.

Finally, as the Company's products become increasingly successful, the management team will continually maintain the resilience of the operational organization and implement business policies and strategies that focus on technological improvements, new product development, business expansion, purchasing management, and human resource development. While following the philosophy of sustainable management, we aim to boost profits, seize new business opportunities, and generate greater added value, thereby enhancing operational performance and serving the best interests of shareholders.

Chairman: LIEN, JAU-TSU General Manager: LIN, CHUN-LIEN Chief Accountant: LIN, CHUNG-SHAN

Attachment 2

Independent Directors' Review Report

The Board of Directors had submitted documents including the Company's 2024 Consolidated Financial Statements and Parent-Only Financial Statements, which have been audited by CPAs CHIU, CHAO-HSIEN and HSU, MING-CHUAN from PwC Taiwan, along with the Business Report and the Proposal for Deficit Compensation Statement for our review. After inspection by the Independent Directors, no material misstatement has been found, and we have prepared an Audit Report in accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act.

To

2025 General Shareholders' meeting

LIEN CHANG ELECTRONIC ENTERPRISE CO., LTD. Independent Director: LIN, WAN-YING

March 07, 2025

Attachment 3

INDEPENDENT AUDITORS' REPORT TRANSLATED FROM CHINESE

To the Board of Directors and Shareholders of Lien Chang Electronic Enterprise Co. Ltd.

Opinion

We have audited the accompanying consolidated balance sheets of Lien Chang Electronic Enterprise Co., Ltd. and subsidiaries (the "Group") as at December 31, 2024 and 2023, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of material accounting policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at December 31, 2024 and 2023, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission.

Basis for opinion

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

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the Group's 2024 consolidated financial statements. These matters were addressed in the context of our audit of the consolidated financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.

Key audit matters for the Group's 2024 consolidated financial statements are stated as follows:

Allowance for inventory valuation losses

Description

Refer to Note 4(14) for accounting policies on inventory, Note 5(2) for the significant accounting estimates and assumptions applied on inventory, and Note 6(6) for the allowance for inventory valuation.

As of December 31, 2024, the balance of inventory was NT\$97,356 thousand (allowance for inventory valuation losses was NT\$25,096 thousand), constituting 6% of the consolidated total assets. The Group's main inventory is the power supply unit which is primarily used in display monitors. As the inventory value is subject to fluctuations due to market demand and the product technology rapidly changes, there is a higher risk for inventory valuation loss. The Group's inventories are stated at the lower of cost and net realisable value.

As the Group's assessment of net realisable value of inventory involves management's subjective judgement and a high degree of estimation uncertainty, and considering that the Group's inventory and allowance for inventory valuation losses are significant to the financial statements, we identified the allowance for inventory valuation losses as a key audit matter.

How our audit addressed the matter

We performed the following audit procedures on the above key audit matter:

    1. Obtained an understanding of and assessed the Group's provision policies on allowance for inventory valuation losses, including the determination as to whether the net realisable value of inventories and the operating expense ratio are adequate. Checked whether the provision policies of allowance for inventory valuation losses were consistently adopted in the reporting periods.
    1. Obtained an understanding of the inventory management process and observed annual physical counts to assess the effectiveness of management's classification and controls over obsolete and slow-moving inventory.
    1. Obtained the net realisable value assessment report of inventory, confirmed whether the calculation logic was consistently adopted, selected samples and tested the basis for the determination of net realisable value, and recalculated the provision for loss on decline in market value of inventory and obsolescence to ascertain the adequacy of allowance for inventory valuation losses.

Cut-off of sales revenue of distribution warehouse

Description

For the year ended December 31, 2024, operating revenue was NT\$403,642 thousand. Refer to Note 4(27) for accounting policies on revenue recognition and Note 6(16) for details of operating revenue.

In line with IFRS 15, 'Revenue from contracts with customers' and related interpretations as endorsed by the Financial Supervisory Commission, the Group recognises revenue when a customer obtains control of promised goods or services. A customer obtains control of goods or services when a customer has the ability to direct the use of, and obtain substantially all of the remaining benefits from, the asset. The Group recognises revenue based on changes in inventory balances as derived from the information or statements provided by the warehouse custodian. As there are many warehouses located in numerous countries, and the procedure of revenue recognition involves manual processing, there is a risk of inappropriate timing of sales revenue recognition. Thus, we considered the cutoff of sales revenue of distribution warehouse a key audit matter.

How our audit addressed the matter

We performed the following audit procedures on the above key audit matter:

    1. Inquired with management about the relevant internal controls over periodic reconciliation with distribution warehouse.
    1. Obtained an understanding and assessed the internal controls regulating transactions in the warehouse, including randomly checking whether the details of delivering cargo (including product name, quantity, cash amount and timing) is consistent with the sales document, and validated whether the recorded timing of the sales revenue in the distribution warehouse is consistent with that in the accounting system.
    1. Assessed and checked the propriety of cut-off of sales revenue around the balance sheet date. Verified the evidence provided by the warehouse custodian and whether the records of changes in inventory balance and the transfer of cost of goods sold have been accounted for in the proper period.
    1. Performed accounts receivable confirmation procedure for significant customers.

Other matter – Parent company only financial reports

We have audited and expressed an unmodified opinion on the parent company only financial statements of Lien Chang Electronic Enterprise Co., Ltd. as at and for the years ended December 31, 2024 and 2023.

Responsibilities of management and those charged with governance for the consolidated financial statements

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

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

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

Auditors' responsibilities for the audit of the consolidated financial statements

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

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

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

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

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

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

Chiu, Chao-Hsien Hsu, Ming-Chuan For and on Behalf of PricewaterhouseCoopers, Taiwan March 7, 2025

------------------------------------------------------------------------------------------------------------------------------- The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and independent auditors' report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.

As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.

LIEN CHANG ELECTRONIC ENTERPRISE CO., LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2024 AND 2023

(Expressed in thousands of New Taiwan dollars)

December 31, 2024 December 31, 2023
Assets Notes AMOUNT % AMOUNT %
Current assets
1100 Cash and cash equivalents 6(1) % 847-25: 57 % 798-825 55
1110 Financial assets at fair value through 6(2)
profit or loss - current 25-257 2 89
1136 Financial assets at amortised cost - 6(4)
current 2:8-139 23 337-3:9 26
1150 Notes receivable, net 6(5) :-335 2 7-664
1170 Accounts receivable, net 6(5) 6:-96: 5 217-877 8
1180 Accounts receivable - related parties, 7
net 37-8:: 3 :-896 2
1200 Other receivables 7 21-5:1 2 27-399 2
130X Inventories 6(6) :8-467 7 9:-756 7
1410 Prepayments 5-287 6-427
1470 Other current assets 89 76
11XX Total current assets 2-266-416 84 2-259-619 85
Non-current assets
1517 Financial assets at fair value through 6(3)
other comprehensive income - non
current 258-765 : 98-167 7
1600 Property, plant and equipment 6(7) 8:-591 6 88-96: 6
1755 Right-of-use assets 6(8) 39-572 3 6:-257 5
1760 Investment property, net 6(9) 257-243 : 258-:9: :
1780 Intangible assets 2-699 3-455
1840 Deferred income tax assets 6(20) 26-69: 2 26-53: 2
1900 Other non-current assets 6(11) 23-259 2 21-:78 2
15XX Total non-current assets 542-163 38 511-8:1 37
1XXX Total assets % 2-697-468 211 % 2-65:-3:9 211

(Continued)

December 31, 2024 December 31, 2023
Liabilities and Equity Notes AMOUNT % AMOUNT %
Current liabilities
2150 Notes payable % 2-3:2 % 3-482
2170 Accounts payable 234-734 9 85-996 6
2200 Other payables 6(10) 56-411 4 66-7:2 5
2230 Current income tax liabilities 2-699 35
2280 Lease liabilities - current 26-257 2 35-657 3
2300 Other current liabilities 2-:32 5-921
21XX Total current liabilities 299-97: 23 273-438 22
Non-current liabilities
2570 Deferred income tax liabilities 6(20) 26-441 2 29-585 2
2580 Lease liabilities - non-current 25-111 2 37-625 3
2600 Other non-current liabilities 6-254 6-139
25XX Total non-current liabilities 45-584 3 61-127 4
2XXX Total liabilities 334-453 25 323-454 25
Equity
Share capital 6(12)
3110 Common stock 2-21:-381 81 2-21:-381 83
Capital surplus 6(13)
3200 Capital surplus 26:-449 21 26:-449 21
Retained earnings 6(14)
3310 Legal reserve 4:-:21 3 58-489 4
3320 Special reserve 23:-396 9 23:-396 9
3350 Accumulated deficit ) 79-699* ) 5* ) 8-579*
Other equity interest 6(15)
3400 Other equity interest ) 7-311* ) 211-959* ) 8*
3XXX Total equity 2-474-126 97 2-447-:66 97
3X2X Total liabilities and equity % 2-697-468 211
%
2-65:-3:9 211

LIEN CHANG ELECTRONIC ENTERPRISE CO., LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2024 AND 2023 (Expressed in thousands of New Taiwan dollars)

LIEN CHANG ELECTRONIC ENTERPRISE CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2024 AND 2023

(Expressed in thousands of New Taiwan dollars, except for loss per share amount)

Year ended December 31
2024 2023
Items Notes AMOUNT % AMOUNT %
4000 Operating revenue 6(16) and 7 %! 514-753! 211! %! 69:-648! 211
5000 Operating costs 6(6)(19) ) 526-935!*!)! 214!*!) 724-328!*!)! 215*!
5900 Gross loss ) 23-293!*!)! 4!*!) 34-791!*!)! 5*!
Operating expenses 6(19)
6100 Selling expenses ) 42-36:!*!)! 9!*!) 4:-736!*!)! 8*!
6200 General and administrative expenses ) 59-597!*!)! 23!*!) 65-689!*!)! :*!
6300
6450
Research and development expenses
Expected credit impairment gain
12(2) ) 35-5:8!*!)!
:!
7!*!)
.!
35-253!*!)!
2:!
5*!
6000 Total operating expenses ) 215-344!*!)! 37!*!) 229-437!*!)! 31*!
6900 Operating loss ) 227-526!*!)! 3:!*!) 253-117!*!)! 35*!
Non-operating income and expenses
7100 Interest income 28-733! 5! 27-568! 4
7010 Other income 6(9)(17) 42-142! 9! 53-769! 8
7020 Other gains and losses 6(2)(8)(18) ) 2-123!*! .! 3-447!
7050 Finance costs 6(8) ) 2-38:!*!)! 2!*!) 2-781!*!
7000 Total non-operating income and
expenses
57-473! 22! 6:-892! 21
7900 Loss before income tax ) 81-164!*!)! 29!*!) 93-336!*!)! 25*!
7950 Income tax expense 6(20) ) 83!*! .! ) 22-979!*!)! 3*!
8200 Loss for the year )%! 81-236!*!)! 29!*!)%! :5-1:4!*!)! 27*!
Other comprehensive income
Components of other comprehensive
income that will not be reclassified to
profit or loss
8311 Remeasurement of defined benefit plan 6(11) %! 2-:32! .! %! 223!
8316 Unrealised gains from investment in 6(3)(15)
equity instruments measured at fair value
8349 through other comprehensive income
Income tax related to components of
6(20) 71-6:9! 26! 7-8:1! 2
other comprehensive income that will not
be reclassified to profit or loss ) 495!*! .! ) 33!*!
8310 Other comprehensive income that will
not be reclassified to profit or loss 73-246! 26! 7-991! 2
Components of other comprehensive
income that will be reclassified to profit
or loss
8361 Exchange differences on translation of 6(15)
8399 foreign financial statements
Income tax related to components of
6(15)(20) 53-674! 22! ) 25-22:!*!)! 3*!
other comprehensive income that will be
reclassified to profit or loss ) 9-624!*!)! 3!*! 3-933!
8360 Other comprehensive income (loss)
that will be reclassified to profit or loss 45-161! :! ) 22-3:8!*!)! 3*!
8300 Other comprehensive income (loss), net %! :7-296! 35! )%! 5-528!*!)! 2*!
8500 Total comprehensive income (loss) %! 37-171! 7! )%! :9-621!*!)! 28*!
Loss attributable to:
8610 Owners of the parent )%! 81-236!*!)! 29!*!)%! :5-1:4!*!)! 27*!
Comprehensive income (loss) attributable
to:
8710 Owners of the parent %! 37-171! 7! )%! :9-621!*!)! 28*!
9750 Basic loss per share (in dollars) 6(21) )%! 1/74!*!)%! 1/96!*!
9850 Diluted loss per share (in dollars) 6(21) )%! 1/74!*!)%! 1/96!*!
Equity attributable to owners of the parent
Capital Reserves Retained Earnings Other Equity Interest
Notes Common stock Capital surplus,
additional paid
in capital
Treasury stock
transactions
Legal reserve Special reserve Accumulated
deficit
translation differences
Financial statements
of foreign operations
Unrealised (losses)
assets at fair value
gains on financial
comprehensive
through other
income
Total equity
2023
Balance at January 1, 2023 %!2-21:-381 :5-263
%!
76-297
%!
57-386
%!
%! 269-165 7:-:73
%!
9:-4:7 *
)%!
7-:56 *
)%!
2-557-669
%!
Loss for the year :5-1:4 *
)
:5-1:4 *
)
Other comprehensive income (loss) for the year 6(15) :1 22-3:8 *
)
7-8:1 5-528 *
)
Total comprehensive income (loss) :5-114 *
)
22-3:8 *
)
7-8:1 :9-621 *
)
Appropriations and distribution of 2022 earnings 6(14)
Cash dividends 22-1:4 *
)
22-1:4 *
)
Legal reserve 2-214 2-214 *
)
Reversal of special reserve 39-87: *
)
39-87:
Balance at December 31, 2023 %!2-21:-381 :5-263
%!
76-297
%!
58-489
%!
%! 23:-396 8-579 *
)%!
211-7:4 *
)%!
266 *
)%!
2-447-:66
%!
2024
Balance at January 1, 2024 %!2-21:-381 :5-263
%!
76-297
%!
58-489
%!
%! 23:-396 8-579 *
)%!
211-7:4 *
)%!
266 *
)%!
2-447-:66
%!
Loss for the year 81-236 *
)
81-236 *
)
Other comprehensive income for the year 6(15) 2-648 45-161 71-6:9 :7-296
Total comprehensive income (loss) 79-699 *
)
45-161 71-6:9 37-171
Legal reserve used to offset against accumulated
deficit
6(14) 8-579 *
)
8-579
Balance at December 31, 2024 %!2-21:-381 :5-263
%!
76-297
%!
4:-:21
%!
%! 23:-396 79-699 *
)%!
77-754 *
)%!
71-554
%!
2-474-126
%!

LIEN CHANG ELECTRONIC ENTERPRISE CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2024 AND 2023 (Expressed in thousands of New Taiwan dollars)

LIEN CHANG ELECTRONIC ENTERPRISE CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2024 AND 2023 (Expressed in thousands of New Taiwan dollars)

Year ended December 31
Notes 2024 2023
CASH FLOWS FROM OPERATING ACTIVITIES
Loss before tax )% 81-164 *
)%
93-336 *
Adjustments
Adjustments to reconcile profit (loss)
Depreciation 6(7)(8)(19) 55-9:6 57-835
Amortization 6(19) 949 2-2:4
Depreciation of investment property 6(9) 3-228 3-228
Expected credit gain 12(2) ) : *
)
2: *
Net gain on financial assets at fair value through 6(2)(18)
profit or loss ) 6:3 *
)
2-96: *
Interest expense 2-38: 2-781
Interest income ) 28-733 *
)
27-568 *
Dividend income 6(3)(17) ) 3-9:3 *
)
3-425 *
Write-off of past due payable 6(17) ) 569 *
)
21-329 *
Loss on disposal of property, plant and 6(18)
equipment 4-346 464
(Gain from price recovery) loss on decline in 6(6)
market value of inventory ) 42-529 * 29-5:5
Gain from lease modification 6(8)(18) ) 2:5 *
Fire-related compensation income 6(9) ) 371 *
Changes in operating assets and liabilities
Changes in operating assets
Notes receivable ) 3-782 * 3-377
Accounts receivable 57-:27 61-328
Accounts receivable - related parties, net ) 28-125 * 974
Other receivables 2-356 5-146
Inventories 34-818 254-174
Prepayments 2-251 4-451
Other current assets ) 24 * 2-329
Other non-current assets ) 2-452 *
)
318 *
Changes in operating liabilities
Notes payable ) 2-191 * 983
Accounts payable 59-849
)
232-362 *
Other payables ) :-2:6 *
)
38-977 *
Other current liabilities ) 3-99: *
)
2-551 *
Other non-current liabilities
Cash inflow generated from operations
226
)
27-635
3-651 *
21-13:
Interest received 33-879 21-989
Interest paid ) 72 *
)
72 *
Income taxes paid ) 5-263 *
)
95-669 *
Dividends received 3-9:3 3-425
Net cash flows from (used in) operating
activities 48-:82
)
72-4:9 *

(Continued)

LIEN CHANG ELECTRONIC ENTERPRISE CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2024 AND 2023 (Expressed in thousands of New Taiwan dollars)

Year ended December 31
Notes 2024 2023
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of financial assets at fair value through
profit or loss )% 25-111 * )% 3:-111 *
Proceeds from disposal of financial assets at fair
value through profit or loss 638 45-878
Decrease in financial liabilities at fair value through
profit or loss ) :55 *
Decrease (increase) in financial assets at amortised
cost 51-69: ) 337-3:9 *
Acquisition of property, plant and equipment 6(22) ) 34-768 * ) 9-398 *
Proceeds from disposals of property, plant and
equipment 2-671 6-865
Increase in intangible assets ) 528 *
Decrease in other receivables 232-8:1
Decrease in refundable deposits 89
Net cash flows from (used in) investing
activities 6-12: ) 213-668 *
CASH FLOWS FROM FINANCING ACTIVITIES
Decrease in lease liabilities 6(23) ) 27-591 * ) 38-989 *
Decrease in guarantee deposits received ) 292 *
Cash dividends paid 6(14) ) 22-1:4 *
Net cash flows used in financing activities ) 27-591 * ) 4:-263 *
Effect of exchange rate changes 32-:36 ) 22-112 *
Net increase (decrease) in cash and cash equivalents 59-546 ) 325-219 *
Cash and cash equivalents at beginning of year 798-825 :12-933
Cash and cash equivalents at end of year % 847-25: % 798-825

INDEPENDENT AUDITORS' REPORT TRANSLATED FROM CHINESE

To the Board of Directors and Shareholders of Lien Chang Electronic Enterprise Co., Ltd.

Opinion

We have audited the accompanying parent company only balance sheets of Lien Chang Electronic Enterprise Co., Ltd. (the "Company") as at December 31, 2024 and 2023, and the related parent company only statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the parent company only financial statements, including a summary of material accounting policies.

In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the financial position of the Company as at December 31, 2024 and 2023, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for opinion

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

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the Company's 2024 parent company only financial statements. These matters were addressed in the context of our audit of the parent company only financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.

Key audit matters for the Company's 2024 parent company only financial statements is stated as follows:

Cut-off of sales revenue of distribution warehouse

Description

For the year ended December 31, 2024, operating revenue was NT\$194,655 thousand. Refer to Note 4(25) for accounting policies on revenue recognition and Note 6(16) for details of operating revenue.

In line with IFRS 15, 'Revenue from contracts with customers' and related interpretations as endorsed by the Financial Supervisory Commission, the Company recognises revenue when a customer obtains control of promised goods or services. A customer obtains control of goods or services when a customer has the ability to direct the use of, and obtain substantially all of the remaining benefits from, the asset. The Company recognises revenue based on changes in inventory balances as derived from the information or statements provided by the warehouse custodian. As there are many warehouses located in numerous countries, and the procedure of revenue recognition involves manual processing, there is a risk of inappropriate timing of sales revenue recognition. Thus, we considered the cut-off of sales revenue of distribution warehouse a key audit matter.

How our audit addressed the matter

We performed the following audit procedures on the above key audit matter:

    1. Inquired with management about the relevant internal controls over periodic reconciliation with distribution warehouse.
    1. Obtained an understanding and assessed the internal controls regulating transactions in the warehouse, including randomly checking whether the details of delivering cargo (including product name, quantity, cash amount and timing) is consistent with the sales document, and validated whether the recorded timing of the sales revenue in the distribution warehouse is consistent with that in the accounting system.
    1. Assessed and checked the propriety of cut-off of sales revenue around the balance sheet date. Verified the evidence provided by the warehouse custodian and whether the records of changes in inventory balance and the transfer of cost of goods sold have been accounted for in the proper period.
    1. Performed accounts receivable confirmation procedure for significant customers.

Responsibilities of management and those charged with governance for the parent company only financial statements

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

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

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

Auditors' responsibilities for the audit of the parent company only financial statements

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

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

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

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

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

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

Chiu, Chao-Hsien Hsu, Ming-Chuan

For and on behalf of PricewaterhouseCoopers, Taiwan March 7, 2025

------------------------------------------------------------------------------------------------------------------------------- The accompanying parent company only financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying parent company only financial statements and independent auditors' report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.

As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.

LIEN CHANG ELECTRONIC ENTERPRISE CO., LTD. PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2024 AND 2023

(Expressed in thousands of New Taiwan dollars)

Assets Notes December 31, 2024
AMOUNT
% December 31, 2023
AMOUNT
%
Current assets
1100 Cash and cash equivalents 6(1) % 47:-762 35 %
464-2:8
33
1150 Notes receivable, net 6(4) 36: 952
1170 Accounts receivable, net 6(4) 36-685 3 96-229 7
1200 Other receivables 2-473 983
1210 Other receivables - related parties 7 355
130X Inventories 6(5) 21-972 2 35-939 3
1410 Prepayments 2-8:4 3-32:
1470 Other current assets 89 76
11XX Total current assets 51:-689 38 578-495 41
Non-current assets
1517 Financial assets at fair value through 6(3)
other comprehensive income - non
current 258-765 21 98-167 7
1550 Investments accounted for using 6(6)
equity method 893-748 63 943-133 64
1600 Property, plant and equipment 6(7) 2-638 :92
1755 Right-of-use assets 6(8) 2:-556 2 44-549 3
1760 Investment property, net 6(9) 257-243 21 258-:9: :
1780 Intangible assets 614 729
1840 Deferred income tax assets 6(21) 5-6:2 5-:86
1900 Other non-current assets 6(11) 6-:18 5-798
15XX Total non-current assets 2-219-4:7 84 2-222-877 81
1XXX Total assets % 2-628-:85 211 %
2-68:-261
211

(Continued)

LIEN CHANG ELECTRONIC ENTERPRISE CO., LTD. PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2024 AND 2023 (Expressed in thousands of New Taiwan dollars)

December 31, 2024 December 31, 2023
Liabilities and Equity Notes AMOUNT % AMOUNT %
Current liabilities
2150 Notes payable % 2-3:3 % 3-482
2180 Accounts payable - related parties 7 95-469 7 264-398 21
2200 Other payables 6(10) 36-888 3 44-714 3
2230 Current tax liabilities 6
2280 Lease liabilities - current 6-773 8-173 2
2300 Other current liabilities 2-:33 5-8:4
21XX Total current liabilities 22:-127 9 312-227 24
Non-current liabilities
2570 Deferred income tax liabilities 6(21) 27-926 2 :-693
2580 Lease liabilities - non-current 25-111 2 37-626 3
2600 Other non-current liabilities 6-239 5-:93
25XX Total non-current liabilities 46-:54 3 52-18: 3
2XXX Total liabilities 265-:6: 21 353-2:6 26
Equity
Share capital 6(12)
3110 Common stock 2-21:-381 84 2-21:-381 81
Capital surplus 6(13)
3200 Capital surplus 26:-449 21 26:-449 21
Retained earnings 6(14)
3310 Legal reserve 4:-:21 4 58-489 4
3320 Special reserve 23:-396 : 23:-396 9
3350 Accumalted deficit ) 79-699* ) 6* ) 8-579*
Other equity interest 6(16)
3400 Other equity interest ) 7-311* ) 211-959* ) 7*
3XXX Total equity 2-474-126 :1 2-447-:66 96
3X2X Total liabilities and equity % 2-628-:85 211
%
2-68:-261 211

LIEN CHANG ELECTRONIC ENTERPRISE CO., LTD. PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2024 AND 2023

(Expressed in thousands of New Taiwan dollars, except for loss per share amount)

Year ended December 31
2024 2023
Items Notes AMOUNT % AMOUNT %
4000 Operating revenue 6(16) and 7 %! 2:5-766! 211! %! 559-228! 211
5000 Operating costs 6(5)(19)(20) and 7 ) 2:9-524!*!)! 213!*!) 549-:89!*!)! :9*!
5900 Gross (loss) profit ) 4-869!*!)! 3!*! :-24:! 3
Operating expenses 6(19)(20) and 7
6100 Selling expenses ) 35-883!*!)! 24!*!) 42-984!*!)! 8*!
6200 General and administrative expenses ) 51-822!*!)! 32!*!) 57-4:9!*!)! 21*!
6300 Research and development expenses ) 35-5:8!*!)! 23!*!) 35-253!*!)! 7*!
6450 Expected credit impairment gain 12(2) 28! .! 26!
6000 Total operating expenses ) 9:-:74!*!)! 57!*!) 213-4:9!*!)! 34*!
6900 Operating loss ) :4-832!*!)! 59!*!) :4-36:!*!)! 32*!
Non-operating income and expenses
7100 Interest income 6-:96! 4! 5-533! 2
7010 Other income 6(9)(17) 41-831! 27! 52-282! :
7020
7050
Other gains and losses
Finance costs
6(2)(8)(18)
6(8)
)
)
2-144!!)!
822!
!
2!*!)
.! )
3-614!!)!
4:6!
!
2*!
7070 Share of loss of subsidiaries, associates
and joint ventures accounted for using
equity method ) 22-471!*!)! 7!*!) 52-838!*!)! :*!
7000 Total non-operating income and
expenses 34-712! 23! :79!
7900 Loss before income tax ) 81-231!*!)! 47!*!) :3-3:2!*!)! 32*!
7950 Income tax expense 6(21) ) 6!*! .! ) 2-913!*!
8200 Loss for the year )%! 81-236!*!)! 47!*!)%! :5-1:4!*!)! 32*!
Other comprehensive income
Components of other comprehensive
income that will not be reclassified to
profit or loss
8311 Remeasurement of defined benefit plan 6(11) %! 2-:32! 2! %! 223!
8316 Unrealised gains from investment in 6(3)(15)
equity instruments measured at fair value
8349 through other comprehensive income
Income tax related to components of
6(21) 71-6:9! 42! 7-8:1! 3
other comprehensive income that will not
be reclassified to profit or loss ) 495!*! .! ) 33!*!
8310 Other comprehensive income that will
not be reclassified to profit or loss 73-246! 43! 7-991! 3
Components of other comprehensive
income that will be reclassified to profit
or loss
8361 Exchange differences on translation of 6(15)
foreign financial statements 47-276! 29! ) 22-::7!*!)! 4*!
8380 Share of other comprehensive income 6(15)
(loss) of subsidiaries, associates and joint
ventures accounted for using equity
method, components of other
comprehensive income that will be
reclassified to profit or loss 6-229! 4! ) 2-7:9!*!
8399 Income tax related to components of 6(15)(21)
other comprehensive income that will be
reclassified to profit or loss ) 8-344!*!)! 5!*! 3-4:8!
8360 Other comprehensive income (loss)
that will be reclassified to profit or loss 45-161! 28! ) 22-3:8!*!)! 4*!
8300 Other comprehensive income (loss), net %! :7-296! 5:! )%! 5-528!*!)! 2*!
8500 Total comprehensive income (loss) %! 37-171! 24! )%! :9-621!*!)! 33*!
9750 Basic loss per share (in dollars) 6(22) )%! 1/74!*!)%! 1/96!*!
9850 Diluted loss per share (in dollars) 6(22) )%! 1/74!*!)%! 1/96!*!
YEARS ENDED DECEMBER 31, 2024 AND 2023
(Expressed in thousands of New Taiwan dollars)
Capital Reserves Retained Earnings Other Equity Interest
Notes Common stock additional paid-in
Capital surplus,
capital
Treasury stock
transactions
Legal reserve Special reserve Accumulated
deficit
differences of
statements
translation
Financial
operations
foreign
value through other
Unrealised gains
measured at fair
financial assets
comprehensive
(losses) from
income
Total equity
2023
Balance at January 1, 2023 %! 2-21:-381 :5-263
%!
76-297
%!
57-386
%!
269-165
%!
7:-:73
%!
9:-4:7 *
)%!
7-:56 *
)%!
%! 2-557-669
Loss for the year :5-1:4 *
)
:5-1:4 *
)
Other comprehensive income (loss) for the year 6(15) :1 22-3:8 *
)
7-8:1 5-528 *
)
Total comprehensive income (loss) :5-114 *
)
22-3:8 *
)
7-8:1 :9-621 *
)
Appropriations and distribution of 2022 earnings 6(14)
Cash dividends 22-1:4 *
)
22-1:4 *
)
Legal reserve 2-214 2-214 *
)
Reversal of special reserve 39-87: *
)
39-87:
Balance at December 31, 2023 %! 2-21:-381 :5-263
%!
76-297
%!
58-489
%!
23:-396
%!
8-579 *
)%!
211-7:4 *
)%!
266 *
)%!
%! 2-447-:66
2024
Balance at January 1, 2024 %! 2-21:-381 :5-263
%!
76-297
%!
58-489
%!
23:-396
%!
8-579 *
)%!
211-7:4 *
)%!
266 *
)%!
%! 2-447-:66
Loss for the year 81-236 *
)
81-236 *
)
Other comprehensive income for the year 6(15) 2-648 45-161 71-6:9 :7-296
Total comprehensive income (loss) 79-699 *
)
45-161 71-6:9 37-171
Legal reserve used to offset against accumulated
deficit
6(14) 8-579 *
)
8-579
Balance at December 31, 2024 %! 2-21:-381 :5-263
%!
76-297
%!
4:-:21
%!
23:-396
%!
79-699 *
)%!
77-754 *
)%!
71-554
%!
%! 2-474-126

LIEN CHANG ELECTRONIC ENTERPRISE CO., LTD. PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY

LIEN CHANG ELECTRONIC ENTERPRISE CO., LTD. PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2024 AND 2023

(Expressed in thousands of New Taiwan dollars)

Year ended December 31
Notes 2024 2023
CASH FLOWS FROM OPERATING ACTIVITIES
Loss before tax )% 81-231 *
)%
:3-3:2 *
Adjustments
Adjustments to reconcile profit (loss)
Depreciation 6(7)(8)(19) 7-893 :-165
Amortization 6(19) 226 447
Depreciation of investment property 6(9) 3-228 3-228
Expected credit gain 12(2) ) 28 *
)
26 *
Net gain on financial assets at fair value through 6(2)(18)
profit or loss ) 34 *
Interest expense 822 4:6
Interest income ) 6-:96 *
)
5-533 *
Dividend income 6(3)(17) ) 3-9:3 *
)
3-425 *
Write-off of past due payable 6(17) ) 569 *
)
21-329 *
Gain from price recovery of inventory 6(5) ) 343 *
)
6-416 *
Gain from lease modification 6(8)(18) ) 2:5 *
Fire-related compensation income 6(9) ) 371 *
Share of loss of subsidiaries, associates and joint
ventures accounted for using equity method 22-471 52-838
Changes in operating assets and liabilities
Changes in operating assets
Notes receivable 693
)
952 *
Accounts receivable 6:-672 49-696
Other receivables 52
)
241 *
Other receivables - related parties 355
)
235 *
Inventories 25-2:: 71-617
Prepayments 537 36
Other current assets ) 24 * 2-329
Other non-current assets 321
)
314 *
Changes in operating liabilities
Notes payable ) 2-18: * 983
Accounts payable - related parties ) 79-:3: *
)
239-9:7 *
Other payables ) 8-447 *
)
21-426 *
Other current liabilities ) 3-982 *
)
:31 *
Other non-current liabilities 257
)
293 *
Cash outflow generated from operations ) 74-9:3 *
)
212-475 *
Interest received 7-158 5-52:
Interest paid ) 72 *
)
72 *
Income taxes paid ) 6:5 *
)
2:-961 *
Dividends received 93-311 28-489
Net cash flows from (used in) operating
activities 34-811
)
::-589 *

(Continued)

LIEN CHANG ELECTRONIC ENTERPRISE CO., LTD. PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2024 AND 2023 (Expressed in thousands of New Taiwan dollars)

Year ended December 31
Notes 2024 2023
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of financial assets at fair value through
profit or loss % )% 26-111 *
Proceeds from disposal of financial assets at fair
value through profit or loss 26-134
Acquisition of property, plant and equipment 6(23) ) 875 * ) 934 *
Increase in intangible assets ) 294 *
Increase in refundable deposits ) 42 *
Net cash flows used in investing activities ) 875 * ) 2-125 *
CASH FLOWS FROM FINANCING ACTIVITIES
Decrease in lease liabilities 6(24) ) 7-593 * ) 9-376 *
Cash dividends paid 6(14) ) 22-1:4 *
Net cash flows used in financing activities ) 7-593 * ) 2:-469 *
Net increase (decrease) in cash and cash equivalents 27-565 ) 22:-961 *
Cash and cash equivalents at beginning of year 464-2:8 584-158
Cash and cash equivalents at end of year % 47:-762 % 464-2:8

Attachment 4

LIEN CHANG ELECTRONIC ENTERPRISE CO., LTD.

2024 Deficit Compensation Statement

Unit: NT\$
Items 2024 Amounts
Unappropriated Retained Losses at Beginning of Period 0
Plus: Adjustment of retained surplus for 2024 (Note) 1,537,048
Adjusted non-distributed profit 1,537,048
Minus: Net loss after tax in 2024 (70,125,197)
Accumulated Deficit for the Current Period (68,588,149)
Distribution Item 0
Accumulated Deficit at End of Period (68,588,149)

Note: Gains (losses) on remeasurements of defined benefit plans

Chairman: LIEN, JAU-TSU General Manager: LIN, CHUN-LIEN Chief Accountant: LIN, CHUNG-SHAN

Attachment 5

LIEN CHANG ELECTRONIC ENTERPRISE CO., LTD.

Comparison table of the original and amended articles to the Articles of Incorporation

Article After Amendment Before Amendment Explanation
Article 21 The Company shall use 1-15% The Company shall use 1-15% In
of the profit of the current of the profit of the current compliance
year to distribute employee year to distribute employee with the
amended
remuneration. (At least 10% remuneration. Director Article 14-6
of the total employee remuneration shall not exceed of the
remuneration shall be 5%. However, if the Company Securities
allocated to employees.) still has accumulated losses, and
Director remuneration shall the losses shall be Exchange
Act.
not exceed 5%. However, if compensated.
the Company still has
accumulated losses, the losses
shall be compensated.
The decision on employee and The decision on employee and
director remuneration director remuneration
distribution ratios under the distribution ratios under the
previous paragraph and previous paragraph and
whether employee whether employee
remuneration should be remuneration should be
distributed in stock or in cash distributed in stock or in cash
shall be resolved by the board shall be resolved by the board
of directors by the majority of of directors by the majority of
directors attending a meeting directors attending a meeting
that is attended by 2/3 or more that is attended by 2/3 or more
directors and shall be reported
to the shareholders' meeting.
directors and shall be reported
to the shareholders' meeting.
The recipients of stock or cash The recipients of stock or cash
issued under the previous issued under the previous
paragraph include employees paragraph include employees
of subsidiaries meeting of subsidiaries meeting
certain conditions. The board certain conditions. The board
of directors is authorized to of directors is authorized to
determine such conditions. determine such conditions.
Article After Amendment Before Amendment Explanation
Article 24 These Articles of These Articles of The date of
Incorporation were Incorporation were this
established on 24 October established on 24 October amendment
has been
added.
1968 and were implemented
after approval by
1968 and were implemented
after approval by
shareholders'' resolution. shareholders'' resolution.
............ ............
The forty-fifth amendment The forty-fifth amendment
was made on June 14, 2023. was made on June 14, 2023.
The forty-sixth amendment
was made on May 28, 2025.

Appendix 1

LIEN CHANG ELECTRONIC ENTERPRISE CO., LTD.

Articles of Incorporation

Chapter I General

  • Article 1: The Company is organized in accordance with the Company Act and is named LIEN CHANG ELECTRONIC ENTERPRISE CO., LTD.
  • Article 2: The Company operates the following businesses:
    1. C805030 Plastic Daily Necessities Manufacturing.
    1. CB01020 Office Machines Manufacturing
    1. CC01020 Electric Wires and Cables Manufacturing.
    1. CC01030 Electrical Appliances and Audiovisual Electronic Products Manufacturing.
    1. CC01060 Wired Communication Equipment and Apparatus Manufacturing.
    1. CC01110 Computer and Peripheral Equipment Manufacturing.
    1. CC01990 Other Electrical Engineering and Electronic Machinery Equipment Manufacturing.
    1. CC01070 Telecommunication Equipment and Apparatus Manufacturing.
    1. CC01090 Manufacture of Batteries and Accumulators.
    1. CC01101 Restrained Telecom Radio Frequency Equipments and Materials Manufacturing.
    1. CC01120 Data Storage Media Manufacturing and Duplicating.
    1. CD01030 Motor Vehicles and Parts Manufacturing.
    1. CD01040 Motorcycles and Parts Manufacturing.
    1. CC01010 Manufacture of Power Generation, Transmission and Distribution Machinery.
    1. CC01080 Electronics Components Manufacturing.
    1. CE01010 General Instrument Manufacturing.
    1. CE01040 Watches and Clocks Manufacturing.
    1. CF01011 Medical Materials and Equipment Manufacturing.
    1. CH01030 Stationery Goods Manufacturing.
    1. CH01040 Toys Manufacturing.
    1. CM01010 Case and Bag Manufacturing.
    1. CN01010 Furniture and Fixtures Manufacturing.
    1. CO01010 Tableware Products Manufacturing.
    1. CZ99990 Manufacture of Other Industrial Products Not Elsewhere Classified.
    1. F104110 Wholesale of Cloths, Garments, Shoes, Hats, Umbrellas and Clothing Accessories.
    1. F105050 Wholesale of Furniture, Bedding Kitchen Utensils and Fixtures.
    1. F106020 Wholesale of Articles for Daily Use.
    1. F106050 Wholesale of Pottery, Porcelain and Glassware.
    1. F109070 Wholesale of Culture, Education, Musical Instruments and Educational Entertainment Supplies.
    1. F110010 Wholesale of Clocks and Watches.
    1. F113010 Wholesale of Machinery.
    1. F113020 Wholesale of Household Appliance.
    1. F113050 Wholesale of Computers and Clerical Machinery Equipment.
    1. F113070 Wholesale of Telecommunication Apparatus.
    1. F113110 Wholesale of Batteries.
    1. F114030 Wholesale of Motor Vehicle Parts and Motorcycle Parts, Accessories.
    1. F199990 Other Wholesale Trade.
    1. F119010 Wholesale of Electronic Materials.
    1. F204110 Retail Sale of Cloths, Garments, Shoes, Hats, Umbrellas and Clothing Accessories.
    1. F205040 Retail Sale of Furniture, Bedding Kitchen Utensils and Fixtures.
    1. F206020 Retail Sale of daily commodities.
    1. F210010 Retail Sale of Watches and Clocks.
    1. F213030 Retail Sale of Computers and Clerical Machinery Equipment.
    1. F213010 Retail Sale of Electrical Appliances.
    1. F213060 Retail Sale of Telecommunication Apparatus.
    1. F213110 Retail Sale of Batteries.
    1. F213990 Retail Sale of Other Machinery and Equipment.
    1. F215010 Retail Sale of Jewelry and Precious Metals.
    1. F219010 Retail Sale of Electronic Materials.
    1. F399040 Retail Sale No Storefront.
    1. CC01040 Lighting Equipment Manufacturing.
    1. I501010 Product Designing.
    1. F401010 International Trade.
    1. F401021 Restrained Telecom Radio Frequency Equipments and Materials Import.
    1. F108031 Wholesale of Drugs, Medical Goods.
    1. F208031 Retail Sale of Medical Apparatus.
    1. F601010 Intellectual Property Rights.
    1. I301020 Data Processing Services.
    1. I599990 Other Designing.
    1. IG03010 Energy Technical Services.
    1. ZZ99999 All business activities that are not prohibited or restricted by law, except those that are subject to special approval.
  • Article 3: The Company may provide guarantees.
  • Article 4: The Company's investment required for business is not subject to the limitation under Article 13 of the Company Act.
  • Article 5: The Company has its headquarters in Taipei City and may set up domestic and overseas branches as required through board resolutions.
  • Article 6: Deleted.

Chapter II Shares

Article 7: The Company's capital amount is NT\$2,500,000,000, divided into 25,000,000 shares at NT\$10 per share. The board of directors is authorized to issue non-issued shares as required for business through multiple issuances. Among the capital amount under the previous paragraph, NT\$50,000,000 is reserved for issuance of employee stock options for a total of 5,000,000 shares at NT\$10 per share, which may be issued by board resolutions through multiple issuances.

  • Article 7-1: If the Company wishes to transfer to employees shares of the Company bought back at a price lower than the average actual buyback price, such transfer shall be subject to prior resolution by the shareholders' meeting.
  • Article 7-2: If the Company wishes to issue employee stock options at a subscription price that is lower than the market price, such issuance shall be subject to prior resolution by the shareholders' meeting.
  • Article 8: All of the Company's shares are registered shares and shall be issued after affixation of signatures or seals of directors representing the Company and certification by the competent authority or the issuance registration institution approved by the competent authority.

When the Company issues share publicly, no share certificate needs to be printed.

  • Article 9: The transfer, succession, gift, investment, loss, damage of shares and other shareholder service matters shall be handled in accordance with the Company Act and the Regulations Governing the Administration of Shareholder Services of Public Companies.
  • Article 10: Share transfer registration is suspended for a period of 60 days before any general shareholders' meeting, 30 days before any extraordinary shareholders' meeting and 5 days before the record date for the distribution of dividend, bonus or other interest decided by the Company.

Chapter III Shareholders' Meetings

Article 11: Shareholders' meetings are divided into general meetings and extraordinary meetings. General meetings are convened by the board of directors in accordance with the law once a year within 6 months from the end of each accounting year. Extraordinary shares are convened as required in accordance with the law.

The Company may hold shareholders' meetings through video conference. The procedures related to meetings by video conference are in accordance with the Company Act and the regulations of the competent authority.

  • Article 12: Any shareholder who cannot attend a shareholders' meeting in person may issue a proxy printed by the Company, specifying the scope of authorization, to designate a representative to attend the meeting on its behalf. Shareholder attendance by proxy shall be in accordance with the Regulations Governing the Use of Proxies for Attendance at Shareholders Meetings of Public Companies promulgated by the competent authority in accordance with the Company Act.
  • Article 13: Shareholders of the Company are entitled to one vote per share, except shares restricted or without voting rights in accordance with paragraph 2, Article 179 of the Company Act.

  • Article 14: Unless otherwise provided by applicable laws, shareholders' resolutions shall be approved by the shareholders holding the majority of voting rights represented in a meeting that is attended by shareholders holding the majority of all outstanding shares, except the following events, which may be approved by shareholders holding 2/3 or more voting rights represented in a meeting that is attended by shareholders holding the majority of all outstanding shares.

    1. Purchase of or merger with domestic or overseas company.
    1. Dissolution, liquidation or demerger.

Chapter IV Directors

Article 15: The Company has 11 directors, to be elected by shareholders' meeting from among persons with legal capacities, serving terms of 3 years. The same person may be reelected upon expiry of the term. Starting from the new directors elected in the 2020 shareholders' meeting, among the above number of directors, there shall be at least 3 independent directors and the number of independent directors shall represent at least 1/5 of the board seats. All independent directors constitute the audit committee in lieu of supervisors.

All directors shall be elected under the candidate nomination system by shareholders from a list of director candidates in accordance with Article 192-1 of the Company Act. Relevant matters such as the acceptance of director candidate nomination, publication, etc., shall be in accordance with applicable laws such as the Company Act and the Securities and Exchange Act.

The number of audit committee members, their term, duties, meeting rules and the resources to be provided by the Company when they perform their duties shall be further established in the audit committee organization charter in accordance with the law.

When the Company's shares are publicly listed, the percentage of shares held by all directors shall be consistent with the requirement of the securities authority.

The Company shall purchase liability insurance for directors during their term to cover compensation liability undertaken in accordance with the law to the extent of performance of their duties.

  • Article 15-1: When the vacancy of directors reaches 1/3, the board of directors shall convene an extraordinary shareholders' meeting to fill the vacancy within 60 days to complete the original term.
  • Article 16: The board of directors is organized by the directors. A chairman shall be elected at a meeting attended by more than two thirds of directors with the approval from more than half number of attending directors. Additionally, the directors may elect one director as the vice chairman based on business demand. The chairman represents the Company outside. When the chairman is on leave or unable to exercise his/her duties for whatever reason, the vice chairman shall serve as the proxy of the chairman; if there is no vice chairman appointed, or the vice chairman is also on leave or unable to exercise his/her duties, a director designated by the chairman shall serve as the proxy; if the chairman does not designate a proxy, the directors may select one of them as the proxy.

  • Article 17: The chairman shall chair shareholders' meetings. If the chairman cannot attend the meeting, the vice chairman shall act on the chairman's behalf. If the vice chairman is absent, the chairman shall designate one director to act on his/her behalf. If the chairman does not make such designation, the directors shall elect one person from among themselves to act on the chairman's behalf. Directors shall attend board meetings in person. However, any director who cannot attend a meeting in person may issue proxy in accordance with the law to designate another director to attend the meeting on his/her behalf. If the meeting is convened by any person entitled to convene the meeting other than the board of directors, the meeting shall be chaired by such person. If the meeting is convened by 2 or more persons, such person shall elect one person from among themselves to chair the meeting.

  • Article 17-1: Matters resolved in shareholders' meetings shall be recorded in minutes and Article 183 of the Company Act shall be complied with.
  • Article 17-2: Unless otherwise provided by the Company Act, board resolutions shall be approved by the majority of directors attending a meeting that is attended by the majority of directors. Meeting notice may be given in writing and may also be given by email or by fax. Board meetings may be convened at any time in case of emergency. If a board meeting is held through video conference, directors participating in the meeting through video conference are deemed to have attended in person.
  • Article 18: The board of directors is authorized to determine the remuneration for the chairman and directors (including independent directors) in reference to the common standard of the industry based on the level of their participation in the Company's operation and the value of their contributions.
  • Article 18-1: The board of directors has the following duties:
    1. Review and determination of important charters and contracts.
    1. Decision on business guidelines.
    1. Review and determination of budget and closing.
    1. Proposal for capital increase or decrease.
    1. Proposal for profit distribution.
    1. Establishment of important organizations of the Company and hiring and dismissal of important staff.
    1. Approval for purchase and disposal of important properties and important real estate.
    1. Approval of guarantees and loaning of funds.
    1. Approval of investment in domestic and overseas related businesses.
    1. Other duties imposed by the law, regulation and shareholders' meeting.
  • Article 18-2: The board of directors of the Company may establish a remuneration committee or other functional committees as required for business operation.

Chapter V Officers

Article 19: The Company may have officers, the hiring, dismissal and remuneration of which shall be in accordance with the Company Act.

Chapter VI Accounting

  • Article 20: The Company's accounting year is from 1 January to 31 December. At annual closing, the board of directors shall prepare below statements and submit them to the shareholders' meeting for approval in accordance with the law.
  • (1) Business report.
  • (2) Financial statements.
  • (3) Profit distribution or loss compensation proposal.
  • Article 21: The Company shall use 1-15% of the profit of the current year to distribute employee remuneration. Director remuneration shall not exceed 5%. However, if the Company still has accumulated losses, the losses shall be compensated.

The decision on employee and director remuneration distribution ratios under the previous paragraph and whether employee remuneration should be distributed in stock or in cash shall be resolved by the board of directors by the majority of directors attending a meeting that is attended by 2/3 or more directors and shall be reported to the shareholders' meeting.

The recipients of stock or cash issued under the previous paragraph include employees of subsidiaries meeting certain conditions. The board of directors is authorized to determine such conditions.

The "profit of the current year" referred to in the first paragraph means profit of the current year before tax before deduction for distribution of employee and director remuneration.

  • Article 22: Profit at each closing of the Company shall be distributed in the following order.
  • (1) Pay taxes.

(2) Compensate losses.

(3) Provision 10% as legal reserve.

(4) Provision or recycle special reserve as required by the competent authority.

The Company's operating environment is an industry of stable growth. In consideration of future plant expansion and investment plans, the amount of profit distribution in the current year shall be 50% of the balance amount after deductions are made in accordance with the previous paragraphs plus the non-distributed profit accumulated from previous years in principle. Among shareholder bonus issued in each year, cash dividend shall represent at least 5%. The directors shall prepare profit distribution proposal. Stock dividend proposal shall be submitted to the shareholders' meeting for resolution and distribution. The board of directors is authorized to issue cash dividend by resolution approved by the majority of directors attending a meeting that is attended by 2/3 or more directors, followed by a report to the shareholders' meeting.

Chapter VII Supplementary

  • Article 23: Anything that is not stipulated in these Articles of Incorporation shall be governed by the Company Act.
  • Article 24: These Articles of Incorporation were established on October 24, 1968 and were implemented after approval by shareholders'' resolution.

The first amendment was made on March 17, 1970. The second amendment was made on June 30, 1974. The third amendment was made on June 22, 1976. The fourth amendment was made on July 2, 1980. The fifth amendment was made on September 15, 1981. The sixth amendment was made on October 13, 1981. The seventh amendment was made on December 30,1981. The eighth amendment was made on February 26, 1982. The ninth amendment was made on April 17,1982. The tenth amendment was made on December 27, 1982. The eleventh amendment was made on April 19,1984. The twelfth amendment was made on May 28, 1985. The thirteenth amendment was made on August 26, 1985. The fourteenth amendment was made on April 2, 1986. The fifteenth amendment was made on March 28, 1987. The sixteenth amendment was made on July 4, 1988. The seventeenth amendment was made on June 6, 1989. The eighteenth amendment was made on December 12, 1989. The nineteenth amendment was made on April 14, 1990. The twentieth amendment was made on 20 April 1991. The twenty-first amendment was made on May 18, 1992. The twenty-second amendment was made on May 12, 1993. The twenty-third amendment was made on November 30, 1993. The twenty-fourth amendment was made on December 15, 1994. The twenty-fifth amendment was made on May 20, 1995. The twenty-sixth amendment was made on May 15, 1996. The twenty-seventh amendment was made on May 30, 1997. The twenty-eighth amendment was made on May 27, 1998. The twenty-ninth amendment was made on May 22, 2000. The thirtieth amendment was made on May 21, 2001. The thirty-first amendment was made on June 18, 2002. The thirty-second amendment was made on June 16, 2003. The thirty-third amendment was made on June 24, 2005. The thirty-fourth amendment was made on June 9, 2006. The thirty-fifth amendment was made on June 27, 2007. The thirty-sixth amendment was made on June 12, 2008. The thirty-seventh amendment was made on June 17, 2011. The thirty-eighth amendment was made on June 5, 2012. The thirty-ninth amendment was made on June 20, 2014. The fortieth amendment was made on June 14, 2016. The forty-first amendment was made on June 11, 2019. Note: was in accordance with Article 14-4 of the Securities and Exchange Act and FSC letter interpretation Jing-Shang-Yi-Zi No. 10702006520, which serves as the application and effective date for the reelection of directors in 2020.

The forty-second amendment was made on June 22, 2020. The forty-third amendment was made on August 25, 2021. The forty-fourth amendment was made on June 24, 2022. The forty-fifth amendment was made on June 14, 2023.

Appendix 2 LIEN CHANG ELECTRONIC ENTERPRISE CO., LTD.

Rules for Election of Directors

  • Article 1 Elections of directors of the Company shall be conducted in accordance with these Procedures. All directors of the Company shall be elected under the candidate nomination system in accordance with Article 192-1 of the Company Act.
  • Article 2 The cumulative voting method shall be used for election of the directors at the Company. Each share will have voting rights in number equal to the directors to be elected, and may be cast for a single candidate or split among multiple candidates.

Independent directors and non-independent directors shall be elected at the same time, with the number of electees separately calculated.

  • Article 3 When the election begins, the chair shall appoint a number of persons to perform the respective duties of vote monitoring and counting personnel.
  • Article 4 Directors of the Company are elected by the shareholders' meeting from among persons with legal capacities in the numbers as specified in the Company's articles of incorporation. Those receiving ballots representing the highest numbers of voting rights will be elected sequentially according to their respective numbers of votes.

When two or more persons receive the same number of votes, thus exceeding the specified number of positions, they shall draw lots to determine the winner, with the chair drawing lots on behalf of any person not in attendance.

  • Article 5 Unless approved by the competent authority, more than half of the directors shall be persons who have neither of the following relationships:
    1. spousal relationship; and
    1. relationship within the second degree of kinship with any other director.
  • Article 6 For director electees who fail to meet the requirements under the previous article and those receiving less votes, the election is not valid.
  • Article 7 The election ballots shall be prepared by the board of directors, shall be identified with the numbers of attendance cards and affixed with the number of votes for election.
  • Article 8 If the electee is a shareholder, the elector shall complete the electee's account name and shareholder account number in the "electee" column of the ballot. If the electee is not a shareholder, the electee's name and ID number must be provided. However, when a government or corporate shareholder is the electee, the name of the government or corporation shall be entered in the electee's account name column on the ballot. This column may also include the name of the government or corporation along with the name of its representative. When there are multiple representatives, the respective representative's name must be specified.

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

    1. The ballot was not one provided in these Procedures.
    1. The number of electees indicated exceeds the prescribed number.
    1. Other words or marks are entered in addition to the electee's shareholder account number (ID number), account number (name) and number of voting rights allotted.
    1. The writing is unclear and indecipherable or has been altered.
    1. If the electee is a shareholder, the shareholder account number or account name is inconsistent with the shareholders register. If the electee is not a shareholder, the ID number or name is inconsistent after verification.
    1. A blank ballot is placed in the ballot box.
    1. Failure to fill out the electee's shareholder account number (ID number) or account name (name).
    1. The specified electee's account name (name) is the same as the account name (name) or another shareholder and the shareholder account number (ID number) is not provided for identification.
  • Article 10 The votes shall be opened immediately after the end of the poll and the results of shall be announced by the chair on the site.
  • Article 11 These Procedures, including any amendment hereto, are implemented after approval by the shareholders' meeting.
  • Article 12 These Procedures were approved by shareholders' meeting on May 12, 1993.

The first amendment was made on May15, 1996. The second amendment was made on June 18, 2002. The third amendment was made on June 27, 2007. The fourth amendment was made on June 14, 2016. The fifth amendment was made on June 22, 2020.

Appendix 3 LIEN CHANG ELECTRONIC ENTERPRISE CO., LTD. Rules of Procedure for Shareholders' Meetings

  • Article 1 The rules of procedures for the Company's shareholders' meetings, except as otherwise provided by law, regulation, or the articles of incorporation, shall be as provided in these Rules.
  • Article 2 Attendance at shareholders' meetings shall be calculated based on numbers of shares. The number of shares in attendance shall be calculated according to the shares indicated by the attendance book and sign-in cards handed in, and the shares checked in on the virtual meeting platform, plus the number of shares whose voting rights are exercised by correspondence or electronically.

The 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.

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

Article 3 If a shareholders' meeting is convened by the board of directors, the meeting shall be chaired by the chairperson of the board. When the chairperson of the board is absent, the vice chairperson shall act in place of the chairperson; if the vice chairperson also is absent, the chairperson shall appoint one of the directors to act as chair. Where the chairperson does not make such a designation, the directors shall select from among themselves one person to serve as chair. If a shareholders' meeting is convened by a party with power to convene but other than the board of directors, the convening party shall chair the meeting.

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

The chair shall call the meeting to order when the attending shareholders represent a majority of the total number of issued shares. When the quorum is not met, the chair may announce a postponement provided that no more than two such postponements (for a combined total of no more than one hour) may be made. If the quorum is not met 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 of the Company Act. When a tentative resolution is adopted under the previous paragraph "by the attending shareholders representing the majority of total voting rights" and if the number of shares represented by the attending shareholders met the quorum, the chair may call the meeting to order immediately and submit the tentative resolution for a vote by the shareholders' meeting.

Article 4: If a shareholders' meeting is convened by the board of directors, the meeting agenda shall be set by the board of directors. The meeting shall proceed in the order set by the agenda, which may not be changed without a resolution of the shareholders' meeting. The provisions of the preceding paragraph apply mutatis mutandis to a shareholders' meeting convened by a party with the power to convene that is not the board of directors. The meeting shall proceed in the order set by the agenda.

When there is an amendment or an alternative to a proposal, the chair shall present the amended or alternative proposal together with the original proposal and decide the order in which they will be put to a vote.

When any one among them is passed, the other proposals will then be deemed rejected, and no further voting shall be required.

  • Article 5: When a meeting is in progress, the chair may announce a break based on time considerations.
  • Article 6: Before speaking, an attending shareholder must specify on a speaker's slip the subject of the speech, his/her shareholder account number (or attendance card number), and account name. The order in which shareholders speak will be set by the chair. Any shareholder in breach of the above shall be deemed to have not spoken.

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.

  • Article 7: Agenda shall be discussed in accordance with the scheduled order. If the discussion violates the rules or exceeds the scope of the agenda item, the chair may terminate the speech.
  • Article 8: Except with the consent of the chair, a shareholder may not speak more than twice on the same proposal, and a single speech may not exceed 5 minutes. If the shareholder's speech violates the rules or exceeds the scope of the agenda item, the chair may terminate the speech.

Where a virtual shareholders' meeting is convened, shareholders attending the virtual meeting online may raise questions in writing at the virtual meeting platform from the chair declaring the meeting open until the chair declaring the meeting adjourned. No more than two questions for the same proposal may be raised. Each question shall contain no more than 200 words.

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

Article 9: When a juristic person is appointed to attend as proxy, it may designate only one person to represent it in the meeting.

The number of representatives appointed by a juristic person shareholder is limited to the number of seats in the current term of board of directors.

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.

Article 10: When the chair is of the opinion that a proposal has been discussed sufficiently, the chair may announce the discussion closed and call for a vote.

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

Article 11: Unless otherwise provided about special resolutions under the Company Act or the Articles of Incorporation, voted resolutions shall be approved by the majority of voting rights held by attending shareholders. At the time of voting, if the chair makes an enquiry and there is no objection, it shall be deemed approved with the same effect as voted approval.

Shareholders are entitled to one vote per share. 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 12: In case of air strike alarm during a meeting, an announcement may be made to stop or suspend the meeting and attendees should be evacuated and resume the meeting one hour after the alarm is lifted.

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

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

The chair may not declare the meeting adjourned prior to completion of deliberation on the meeting agenda of the preceding two paragraphs (including extraordinary motions), except by a resolution of the shareholders' meeting.

After a meeting is adjourned, shareholders shall not elect another chair to continue the meeting in the same or another location. However, if the chair announces the meeting adjourned in breach of the meeting procedure, a new chair may be elected by agreement of a majority of the votes represented by the attending shareholders to continue the meeting.

Article 12-1: In the event of a virtual shareholders' meeting, when declaring the meeting open, the chair shall also declare, unless under a circumstance where a meeting is not required to be postponed to or resumed at another time under Article 44-20, paragraph 4 of the Regulations Governing the Administration of Shareholder Services of Public Companies, if the virtual meeting platform or participation in the virtual meeting is obstructed due to natural disasters, accidents or other force majeure events before the chair has announced the meeting adjourned, and the obstruction continues for more than 30 minutes, the meeting shall be postponed to or resumed on another date within five days, in which case Article 182 of the Company Act shall not apply.

  • Article 13: Anything that is not provided in these Rules shall be governed by the Company Act and other applicable laws.
  • Article 14: These Rules, including any amendment hereto, are implemented after approval by the shareholders' meeting.
  • Article 15: These Rules were approved by the shareholders' meeting on May 12, 1993.

The first amendment was made on May 15, 1996. The second amendment was made on May 27, 1998. The third amendment was made on June 18, 2002. The fourth amendment was made on June 10, 2013. The fifth amendment was made on June 22, 2020. The sixth amendment was made on June 24, 2022.

Appendix 4

LIEN CHANG ELECTRONIC ENTERPRISE CO., LTD. Shareholdings of all Directors

1. Type and total number of shares issued: 110,927,014 Common shares.

  1. Statutory minimum number of shares to be held by all directors: 8,000,000 shares.
Title Name or Corporation
Date of
Number of Shares Held upon
Election
Number of Shares Held
based on Shareholders
Register as of Transfer
Name Election Term No. of Shares Shareholding
%
Suspension Date
No. of Shares Shareholding
%
Chairman TECO ELECTRIC &
MACHINERY CO.,
LTD. Representative:
LIEN, JAU-TSU
2023.06.14 3 years 37,542,159 33.84% 37,542,159 33.84%
Director TECO ELECTRIC &
MACHINERY CO.,
LTD. Representative:
CHIU, CHWEN JY
2023.06.14 3 years 37,542,159 33.84% 37,542,159 33.84%
Director TECO ELECTRIC &
MACHINERY CO.,
LTD. Representative:
CHEN, HENG-WEI
2023.06.14 3 years 37,542,159 33.84% 37,542,159 33.84%
Director TECO ELECTRIC &
MACHINERY CO.,
LTD. Representative:
LIN, CHIA-SHENG
2023.06.14 3 years 37,542,159 33.84% 37,542,159 33.84%
Director YANG, BANG-YEN 2023.06.14 3 years 0 0% 0 0%
Director YANG, WEN-AN 2023.06.14 3 years 0 0% 0 0%
Director LIN, TSUNG-DER 2023.06.14 3 years 0 0% 0 0%
Director Qingkelong
Enterprise
Management
Technology Co., Ltd.
Representative: LIN,
CHIA-YING
2023.06.14 3 years 425,075 0.38% 425,075 0.38%
Independe nt Director LIN, WAN-YING 2023.06.14 3 years 0 0% 0 0%
Total number of shares held by all directors 37,967,234 34.23% 37,967,234 34.23%

Transfer Suspension Date: March 30, 2025