LOOP - AGM Information 2024 | FinancialReports.eu

Stock Code: 3025

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Loop Telecommunication International, Inc.

2024 Annual Shareholders’ Meeting

Handbook

Date: June 25, 2024 Venue: No.2, Zhanye Rd. 1, Hsinchu Science Park (Meeting Room 201, the Allied Association for Science Park Industries)

One. Meeting Procedure -------------------------------------------------------------------------------- 2 Two. Meeting Agenda ----------------------------------------------------------------------------------- 3 I. Report --------------------------------------------------------------------------------------------- 4 II. Ratification -------------------------------------------------------------------------------------- 4 III. Discussion -------------------------------------------------------------------------------------- 5 IV. Extempore Motion ---------------------------------------------------------------------------- 5 V. Adjournment ------------------------------------------------------------------------------------ 5 Three. Attachment I. 2023 Business Report -------------------------------------------------------------------------- 6 II. Audit Committee’s Review Report ---------------------------------------------------------10 III. 2023 Auditor’s Report and Consolidated Financial Statements ----------------------- 11 IV. 2023 Auditor’s Report and Parent Company Only Financial Statements ------------22 V. Table of Earning Distribution ----------------------------------------------------------------33 Four. Appendix I. Articles of Incorporation ----------------------------------------------------------------------34 II. Rules of Procedure for Shareholders’ Meetings ------------------------------------------40 III. Shareholding of Directors-------------------------------------------------------------------43

Loop Telecommunication International, Inc. Procedures for the 2024 Regular Shareholders’ Meeting

I. Call the meeting to order
II. Chairperson’s speech
III. Report
IV. Ratification
V. Discussion
VI. Extempore motions

VII. Adjournment

Loop Telecommunication International, Inc.

Agenda of the 2024 Regular Shareholders’ Meeting

Time: 9:00 a.m. on June 25, 2024 (Tuesday)

Venue: No.2, Zhanye Rd. 1, Hsinchu Science Park

(Meeting Room 201, the Allied Association for Science Park Industries)

One. Call the meeting to order

Two. Chairperson’s speech

Three. Report

I. The 2023 business report of the Company.
II. The 2023 Audit Committee’s review report of the Company.
III. Report on the distribution of remunerations of employees and Directors of the Company for 2023.

Four. Ratification

I. The 2023 business report, consolidated financial statements, and parent company only financial statements of the Company.
II. The proposal for earning distribution of the Company for 2023.

Five. Discussion.

Six. Extempore motion

Seven. Adjournment

One. Report

I. The 2023 business report of the Company is proposed for examination. Description: The 2023 business report of the Company. Please refer to page 6 (Attachment 1) of the Handbook.
II. The 2023 Audit Committee’s review report of the Company is proposed for examination.
Description: For the Audit Committee’s review report, Please refer to page 10 (Attachment 2) of the Handbook.
III. Report on the distribution of remunerations of employees and Directors of the Company for 2023 is proposed for examination.
Description: According to the requirements under Article 29 of the Articles of Incorporation, the Company shall appropriate no less than 10% and no more than 5% of the net profit of the period before deducting remuneration of employees and remuneration of Directors as the remuneration of employees and remuneration of Directors, respectively; however, if the Company has cumulative losses (including adjusted undistributed earnings), it shall preserve the compensation amount. The Company intends to appropriate 2% as the remuneration of Directors and 10% as the remuneration of employees in the amount of NT$5,608,306 and NT$28,041,528 respectively, fully distributed in cash.

Two. Ratification

Proposal 1: (proposed by the Board)

Subject: The 2023 business report, consolidated financial statements, and parent company only financial statements of the Company.

Description: (1) The 2023 business report, consolidated financial statements, and parent company only financial statements of the Company have been prepared, and CPAs Huang Yu-Feng and Tseng Jian-Ming from Deloitte & Touche Taiwan have audited the abovementioned financial statements and issued an auditor’s report with an unqualified opinion. The Audit Committee have completed the review of the abovementioned financial statements and the business report and submitted them to the Board, and the Board has approved them after discussions.
(2) For the 2023 business report, auditor’s report, and the abovementioned financial statements, please refer to page 6 (Attachment 1) and pages 11 to 32 (Attachments 3 and 4) of the Handbook.
(3) Proposed for ratification.

Resolution:

Proposal 2: (proposed by the Board) Subject: The proposal for earning distribution of the Company for 2023.

Description: (1) For the 2023 Table of Earning Distribution of the Company, please refer to page 33 (Attachment 5) of the Handbook.

(2) The proposal for earning distribution for 2023 intends to distribute cash dividends of NT$3.2 per share (totaling NT$181,556,608); the

distribution of cash dividends is calculated pro rata in the unit of NT$1, with any amount below NT$1 rounded off, and any balance below NT$1 is included in other income of the Company. After the annual shareholders’ meeting approves the resolution, the Board is authorized for relevant ex-dividend data and distribution matters at full discretion.

(3) Subsequently, if the payout rate changes due to the effects on the number of outstanding shares resulting from the repurchase of the Company’s shares, transfer of treasury shares, or a capital increase in cash, the Company intends to propose to the annual shareholders’ meeting to authorize the Chairman for full discretion.
(4) Proposed for ratification.

Resolution:

Three. Discussion

Four. Extempore motion

Five. Adjournment

Attachment 1

Loop Telecommunication International, Inc. 2023 Business Report

In 2023, apart from the United States and the United Kingdom, various countries in European successively launched the national infrastructure upgrade plans in response to the changing market dynamics. Additionally, there was an increasing demand for upgraded internet speeds, driven by emerging AI applications and corporate market needs. These factors contributed to the rising penetration rate of high-speed networking equipment, which boded well for the revenue of Taiwan’s Network Communication Equipment industry. Loop Telecommunication responded to the transformation of the industry pattern and our long-established brand has obtained fruitful results in being highly recognized, which has been reflected in breakthroughs of revenue, gross profit, and the overall performance. Facing the ever-changing market revolution, the product has been successfully transformed into a contractor for value-added MCC solutions in recent years, which will have significant effects on the increase in subsequent operating income.

The consolidated revenue of the Company throughout the year was NT$649,097 thousand, representing a growth of 48% from 2022; net income was NT$199,659 thousand, and earnings per share were NT$3.00. Since 2019, the profit margin of Loop Telecommunication has been maintained stably above 50%. Due to the promotion of infrastructure construction in the European and American markets, the continuous growth of emerging markets and the results of deep cultivation in the Taiwan market being reflected, the profit margin, operating profit margin and net profit margin have reached a record high over the years. A good result of growth in all three aspects was shown, which is quite amazing in the Networking Communication industry. In addition, we maintained favorable performance in terms of financial structure, solvency, accounts receivable turnover, and other financial indicators.

Regarding our business, there were 46 countries having business dealings with the Company worldwide last year. Export sales accounted for about 70% of the operating income throughout the year. Of which, there was significant growth in Americans, the European Union and Taiwan market, while India and the Middle East declined slightly. In terms of industry, electricity and government agencies accounted for 70% of the total revenue, and the transportation and private corporate market accounted for about 20%. In 2023, 80% of our operating income was from 9% of countries having dealings with us. Among all 27 product lines, 80% of the revenue was from 12% of the sales products. With the good prospects of the communication market, Loop Telecommunication has long cooperated with international SI factory. Europe and the United States are expected to continue to grow, and the domestic market has entered the next stage of development. The Southeast Asian market has been on recovery one by one and we have continue to develop emerging markets. Our active developments of next generation communication technology to flexibly meet customer demand will be regarded as the growth momentum under the new trend.

In recent years, Loop Telecommunication has developed mission-critical communications (MCC) solutions and successfully transformed its product strategy into a number of important infrastructure markets at home and abroad. Presently, most of the mission-critical backbone network infrastructure constructions based on SDH/SONET technology are about to be replaced.

The technology needs to be upgraded to MPLS-TP based transmission network to replace the SDH/SONET based TDM technology to meet the high frequency bandwidth requirements service. Therefore, it is expected that the mission-critical backbone network is bound to enter a new wave of replacement tide in the next 5-10 years. In response to the rapidly changing market need, Loop Telecommunication’s product line includes more than 30 products, and continues to expand the new features of new products such as G7860A, WDM1800, O9400-PTN10G, O9500-PTN10G and other mixed service multiplex equipment that provide a good transformation solution for customers in the growing pains of old and new backbone transmission communication technology conversion. Meanwhile, it enables customers to perform end-to-end circuit management in the new generation packet transport network through a network management system similar to the concept of TDM network, saving customers the potential cost of maintenance operations personnel training. Additionally, we have developed our own ultra-low latency zero-packet-loss protection switching technology for the access service product line (AM3440, IP6704A), which can solve the main hindrances that mission-critical users will encounter when facing the transition from backbone technology to packet transmission network, such as uncontrollable delay variation and asymmetric delay, etc. On the basis of these innovative technologies, Loop Telecommunication’s all-round upgrade from transmission backbone and service access to network management system will provide customers with a total solution for dozens of MCC backbone networks to the access end.

This year, the Company’s key development project is the flagship Loop-G7800, which is a new generation of PTN high-bandwidth multi-function transmission access equipment, and a highlight of Loop Telecommunication strongly entry into the MCC market. Loop-G7800 is based on the Company’s years of accumulation and continuous innovation of technology. The company has also invested in a large amount of cost to develop open-source management integrated automated test platform to improve quality control at all stages from R&D to production. We have also developed more than a dozen types of interface cards that support service multiple speeds. Apart from serving as a backbone node, G7800 can support 100G packet transmission network interfaces from traditional low-speed 64K circuits to the next generation of mission-critical backbone requirement on a single system, and can be configured according to customers’ applications. The comprehensive feature allows customers to have more flexibility for network planning in the future; regardless of phased budgeting projects increased based on requirements or the new era overall transmission network solutions that wish to be settled at one go, the Loop-G7800 product line will be able to satisfy such customers. At present, multiple partners have been actively inquring about the release of G7800.

Except for the major backbone and access network product series used worldwide, Loop Telecommunication has explored Information Security System (ISS), Artificial Intellence Solution (AI Solution), iNMS-Big Data Analysis/AI, Automatic System Diagnosis and Repair, iNET-Circuit Creation/ Auto-Diagnostic, Corporate New Era Office Network, Corporate 5G Private Network, and other new technologies in recent years to expand into new markets of corporate and governmental information security network overall solution development. In recent years, due to frequent information security events, the requirements for information security of corporations and the government have been increasing. Loop Telecommunication has obtained ISO27001 information security certification and performed a firmware upgrade for different products catering to the MCC market to support FIPS 140-3. Meanwhile, the Company

also plans to launch the Loop-ISS2150 mission-critical network firewall and Loop-ISS2110 government configuration baseline network setting management system to assist customers in establishing the optimized MCC information security protection environment.

Looking into to the future, the Company will continue to launch the following products and services

Primarily used in MCC market
High-bandwidth multi-function transmission access equipment G7800:
Circuit simulation capability, circuit cross connect matrix card G7800-XCU interface card with STM-64/OC-192 capacity
G7800-CC4 main control card with 600G level exchange capability
GFEO 10G interface card that supports L2 link layer and L2.5/L3 end-to-end encrypted transmission technology
GFE-PoE power over Ethernet interface card that supports PoE/PoE+/ POE ++ and other specifications
B2G5-2EoS interface card that supports Ethernet packet transfer from SDH/SONET to PTN protocol conversion
MXP-10GADM interface card that supports OTN optical add/drop multiplexing capability
Highport E1/DS1 circuit simulation TE1-CEM interface card
Highport E3/DS3 circuit simulation TE3-CEM interface card
Solutions primarily used in the interconversion from TDM transmission and packet transmission
O9500R-8GES16SWA interface card that supports multiple virtual connection groups
O9500R-PTN100G interface card with 400G level exchange capability
O9500R-XGEO interface card with multi-port 10G expansion capability that supports encrypted transmission
iNET network management system - circuit management and diagnosis module
Solutions primarily used in exclusive MCC’s 5G for enterprises
Corporate MCC 5G-CPE and core network service
Information security network solutions primarily used in new-generation corporate offices
iNMS and iNET network management system-AI intelligent network management operation framework
New generation corporate area network solution ISS2180 Next Generation Secured Office Networking Solution
IIoT and video monitoring equipment IoT0510 outdoor sensors
OT operation technical information security equipment ISS2150 MCC-FW
Government configuration baseline information security management system ISS2110 GCB-NE, GCB-Linux,

For future market strategies, the MCC market is enormous, and it requires customized overall solutions. At present, many countries have initiated dedicated acts for infrastructure. Due to the high competitiveness of Loop Telecommunication network transmission equipment and solutions, it has a leading position in the total solution market in the mission-critical communications

through international partners and local system integrators. The next step is to expand the market through the advent of new products, which actively participate in large-scale communication exhibitions and arrange product seminars held in various countries, and publicize the effectiveness of Loop Telecommunication’s new product features and enhance exposure opportunities and brand orientation.

Marketing strategy wise, apart from sharing Loop Telecommunication's successful case in new backbone transmission internationally, which will develop more important new customer groups. In the MCC business, the annual service revenue is also one of the main revenue of products/solutions. Loop Telecommunication development team will develop a vertically integrated way to collect maintenance service revenue from customers in the international market, it is believed that it can bring more orders and drive operational performance for the Company. MCC networking product portfolio under the new business will strengthen the use of automated test system and the new product G7800 combined with the niche of various products, which will become the world’s first star product, and is expected to become the growth focus for operations in the future. At present, Loop Telecommunication is the world’s top three MCC solutions. Based on the existing foundation, the Company continues to reinforce its management and makes constant efforts by adhering to the philosophy of continuing to develop new products and exploring new markets. In the future, the Company will become a leader, grasp business opportunities, create excellent performance, and continue to strive for maximized operating performance for all shareholders.

Chairman: Yeh Maw-Lin

President: Yeh Maw-Lin

Chief Accountant: Chang Xiao-Ling

Attachment 2

Loop Telecommunication International, Inc.

Audit Committee’s Review Report

The Board has prepared the 2023 business report, financial statements (including consolidated financial statements), and the Table of Earning Distribution, in which Deloitte & Touche Taiwan, engaged by the Board, has audited the financial statements and issued an auditor’s report.

We have reviewed the abovementioned books and statements and consider that they comply with the requirements of the Company Act and relevant laws and regulations; therefore, we issue the review report as above according to the requirements under Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act.

Submitted for examination

The 2024 annual shareholders’ meeting of Loop Telecommunication International, Inc.

Convener of the Audit Committee: Ko Shu-Mei

March 12, 2024

Attachment 3

Independent Auditors’ Report Translated from Chinese

Shareholders and the Board of Directors of Loop Telecommunication International, Inc.,

Opinion

We have audited the accompanying consolidated balance sheet of Loop Telecommunication International, Inc. and its subsidiaries (the “Company”) as of December 31, 2023 and 2022, and the consolidated statement of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the consolidated financial statements (including a summary of significant accounting policies).

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Company as of December 31, 2023 and 2022, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for opinion

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

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of the most

significance in our audit of the consolidated financial statements of the Company for the year ended December 31, 2023. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matters for the Company’s consolidated financial statements for the year ended December 31, 2023 is stated as follows:

Revenue recognition

The major revenue sources of the Company includes the production and sales of user remote line disconnectors, high-speed network access equipment, smart network resource management selectors, and other relevant products. As revenue has material effects on the 2023 consolidated financial statements of Loop Telecommunication International, Inc., revenue recognition involves manual control operations, and there are risks related to sales counterparties and the authenticity of transactions due to the significant growth in the revenue from partial customers, we have identified the revenue recognition as a key audit matter. For the accounting policies of revenue recognition, please refer to Note 4.(12) to the consolidated financial statements.
In response to the abovementioned risks, we have performed the following audit procedures:
(1) Understand and test the internal control systems and procedures related to the cycle of sales transactions to identify and evaluate the effectiveness of the internal control procedures involved in making sales transactions.
(2) Sample whether internal orders are approved by the responsible supervisor.
(3) Sample whether external orders and transportation documents have been obtained for revenue recognition and whether the amount and the invoiced amount are consistent.
(4) Sample whether the amount of collection after the period for relevant sales income transactions, remittance certificates, and counterparties is consistent with the amount of revenue recognition and counterparties.

Other matters

We have also audited the parent company only financial statements of Loop Telecommunication International, Inc. as of and for the years ended December 31, 2023 and 2022 on which we have issued an unmodified opinion.

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

In preparing the consolidated financial statements, management is responsible for assessing the 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’s or to cease operations, or has no realistic alternative but to do so.

Those charged with governance, including members of the Audit Committee, are responsible for overseeing the Company’s financial reporting process.

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

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

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

Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management.
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the 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 Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the consolidated financial statements (including the disclosures) and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient and appropriate audit evidence regarding the financial information of the entities or business activities within the Company 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 determined those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2023 and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Deloitte & Touche Taiwan Accountant Huang Yu-Feng

Accountant Tseng Jian-Ming

Approval No. of the Securities and Futures Approval No. of the Financial Supervision Bureau Commission Tai-Cai-Zheng-Liu-Zi No.0920123784 Jin-Guan-Shen-Zheng-Zi No.1100356048

March 12, 2024

Notice to Readers

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

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

Loop Telecommunication International, Inc. and its subsidiaries

Consolidated Balance Sheet

December 31, 2023 and 2022

Assets Current assets Cash and cash equivalents (Notes 4 and 6) Financial assets at fair value through profit or loss - current (Notes 4 and 7) Financial assets at amortized cost - current (Notes 4 and 8) Contract assets - current (Notes 4 and 21) Net accounts receivable (Notes 4, 5, 9, and 21) Other receivables (Notes 4 and 9) Inventories (Notes 4, 5, and 10) Other current assets (Note 16) Total current assets Non-current assets Financial assets at amortized cost - non-current (Notes 4, 8, and 28) Property, plant and equipment (Notes 4, 12, and 28) Right-of-use assets (Notes 4 and 13) Investment property (Notes 4, 14, and 28) Intangible assets (Notes 4 and 15) Deferred income tax assets (Notes 4 and 23) Refundable deposits (Note 28) Net defined benefit assets (Notes 4 and 19) Total non-current assets Total assets Financial liabilities and equity Current liabilities Short-term borrowings (Notes 4, 17, and 28) Contract liabilities - current (Notes 4 and 21) Accounts payable Other payables (Note 18) Income tax payable (Notes 4 and 23) Lease liabilities - current (Notes 4 and 13) Long-term liabilities - current portion (Notes 4, 17, and 28) Other current liabilities (Note 18) Total current liabilities Non-current liabilities Deferred income tax liabilities (Notes 4 and 23) Lease liabilities - non-current (Notes 4 and 13) Net defined benefit liabilities - non-current (Notes 4 and 19) Guarantee deposits Non-current liabilities (Note 18) Total non-current liabilities Total liabilities Equity (Note 20) Common stock Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings Total retained earnings Other equity Total equity Total Liabilities and Equity		(In Thousands of New Taiwan Dollars) December31,2023 December31,2022 Amount `％` Amount `％` $ 269,074 21 $ 361,283 34 10,541 1 33,546 3 103,169 8 15,773 1 233 - 32,776 3 230,989 18 41,771 4 1,419 - 1,150 - 374,974 29 312,977 29 7,953 1 2,934 - 998,352 78 802,210 74 12,056 1 12,026 1 153,385 12 146,206 14 45,576 4 42,591 4 30,719 2 31,858 3 4,560 - 8,638 1 6,439 - 5,713 - 32,911 3 30,212 3 1,427 - - - 287,073 22 277,244 26 $ 1,285,425 100 $ 1,079,454 100 $ 192,000 15 $ - - 4,561 - 3,002 - 35,455 3 29,638 3 82,768 6 59,150 5 48,424 4 9,235 1 2,256 - 1,159 - - - 1,936 - 9,758 1 30,462 3 375,222 29 134,582 12 945 - 3,455 - 50,329 4 48,109 5 - - 16,731 2 1,493 - 1,190 - 14,242 1 23,304 2 67,009 5 92,789 9 442,231 34 227,371 21 567,365 44 709,206 66 43,953 4 48,208 4 26,563 2 19,174 2 2,786 - 3,088 - 205,278 16 75,193 7 234,627 18 97,455 9 2,751) - ( 2,786) - 843,194 66 852,083 79 $ 1,285,425 100 $ 1,079,454 100	(In Thousands of New Taiwan Dollars) December31,2023 December31,2022 Amount `％` Amount `％` $ 269,074 21 $ 361,283 34 10,541 1 33,546 3 103,169 8 15,773 1 233 - 32,776 3 230,989 18 41,771 4 1,419 - 1,150 - 374,974 29 312,977 29 7,953 1 2,934 - 998,352 78 802,210 74 12,056 1 12,026 1 153,385 12 146,206 14 45,576 4 42,591 4 30,719 2 31,858 3 4,560 - 8,638 1 6,439 - 5,713 - 32,911 3 30,212 3 1,427 - - - 287,073 22 277,244 26 $ 1,285,425 100 $ 1,079,454 100 $ 192,000 15 $ - - 4,561 - 3,002 - 35,455 3 29,638 3 82,768 6 59,150 5 48,424 4 9,235 1 2,256 - 1,159 - - - 1,936 - 9,758 1 30,462 3 375,222 29 134,582 12 945 - 3,455 - 50,329 4 48,109 5 - - 16,731 2 1,493 - 1,190 - 14,242 1 23,304 2 67,009 5 92,789 9 442,231 34 227,371 21 567,365 44 709,206 66 43,953 4 48,208 4 26,563 2 19,174 2 2,786 - 3,088 - 205,278 16 75,193 7 234,627 18 97,455 9 2,751) - ( 2,786) - 843,194 66 852,083 79 $ 1,285,425 100 $ 1,079,454 100
		Amount $ 269,074 10,541 103,169 233 230,989 1,419 374,974 7,953 998,352 12,056 153,385 45,576 30,719 4,560 6,439 32,911 1,427 287,073 $ 1,285,425 $ 192,000 4,561 35,455 82,768 48,424 2,256 - 9,758 375,222 945 50,329 - 1,493 14,242 67,009 442,231 567,365 43,953 26,563 2,786 205,278 234,627 2,751) 843,194 $ 1,285,425
	(

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

Loop Telecommunication International, Inc. and its subsidiaries

Consolidated Statement of Comprehensive Income

For the years ended December 31, 2023 and 2022

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

Net revenue (Notes 4 and 21) Cost of revenue (Notes 4, 10, and 22) Gross profit Operating expenses (Note 22) Sales and marketing expenses General and administrative expenses Research and development expenses Subtotal Income from operations Non-revenue and expenses (Note 22) Interest income Other income Other gains and losses Finance costs Total non- operating income and expenses Income before income tax Income tax expenses (Notes 4 and 23) Net income (Cont’d)		2023		`％` 100 31 69 8 7 24 39 30 2 6 - - 8 38 7 31		2022
		Amount $ 649,097 203,043 446,054 52,732 47,828 152,224 252,784 193,270 15,525 36,495 3,297 1,822) 53,495 246,765 47,106 199,659				Amount $ 438,242 197,678 240,564 44,881 46,459 134,715 226,055 14,509 4,029 36,119 29,994 1,248) 68,894 83,403 16,000 67,403		`％`
	(				(			100 45 55 10 11 31 52 3 1 8 7 - 16 19 4 15

(Cont’d)

Other comprehensive income (Notes 4, 19, and 20) Items that will not be reclassified subsequently to profit or loss: Remeasurements of defined benefit obligation Items that may be reclassified subsequently to profit or loss Exchange differences arising on translation of foreign operations Other comprehensive income, net of income tax Total comprehensive income Earnings per share (Note 24) Basic Diluted		2023		`％` - - - 31		2022
		Amount $ 4,178 35 4,213 $ 203,872 $ 3.00 $ 2.97				Amount $ 6,487 302 6,789 $ 74,192 $ 0.95 $ 0.94		`％`
								2 - 2 17

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

Loop Telecommunication International, Inc. and its subsidiaries

Consolidated Statement of Changes in Equity

For the years ended December 31, 2023 and 2022

Balance on January 1, 2022 Earnings distribution and appropriation in 2021 Legal reserve Special reserve Cash dividends of shareholders Netincomein 2022 Other comprehensive income, net of income tax in 2022 Total comprehensive income in 2022 Balance of December 31, 2022 Capital reduction Earnings distribution and appropriation in 2022 Legal reserve Special reserve Cash dividends of shareholders Cash distribution from the capital reserve Netincomein 2023 Other comprehensive income, net of income tax in 2023 Total comprehensive income in 2023 Balance of December 31, 2023	Capital stock Shares (1,000 shares) Amount 70,921 709,206 - - - - - - - - - - - - 70,921 709,206 ( 14,184 ) ( 141,841 ) - - - - - - - - - - - - - - 56,737 $ 567,365	Capital stock Shares (1,000 shares) Amount 70,921 709,206 - - - - - - - - - - - - 70,921 709,206 ( 14,184 ) ( 141,841 ) - - - - - - - - - - - - - - 56,737 $ 567,365	Capital surplus 48,208 - - - - - - 48,208 - - - - ( 4,255 ) - - - $ 43,953		(In Thousands of New Taiwan Dollars; unless specified otherwise) Other Equity Exchange differences arising on translation of foreign operations Retained earnings Special reserve Unappropriated earnings Total equity 3,005 32,920 ( 3,088 ) 806,259 - ( 3,166 ) - - 83 ( 83 ) - - - ( 28,368 ) - ( 28,368 ) - 67,403 - 67,403 - 6,487 302 6,789 - 73,890 302 74,192 3,088 75,193 ( 2,786 ) 852,083 - - - ( 141,841 ) - ( 7,389 ) - - ( 302 ) 302 - - - ( 66,665 ) - ( 66,665 ) - - - ( 4,255 ) - 199,659 - 199,659 - 4,178 35 4,213 - 203,837 35 203,872 $ 2,786 $ 205,278 ($ 2,751) $ 843,194	(In Thousands of New Taiwan Dollars; unless specified otherwise) Other Equity Exchange differences arising on translation of foreign operations Retained earnings Special reserve Unappropriated earnings Total equity 3,005 32,920 ( 3,088 ) 806,259 - ( 3,166 ) - - 83 ( 83 ) - - - ( 28,368 ) - ( 28,368 ) - 67,403 - 67,403 - 6,487 302 6,789 - 73,890 302 74,192 3,088 75,193 ( 2,786 ) 852,083 - - - ( 141,841 ) - ( 7,389 ) - - ( 302 ) 302 - - - ( 66,665 ) - ( 66,665 ) - - - ( 4,255 ) - 199,659 - 199,659 - 4,178 35 4,213 - 203,837 35 203,872 $ 2,786 $ 205,278 ($ 2,751) $ 843,194
	Shares (1,000 shares) 70,921 - - - - - - 70,921 ( 14,184 ) - - - - - - - 56,737			Legal reserve 16,008 3,166 - - - - - 19,174 - 7,389 - - - - - - $ 26,563	Special reserve 3,005 - 83 - - - - 3,088 - - ( 302 ) - - - - - $ 2,786
						806,259 - - ( 28,368 ) 67,403 6,789 74,192 852,083 ( 141,841 ) - - ( 66,665 ) ( 4,255 ) 199,659 4,213 203,872 $ 843,194

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

Loop Telecommunication International, Inc. and its subsidiaries

Consolidated Statement of Cash Flows

For the years ended December 31, 2023 and 2022

(In Thousands of New Taiwan Dollars)

Cash flows from operating activities Income before income tax Item of profit or loss: Depreciation expense Amortization expense Losses (gains) on financial assets and liabilities at fair value through profit or loss Finance costs Interest income Dividend income Losses of inventory write-down or obsolescence Net losses (gains) on foreign exchange Changes in operating assets and liabilities Contract assets Accounts receivables Other receivables Inventories Other current assets Contract liabilities Accounts payable Other payables Other current liabilities Net defined benefit assets and liability Other non-current liabilities Cash from operations Interest paid Income tax paid Net cash generated by operating activities	2023 $ 246,765 15,869 4,510 ( 990 ) 1,822 ( 15,525 ) ( 46 ) 4,051 12,714 32,543 ( 191,141 ) ( 25 ) ( 66,048 ) ( 5,019 ) 1,559 6,220 23,379 ( 20,791 ) ( 13,980 ) ( 9,062) 26,805 ( 1,575 ) ( 11,153) 14,077	2022
		$ 83,403 15,419 3,658 508 1,248 ( 4,029 ) ( 43 ) 3,876 ( 25,165 ) 116,099 88,855 869 ( 20,951 ) 8,376 1,890 ( 15,098 ) 12,063 29,237 ( 4,930 ) 23,304 318,589 ( 1,248 ) ( 9,367) 307,974

(Cont’d)

Cash flows from investing activities Acquisition of financial assets at amortized cost Disposal of financial assets at amortized cost Acquisition of financial assets at fair value through profit or loss Disposal of financial assets at fair value through profit or loss Acquisition of property, plant and equipment Refundable deposits (paid) refunded Acquisition of intangible assets Interest received Dividends received Net cash used in investing activities Cash flows from financing activities Increasing in short-term debt Repayment of long-term debt Guarantee deposits received (refunded) Repayment for the principal of lease liabilities Cash dividends paid Capital reduction Net cash used in financing activities Effect of exchange rate changes on cash and cash equivalents Net (decrease) increase in cash and cash equivalents during the year Cash and cash equivalents, beginning of year Cash and cash equivalents, end of year	2023 ( $ 1,023,345 ) 935,919 - 23,995 ( 19,376 ) ( 2,699 ) ( 432 ) 15,281 46 ( 70,611) 192,000 ( 1,936 ) 303 ( 2,197 ) ( 70,920 ) ( 141,841) ( 24,591) ( 11,084) ( 92,209 ) 361,283 $ 269,074	2022
		( $ 335,426 ) 333,765 ( 33,733 ) - ( 2,267 ) ( 16,167 ) ( 6,797 ) 3,180 43 ( 57,402) - ( 2,289 ) ( 83 ) ( 2,308 ) ( 28,368 ) - ( 33,048) 24,136 241,660 119,623 $ 361,283

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

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Attachment 4
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Independent Auditors’ Report Translated from Chinese

Opinion

We have audited the accompanying parent company only balance sheet of Loop Telecommunication International, Inc. (the “Company”) as of December 31, 2023 and 2022, and the parent company only statements of comprehensive income, changes in equity and cash flows for the years then ended, and notes to the parent company only financial statements (including a summary of significant accounting policies).

In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the accompanying parent company only financial position of the Company as of December 31, 2023 and 2022, and its parent company only financial performance and its parent company only cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for opinion

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

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the parent company only financial statements of the Company for the year ended December 31, 2023. These matters were addressed in the context of our audit of the parent company only financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matters for the Company’s parent company only financial statements for the year ended December 31, 2023 is stated as follows:

Revenue recognition

The major revenue sources of Company includes the production and sales of user remote line disconnectors, high-speed network access equipment, smart network resource management selectors, and other relevant products. As revenue has material effects on the 2023 parent company only financial statements of Loop Telecommunication International, Inc., revenue recognition involves manual control operations, and there are risks related to sales counterparties and the authenticity of transactions due to the significant growth in the revenue from partial customers, we have identified the revenue recognition as a key audit matter. For the accounting policies of revenue recognition, please refer to Note 4.(12) to the parent company only financial statements.
In response to the abovementioned risks, we have performed the following audit procedures:
(1) Understand and test the internal control systems and procedures related to the cycle of sales transactions to identify and evaluate the effectiveness of the internal control procedures involved in making sales transactions.
(2) Sample whether internal orders are approved by the responsible supervisor.
(3) Sample whether external orders and transportation documents have been obtained for revenue recognition and whether the amount and the invoiced amount are consistent.

(4) Sample whether the amount of collection after the period for relevant sales income transactions, remittance certificates, and counterparties is consistent with the amount of revenue recognition and counterparties.

Responsibilities of the Management and Those Charged with Governance for the Individual 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 members of 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 the parent company only financial statements.

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

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

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

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the parent company only financial statements for the year ended December 31, 2023 and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Deloitte & Touche Taiwan Accountant Huang Yu-Feng Accountant Tseng Jian-Ming Approval No. of the Securities and Futures Approval No. of the Financial Supervision Bureau Commission Tai-Cai-Zheng-Liu-Zi No.0920123784 Jin-Guan-Shen-Zheng-Zi No.1100356048

March 12, 2024

Notice to Readers

Loop Telecommunication International, Inc.

Parent Company Only Balance Sheet December 31, 2023 and 2022

(In Thousands of New Taiwan Dollars)

Assets Current assets Cash and cash equivalents (Notes 4 and 6) Financial assets at fair value through profit or loss - current (Notes 4 and 7) Financial assets at amortized cost - current (Notes 4 and 8) Contract assets - current (Notes 4 and 21) Net accounts receivable (Notes 4, 5, 9, and 21) Accounts receivable - related party (Notes 4, 5, and 27) Other receivables (Notes 4, 9 and 27) Inventories (Notes 4, 5, and 10) Other current assets (Notes 16 and 27) Total current assets Non-current assets Financial assets at amortized cost - non-current (Notes 4, 8, and 28) Investments accounted for using equity method (Notes 4 and 11) Property, plant and equipment (Notes 4, 12, and 28) Right-of-use assets (Notes 4 and 13) Investment property (Notes 4, 14, and 28) Intangible assets (Notes 4 and 15) Deferred income tax assets (Notes 4 and 23) Refundable deposits (Note 28) Net defined benefit assets (Notes 4 and 19) Total non-current assets Total assets Financial liabilities and equity Current liabilities Short-term borrowings (Notes 4, 17, and 28) Contract liabilities - current (Notes 4 and 21) Accounts payable Accounts payable - related party (Note 27) Other payables (Note 18) Income tax payable (Notes 4 and 23) Lease liabilities - current (Notes 4 and 13) Long-term liabilities - current portion (Notes 4, 17, and 28) Other current liabilities (Note 18) Total current liabilities Non-current liabilities Deferred income tax liabilities (Notes 4 and 23) Lease liabilities - non-current (Notes 4 and 13) Net defined benefit liabilities - non-current (Notes 4 and 19) Guarantee deposits Other non-current liabilities (Note 18) Total non-current liabilities Total liabilities Equity (Note 20) Common stock Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings Total retained earnings Other equity Total equity Total Liabilities and Equity		December 31,2023 Amount `％` $ 264,406 21 10,541 1 103,169 8 233 - 230,989 18 - - 1,835 - 372,867 29 12,730 1 996,770 78 12,056 1 565 - 149,883 12 43,608 3 30,719 2 4,560 - 6,439 1 32,911 3 1,427 - 282,168 22 $ 1,278,938 100 $ 192,000 15 4,561 - 34,839 3 4,004 - 72,977 6 48,424 4 2,256 - - - 9,674 1 368,735 29 945 - 50,329 4 - - 1,493 - 14,242 1 67,009 5 435,744 34 567,365 44 43,953 4 26,563 2 2,786 - 205,278 16 234,627 18 2,751) - 843,194 66 $ 1,278,938 100	December 31,2023 Amount `％` $ 264,406 21 10,541 1 103,169 8 233 - 230,989 18 - - 1,835 - 372,867 29 12,730 1 996,770 78 12,056 1 565 - 149,883 12 43,608 3 30,719 2 4,560 - 6,439 1 32,911 3 1,427 - 282,168 22 $ 1,278,938 100 $ 192,000 15 4,561 - 34,839 3 4,004 - 72,977 6 48,424 4 2,256 - - - 9,674 1 368,735 29 945 - 50,329 4 - - 1,493 - 14,242 1 67,009 5 435,744 34 567,365 44 43,953 4 26,563 2 2,786 - 205,278 16 234,627 18 2,751) - 843,194 66 $ 1,278,938 100		December 31,2022	December 31,2022	December 31,2022
		Amount $ 264,406 10,541 103,169 233 230,989 - 1,835 372,867 12,730 996,770 12,056 565 149,883 43,608 30,719 4,560 6,439 32,911 1,427 282,168 $ 1,278,938 $ 192,000 4,561 34,839 4,004 72,977 48,424 2,256 - 9,674 368,735 945 50,329 - 1,493 14,242 67,009 435,744 567,365 43,953 26,563 2,786 205,278 234,627 2,751) 843,194 $ 1,278,938			Amount $ 355,599 33,546 15,773 32,776 41,771 201 886 310,379 7,541 798,472 12,026 1,145 142,313 40,543 31,858 8,638 5,713 30,212 - 272,448 $ 1,070,920 $ - 3,002 29,581 1,775 49,032 9,235 1,159 1,936 30,328 126,048 3,455 48,109 16,731 1,190 23,304 92,789 218,837 709,206 48,208 19,174 3,088 75,193 97,455 2,786) 852,083 $ 1,070,920		`％`
	(			(			33 3 2 3 4 - - 29 1 75 1 - 13 4 3 1 - 3 - 25 100 - - 3 - 5 1 - - 3 12 - 4 2 - 2 8 20 66 5 2 - 7 9 - 80 100

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

Loop Telecommunication International, Inc.

Parent Company Only Statement of Comprehensive Income

For the years ended December 31, 2023 and 2022

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

Net revenue (Notes 4, 21, and 27) Cost of revenue (Notes 4, 10, 22, and 27) Gross profit Unrealized gross profit on sales with subsidiaries (Note 4) Realized gross profit Operating expenses (Note 22) Sales and marketing expenses General and administrative expenses Research and development expenses Subtotal Income from operations Non-revenue and expenses (Note 22) Interest income Other income Other gains and losses Finance costs Share of losses of subsidiaries accounted for using equity method (Note 4) Total non- operating income and expenses		2023		`％` 100 32 68 - 68 8 7 23 38 30 2 6 - - - 8		2022
								`％`
							(	100 46 54 - 54 10 9 31 50 4 1 8 7 - 1) 15

(Cont’d)

Income before income tax Income tax expenses (Notes 4 and 23) Net income Other comprehensive income (Notes 4, 19, and 20) Items that will not be reclassified subsequently to profit or loss: Remeasurements of defined benefit obligation Items that may be reclassified subsequently to profit or loss Exchange differences arising on translation of foreign operations Other comprehensive income, net of income tax Total comprehensive income Earnings per share (Note 24) Basic Diluted		2023		`％` 38 7 31 - - - 31		2022
		Amount $ 246,765 47,106 199,659 4,178 35 4,213 $ 203,872 $ 3.00 $ 2.97				Amount $ 83,403 16,000 67,403 6,487 302 6,789 $ 74,192 $ 0.95 $ 0.94		`％`
								19 4 15 2 - 2 17

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

Loop Telecommunication International, Inc.

Parent Company Only Statement of Changes in Equity

For the years ended December 31, 2023 and 2022

Balance on January 1, 2022 Earnings distribution and appropriation in 2021 Legal reserve Special reserve Cash dividends of shareholders Netincomein 2022 Other comprehensive income, net of income tax in 2022 Total comprehensive income in 2022 Balance of December 31, 2022 Capital reduction Earnings distribution and appropriation in 2022 Legal reserve Special reserve Cash dividends of shareholders Cash distribution from capital reserve Netincomein 2023 Other comprehensive income, net of income tax in 2023 Total comprehensive income in 2023 Balance of December 31, 2023	Capital stock Shares (1,000 shares) Amount 70,921 $ 709,206 - - - - - - - - - - - - 70,921 709,206 ( 14,184 ) ( 141,841 ) - - - - - - - - - - - - - - 56,737 $ 567,365	Capital stock Shares (1,000 shares) Amount 70,921 $ 709,206 - - - - - - - - - - - - 70,921 709,206 ( 14,184 ) ( 141,841 ) - - - - - - - - - - - - - - 56,737 $ 567,365	Capital surplus $ 48,208 - - - - - - 48,208 - - - - ( 4,255 ) - - - $ 43,953		(In Thousands of New Taiwan Dollars; unless specified otherwise) Other Equity Exchange differences arising on translation of foreignoperations Retained earnings Special reserve Unappropriated earnings Total equity $ 3,005 $ 32,920 ( $ 3,088 ) $ 806,259 - ( 3,166 ) - - 83 ( 83 ) - - - ( 28,368 ) - ( 28,368 ) - 67,403 - 67,403 - 6,487 302 6,789 - 73,890 302 74,192 3,088 75,193 ( 2,786 ) 852,083 - - - ( 141,841 ) - ( 7,389 ) - - ( 302 ) 302 - - - ( 66,665 ) - ( 66,665 ) - - - ( 4,255 ) - 199,659 - 199,659 - 4,178 35 4,213 - 203,837 35 203,872 $ 2,786 $ 205,278 ($ 2,751) $ 843,194
	Shares (1,000 shares) 70,921 - - - - - - 70,921 ( 14,184 ) - - - - - - - 56,737			Legal reserve $ 16,008 3,166 - - - - - 19,174 - 7,389 - - - - - - $ 26,563	Special reserve $ 3,005 - 83 - - - - 3,088 - - ( 302 ) - - - - - $ 2,786

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

Loop Telecommunication International, Inc.

Parent Company Only Statement of Cash Flows

For the years ended December 31, 2023 and 2022

(In Thousands of New Taiwan Dollars)

Cash flows from operating activities Income before income tax Item of profit or loss: Depreciation expense Amortization expense Net losses (gains) on financial assets at fair value through profit or loss Finance costs Interest income Dividend income Allowance for inventory valuation and obsolescence losses Share of losses of subsidiaries accounted for using the equity method Unrealized gains on sales with subsidiaries Net gains on foreign exchange Changes in operating assets and liabilities Contract assets Accounts receivable (including those from related parties) Other receivables (including those from related parties) Inventories Other current assets Contract liabilities Accounts payable (including those to related parties) Other payables Other current liabilities Net defined benefit assests and liability Other non-current liabilities Cash from operations Interest paid Income tax paid Net cash generated by operating activities	2023 $ 246,765 15,412 4,510 ( 990 ) 1,804 ( 15,516 ) ( 46 ) 4,051 194 421 12,551 32,543 ( 190,985 ) ( 660 ) ( 66,539 ) ( 5,189 ) 1,559 7,925 23,617 ( 20,654 ) ( 13,980 ) ( 9,062) 27,731 ( 1,555 ) ( 11,153) 15,023	2022
		$ 83,403 14,688 3,658 508 1,228 ( 4,016 ) ( 43 ) 3,876 3,341 ( 978 ) ( 25,977 ) 116,099 88,190 2,585 ( 18,743 ) 4,123 1,890 ( 13,377 ) 10,967 29,688 ( 4,930 ) 23,304 319,484 ( 1,228 ) ( 9,367) 308,889

(Cont’d)

Cash flows from investing activities Acquisition of financial assets at amortized cost Disposal of financial assets at amortized cost Acquisition of financial assets at fair value through profit or loss Disposal of financial assets at fair value through profit or loss Acquisition of property, plant and equipment Refundable deposits paid Acquisition of intangible assets Interest received Dividends received Net cash used in investing activities Cash flows from financing activities Increasing in short-term debt Repayment of long-term debt Guarantee deposits received (refunded) Repayment for the principal of lease liabilities Cash dividends paid Capital reduction Net cash used in financing activities Effect of exchange rate changes on cash and cash equivalents Net (decrease) increase in cash and cash equivalents during the year Cash and cash equivalents, beginning of year Cash and cash equivalents, end of year	2023 ( $ 1,023,345 ) 935,919 - 23,995 ( 19,297 ) ( 2,699 ) ( 432 ) 15,272 46 ( 70,541) 192,000 ( 1,936 ) 303 ( 2,197 ) ( 70,920 ) ( 141,841) ( 24,591) ( 11,084) ( 91,193 ) 355,599 $ 264,406	2022
		( $ 335,426 ) 333,765 ( 33,733 ) - ( 2,236 ) ( 16,167 ) ( 6,797 ) 3,180 43 ( 57,371) - ( 2,289 ) ( 83 ) ( 2,308 ) ( 28,368 ) - ( 33,048) 24,136 242,606 112,993 $ 355,599

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

Attachment 5

Loop Telecommunication International, Inc. Table of Earning Distribution 2023

(In New Taiwan Dollars)

	(In New Taiwan Dollars)	(In New Taiwan Dollars)
Item	Amount
Undistributed earnings at the beginning of the period Net income in 2023 Add: Remeasurement of defined benefit obligation recognized in retained earnings Amount of net income of the period plus items other than net income of the period included in the undistributed earnings of the year Less: Legal reserve Add: Reversal of special reserve according to the law Earnings available for distribution for the year Less: Cash devidends of shareholders (Note 6) Undistributed earnings at the end of theperiod	1,441,158 199,659,029 4,177,916 203,836,945 (20,383,695) 35,068 184,929,476 (181,556,608) 3,372,868

		184,929,476 (181,556,608)
		3,372,868

Remarks:

Remuneration of employees at 10% (NT$28,041,528) was otherwise distributed.

Remuneration of Directors at 2% (NT$5,608,306) was otherwise distributed.

1 After the distribution of the abovementioned dividends, if there are changes in the payout ratio due to changes in the number of outstanding shares, the Company intends to authorize the Board to make adjustments and arrange relevant matters.
2 The abovementioned dividend distribution was reported to and approved by the shareholders’ meeting as a resolution. The Company intends to authorize the Board to arrange the base day for dividend distribution and other relevant matters based on actual circumstances according to relevant laws and regulations.
3 If changes are required for matters related to the abovementioned dividend distribution due to regulatory requirements, amendments to the approval of the competent authority, or the operating evaluation of the objective environment, the Company intends to authorize the Board to make arrangements based on actual circumstances.
4 Article 29 of the Articles of Incorporation: The Company shall appropriate no less than 10% and no more than 5% of the net profit of the period before deducting remuneration of employees and remuneration of Directors as the remuneration of employees and remuneration of Directors, respectively; however, if the Company has cumulative losses (including adjusted undistributed earnings), it shall preserve the compensation amount.
5 The abovementioned shareholders’ devidends and remuneration of employees and Directors are distributed in cash.
6 The current cash dividend is calculated based on the total number of outstanding shares of the company, which is 56,736,440 shares as of February 29, 2024. The dividend distribution amounts to be NT$3.2 per share.

Appendix 1

Articles of Incorporation of Loop Telecommunication International, Inc.

Chapter 1 General

Article 1: The Company was organized according to the requirements of the Company Act and named Loop Telecommunication International, Inc..
Article 2: The scope of business of the Company is as follows:
CC01100 Controlled Telecommunications Radio-Frequency Devices and Materials

Manufacturing

I301010 Information Software Services

CC01120 Data Storage Media Manufacturing and Duplicating

I. Research, development, production, manufacturing, and sales of the following products
User remote line disconnectors, protectors and their components
Dedicated line reactors and their components
Subtitle phones and their components
Smart network resource management selectors
- Network access equipment, including T1/E1, FT1/FE1 CSU, and CSU/DSU, and their components

Pulse code modulation carrier terminals and their components

     - 64K/56Kbps transmission equipment, including DDS, and its components High-speed digital user transmission systems and their components DLC digital user loop carriers

  5. LAN/WAN equipment, network management systems, their sub-systems, and their components

  6. Integrated service digital network terminal adapter, their sub-systems, and their components

  7. Convertors, remote controls for cable TVs, and their components

  8. Communication system power supply units and their components

  9. Radio communication systems and their components

II. Consultation, design, installation and repair relatedto the abovementioned businesses
III. Import and export trading operations related to the businesses of the Company
Article 3: The headquarters of the Company is located in Hsinchu Science Park, and it may establish domestic and foreign branches or branches when necessary based on the resolution of the Board.
Article 3-1: The Company may provide guarantees to external parties for its business requirements.
Article 3-2: The Company may make necessary investments in external parties, and the total investments are not subject to the restrictions related to investment limits stated under

Article 13 of the Company Act; the Board is authorized to make business decisions on investments.

Article 4: Deleted.

Chapter 2 Shares

Article 5: The total capital of the Company is NT$1,280 million, divided into 128,000,000 shares with a par value of NT$10 per share; the Board is authorized to issue the unissued shares in batches. The total capital includes NT$200 million, divided into 20,000,000 shares with a par value of NT$10 per share, preserved for the conversion of convertible corporate bonds, and NT$100 million, divided into 10,000,000 shares with a par value of NT$10 per share, preserved for the exercise of options for stock warrant.
Article 5-1: For the declaration of the issuance of employee stock option certificate by the Company, when the subscription price is lower than the closing price on the issuance day, the exercise of options shall receive the consent of attending shareholders with over two-thirds of the voting rights at a meeting attended by shareholders representing over half of the total issued shares.
Article 5-2: If the Company transfer shares to employees at a price lower than the average price for the actual repurchase of shares, it shall receive the consent of attending shareholders with over two-thirds of the voting rights at the upcoming shareholders’ meeting attended by shareholders representing over half of the total issued shares.
Article 6: When issuing share certificates, share certificates of the Company are registered, signed or affixed with seals by Directors representing the Company, and numbered, and issued after being certified by the competent authority or an issuance registration institution it approved according to the law. Shares issued by the Company are exempted from printing share certificates; however, the Company shall register them with a centralized securities depository enterprise.
Article 7: Deleted. Article 8: Deleted. Article 9: The change in shareholders’ names shall be suspended 60 days, 30 days, and or 5 days before the regular shareholders’ meeting, an extraordinary shareholders’ meeting, or the base date on which the Company decides to distribute dividends and bonuses or other benefits.
Article 11: Stock affairs operations of the Company shall be subject to the “Regulations Governing the Administration of Shareholder Services of Public Companies” and relevant laws and regulations.

Chapter 3 Shareholders’ meetings

Article 12: Shareholders’ meetings of the Company are divided into the following:
I. Annual shareholders’ meetings are convened once a year within six months from the end of each fiscal year by the Board according to the law.

II. Extraordinary shareholders’ meetings are convened according to the law when necessary.
Article 13: For convening shareholders’ meetings, the Company shall announce and notify shareholders of the date, venue, and reason for the meeting 30 days or 15 days before an annual shareholders’ meeting or an extraordinary shareholders’ meeting, respectively. For shareholders holding registered share certificates of less than 1,000 shares, the meeting notice may be made by way of announcements.
Article 13-1: Shareholders’ meetings may be held by way of a video conference or other methods announced by the Ministry of Economic Affairs.
Article 14: Shareholders of the Company are entitled to one vote for each share held apart from circumstances stated under Article 179 of the Company Act.
Article 14-1: Except for otherwise stated in the Company Act, resolutions made by the shareholders’ meeting shall receive the consent of attending shareholders with more than half of the voting rights at a meeting attended by shareholders representing more than half of the total number of shares.
Article 15: If a shareholder is unable to attend a shareholders’ meeting due to other causes, it may issue a proxy form, which is printed and distributed by the Company, and affix its seal that is kept with the Company to engage a proxy to attend the shareholders’ meeting on its behalf.
Article 16: The Chairman shall be the chairperson of shareholders’ meetings. If the Chairman is on leave or is unable to exercise its powers due to other causes, the Chairman shall designate a Director to act on its behalf; if the Chairman fails to make such designation, Directors shall elect one person among themselves to act on behalf of the Chairman.
Article 17: Matters relating to the resolutions of a shareholders’ meeting shall be recorded in the meeting minutes. The meeting minutes shall be signed or sealed by the chairperson of the meeting, and a copy distributed to each shareholder within 20 days after the conclusion of the meeting. The production and distribution of the meeting minutes may be done in electronic form. The Company may distribute the meeting minutes of the preceding paragraph by means of a public announcement. Meeting minutes, attendance book of attending shareholders and proxy forms to engage proxies shall be preserved together by the Company.

Chapter 4 Directors, Audit Committee, and managers

Article 18: The Company has seven to 15 Directors, who shall be elected by the shareholders’ meeting from capable persons; the term of office is three years, and they may be re-elected and re-appointed. Total shares of Directors of the Company are subject to the requirements of the competent authority. A candidate nomination system is adopted for the election of the Company’s Directors, and the acceptance method for the nomination of candidates is subject to the requirements under Article 192-1 of the Company Act.
Where all Directors of the Company are re-elected at a shareholders’ meeting, prior to

the expiration of the term of office of existing Directors, and in the absence of a resolution that existing Directors will not be discharged until the expiry of their present term of office, all existing directors shall be deemed discharged upon the completion of the re-election. In case no election of new Directors is effected after the expiration of the term of office of existing Directors, the term of office of out-going Directors shall be extended until the time new Directors have been elected and assumed their office. In the number of Directors above, the number of Independent Directors shall be no less than two persons and no less than one-fifth of the number of all Directors. The candidate nomination system is adopted for Independent Directors, and the shareholders shall elect them from the list of Independent Director candidates. The qualification, shareholding, restriction on concurrent position, nomination, election method, and other matters to be observed are subject to relevant requirements of the competent authority of securities. Article 19: The Board is formed by the Directors, and the powers of the Board are subject to the requirements of the Company Act and relevant regulations. Article 19-1: The Company may purchase liability insurance for Directors within the term of office for the compensation liability they assume according to laws within the scope of business execution. Article 20: The Board shall be composed of the Directors. A Chairman shall be elected among the Directors by receiving the consent of more than half of the attending Directors at a meeting attended by two-thirds of the Directors; the Chairman represents the Company to external parties. If the Chairman is on leave or is unable to exercise its powers due to other causes, the Chairman shall designate a Director to act on its behalf; if the Chairman fails to make such designation, Directors shall elect one person among themselves to act on behalf of the Chairman. Article 21: Resolutions at a Board meeting shall, unless otherwise stated in the Company Act and the Articles, be adopted by receiving the consent from more than half of the Directors at a meeting attended by more than half of the Directors. A Director who has a personal interest in the matter under discussion at a Board meeting shall explain to the Board meeting the essential contents of such personal interest. Article 22: If the Director is unable to attend the meeting, it may engage another Director as its proxy; a Director may only be the proxy of one Director. If a video conference is adopted for a Board meeting, Directors who participate in the meeting via video calls shall be deemed as attending in person. The convening notice of Board meetings may be made by way of either correspondence, facsimile, or e-mail. Article 23: Powers of the Audit Committee are subject to the requirements under the Company Act and relevant laws and regulations. Article 24: The number of members of the Audit Committee, term of office, powers, rules of procedure, and resources to be provided by the Company when exercising powers shall be otherwise stated in the Charter of the Audit Committee.

Article 25: The Company has one President who is nominated by the Chairman and appointed

after receiving consent from over two-thirds of the Directors. The President shall arrange corporate operations according to the resolutions of the Board. Article 26: Deleted.

Chapter 5 Accounting

Article 27: The fiscal year of the Company is from January 1 to December 31. The final account shall be prepared at the end of each fiscal year. After the final annual account, the Board shall prepare forms and statements according to the requirements of the Company Act and submit them to the Audit Committee for review 30 days before the annual shareholders’ meeting and then propose to the shareholders’ meeting for ratification. The distribution of the books and statements above may be made by way of public announcements. Article 28: Dividends are determined by the shareholders’ meeting based on the earnings of the Company; however, if there is no earning, dividends may not be appropriated from the share capital. Article 29: The Company shall appropriate no less than 10% and no more than 5% of the net profit before the period before deducting remuneration of employees and remuneration of Directors as the remuneration of employees and remuneration of Directors, respectively; however, if the Company has cumulative losses (including adjusted undistributed earnings), it shall preserve the compensation amount. Remuneration of employees in the preceding paragraph may be made in shares or cash, and the distribution targets may include employees, who fulfill certain conditions, of subordinated companies; remuneration of Directors in the preceding paragraph may only be made in cash. The two paragraphs above shall be implemented according to the resolutions of the Board and reported to the shareholders’ meeting. If the Company has net profit after tax for the period after the final account of the year, it shall compensate cumulative losses (including the adjustments to undistributed earnings), appropriate 10% as the legal reserve according to the law; however, this shall not apply when the legal reserve has reached the paid-in capital of the Company. Then, it shall appropriate or reverse the special reserve according to the requirements under laws and regulations and of the competent authority. Subsequently, for the remaining earnings, together with the undistributed earnings at the beginning of the period (including the adjustments to undistributed earnings), the Board shall prepare a proposal for earning distribution and submit it to the shareholders’ meeting for the resolution of shareholders’ dividends/bonuses distribution. The dividend policies of the Company respond to the current and future development plans, taking investment environments, capital requirements, and domestic and foreign competition status into account, with equal consideration given to shareholders’ benefits. The Board shall prepare the proposal for earning distribution, and the shareholders’ meeting shall make the resolution. Distribution of shareholders' dividends/bonuses may be made in shares or cash; however, in principle, the ratio of

cash dividends to all dividends shall not be less than 10%.

Article 30: Deleted.

Article 31: The Board is authorized to determine the remuneration of a Chairman and Director based on their level of participation in the Company’s operation and the value of their contributions with reference to the domestic and foreign standards within the industry.

Chapter 6 Appendices

Article 32: The organizational rules and administrative regulations of the Company shall be otherwise established.
Article 33: Unaddressed matters in the Articles shall be subject to the requirements under the Company Act and other relevant laws and regulations.
Article 34: The Articles were established after receiving the consent of all founders on October 28, 1991. The first amendment was made on February 21, 1992. The second amendment was made on June 12, 1992. The third amendment was made on November 30, 1993. The fourth amendment was made on November 25, 1997. The fifth amendment was made on April 13, 1998. The sixth amendment was made on June 3, 1999. The seventh amendment was made on May 12, 2000. the eighth amendment was made on April 27, 2001. The ninth amendment was made on May 30, 2002. The tenth amendment was made on June 7, 2007. The eleventh amendment was made on June 27, 2008. The twelfth amendment was made on June 17, 2010. The thirteenth amendment was made on June 24, 2011. The fourteenth amendment was made on June 27, 2012. The fifteenth amendment was made on June 25, 2013. The sixteenth amendment was made on June 22, 2015. The seventeenth amendment was made on June 23, 2016. The eighteenth amendment was made on June 25, 2019. The nineteenth amendment was made on June 30, 2020. The twentieth amendment was made on June 29, 2022. The twenty-first amendment was made on June 28, 2023.

Loop Telecommunication International, Inc. Rules of Procedure for Shareholders’ Meetings

Appendix 2

I. Except as otherwise provided by laws and regulations, shareholders’ meetings of Loop Telecommunication International, Inc. (the “Company”) shall be as provided in these Rules of Procedure.
II. The time during which shareholder attendance registrations will be accepted shall be at least 30 minutes prior to the time the meeting commences. The place at which attendance registrations are accepted shall be clearly marked with a sufficient number of suitable personnel assigned to handle the registrations. The attendance shall be calculated based on the attendance book or sign-in cards handed in. The number of shares in attendance shall be calculated according to the shares indicated by the attendance book and sign-in cards handed in, plus the number of shares whose voting rights are exercised by correspondence or electronically.
III. The votes at the shareholders’ meeting shall be calculated based on shares.
IV. The venue for a shareholders’ meeting shall be the location 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.
V. If a shareholders’ meeting is called by the Board, the Chairman shall preside at the said shareholders’ meeting. In case the Chairman is on leave of absence or cannot exercise its powers and authority, the Vice Chairman shall act on its behalf. If there is no Vice Chairman or the Vice Chairman is also on leave of absence or cannot exercise its powers and authority, the Chairman shall designate a Managing Director or Director who has held that position for six months or more and understands the financial and business conditions of the Company to act on its behalf; if there is no Managing Director, the Chairman shall designate a Director to act on its behalf. If the Chairman does not designate a Director, the Managing Directors or Directors shall elect one from among themselves to act on behalf of the Chairman.
If a shareholders’ meeting is convened by a party with the power to convene but other than the Board, the convening party shall chair the meeting.
VI. The Company may appoint its attorneys, CPAs, or related persons retained by it to attend a shareholders’ meeting in a non-voting capacity.

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

VII. The Company, beginning from the time it accepts shareholder attendance registrations, shall make an uninterrupted audio and video recording of the registration procedure, the proceedings of the shareholders’ meeting, and the voting and vote counting procedures. The recorded materials of the preceding paragraph shall be retained for at least one year.

VIII. The chairperson shall call the meeting to order at the appointed meeting time. However, when the attending shareholders do not represent a majority of the total number of issued shares, the chairperson may announce a postponement, provided that no more than two such postponements, for a combined total of no more than one hour, may be made. If the

quorum is not met after two postponements, but the attending shareholders represent one-third or more of the total number of issued shares, a tentative resolution may be adopted pursuant to paragraph 1, Article 175 of the Company Act. When, prior to the conclusion of the meeting, the attending shareholders represent a majority of the total number of issued shares, the chairperson may resubmit the tentative resolution for a vote by the shareholders’ meeting pursuant to Article 174 of the Company Act. IX. If a shareholders’ meeting is convened by the Board, the meeting agenda shall be set by the Board. 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. The chairperson may not declare the meeting adjourned prior to the completion of deliberation on the meeting agenda of the preceding two paragraphs (including extempore motions). After the adjournment of the meeting, shareholders may not otherwise elect a chairperson to continue the meeting at the initial venue or another venue. However, if the chairperson declares the meeting adjourned in violation of the Rules of Procedure, the attending shareholders may elect a new chairperson in accordance with statutory procedures by agreement of a majority of the votes represented by the attending shareholders and then continue the meeting.

X. 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 chairperson. 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. When an attending shareholder is speaking, other shareholders may not speak or interrupt unless they have sought and obtained the consent of the chairperson and the shareholder that has the floor; the chairperson shall stop any violation. XI. Except with the consent of the chairperson, a shareholder may not speak more than twice on the same proposal, and a single speech may not exceed five minutes. XII. If the shareholder's speech violates the rules or exceeds the scope of the agenda item, the chairperson may terminate or suspend the speech. XIII. When a corporation is appointed to attend as a proxy, it may designate only one person to represent it in the meeting. When a corporate shareholder appoints two or more representatives to attend a shareholders' meeting, only one of the representatives so appointed may speak on the same proposal. XIV. After an attending shareholder has spoken, the chairperson may respond in person or direct relevant personnel to respond. XV. When the chairperson is of the opinion that a proposal has been discussed sufficiently to put it to a vote, the chairperson may announce the discussion closed, call for a vote. XVI. Vote monitoring and counting personnel for the voting on a proposal shall be appointed

by the chairperson, provided that all monitoring personnel shall be shareholders of the Company. The results of the votes shall be reported on-site, and minutes shall be made. Matters relating to the resolutions of a shareholders’ meeting shall be recorded in the meeting minutes. The meeting minutes shall be signed or sealed by the chairperson of the meeting, and a copy distributed to each shareholder within 20 days after the conclusion of the meeting. The production and distribution of the meeting minutes may be done in electronic form.

XVII. When a meeting is in progress, the chairperson may announce a break based on time considerations. XVIII. Except as otherwise provided in the Company Act and in the Company's Articles of Incorporation, the passage of a proposal shall require an affirmative vote of a majority of the voting rights represented by the attending shareholders. For the vote, if the chairperson has made inquiries to attending shareholders and no dissenting opinion is raised, it shall be deemed approved by all shareholders. If there is any dissenting opinion, the chairperson may deem the number of votes of the attending shareholders less the number of votes of shareholders with dissenting opinions as the number of votes for the proposal, and if the number exceeds the number of votes required, the proposal shall be deemed as approved. The effects of the two voting methods above shall be equivalent to voting by ballots. The results of the votes shall be reported on-site, and minutes shall be made.

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

XXI. The Rules of Procedure were implemented after being approved by the annual shareholders’ meeting as a resolution, and the same shall apply upon any amendment. The shareholders’ meeting approved the establishment on June 3, 1999. The first amendment was made on May 30, 2002. The second amendment was made on June 27, 2012. The third amendment was made on June 25, 2013.

Appendix 3

Loop Telecommunication International, Inc. Shareholding of Directors

I. At present, the number of issued shares of the Company is 56,736,440 shares.
II. According to the requirements of the Rules and Review Procedures for Director and
Supervisor Share Ownership Ratios at Public Companies, the minimum shareholding of the Directors shall be 4,538,915 shares.
III. As of April 26, 2024, the book closure date of the shareholders’ meeting, the shareholding of all Directors is as follows:

Title	Name	Shares held
Chairman	Yeh Maw-Lin	5,625,844
Director	Chen Hua-Ling	1,218,337
Director	Fan Zheng-Chun	194,400
Director	Chiu Dong-Sheng	296,485
Independent Director	Huang Yun-Ming	0
Independent Director	Chang Guo-Hua	0
Independent Director	Jiang Min-Shiung	0
Independent Director	Ko Shu-Mei	0
Directors in aggregate		7,335,066

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LOOP — AGM Information 2024

52258_rns_2024-07-11_be01a0ee-714c-4ba7-a2d2-e27caf14a297.pdf

Loop Telecommunication International, Inc.

2024 Annual Shareholders’ Meeting

Handbook

Table of Contents

VII. Adjournment

Loop Telecommunication International, Inc.

Agenda of the 2024 Regular Shareholders’ Meeting

Two. Chairperson’s speech

Four. Ratification

One. Report

Two. Ratification

Loop Telecommunication International, Inc. 2023 Business Report

Loop Telecommunication International, Inc.

Audit Committee’s Review Report

Independent Auditors’ Report Translated from Chinese

Opinion

Basis for opinion

Key Audit Matters

Revenue recognition

Other matters

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

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

Notice to Readers

Loop Telecommunication International, Inc. and its subsidiaries

Consolidated Balance Sheet

December 31, 2023 and 2022

Loop Telecommunication International, Inc. and its subsidiaries

Consolidated Statement of Comprehensive Income

(Cont’d)

Loop Telecommunication International, Inc. and its subsidiaries

Consolidated Statement of Changes in Equity

Loop Telecommunication International, Inc. and its subsidiaries

Consolidated Statement of Cash Flows

(Cont’d)

Independent Auditors’ Report Translated from Chinese

Opinion

Basis for opinion

Key Audit Matters

Revenue recognition

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

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

Notice to Readers

Loop Telecommunication International, Inc.

Parent Company Only Balance Sheet December 31, 2023 and 2022

Loop Telecommunication International, Inc.

Parent Company Only Statement of Comprehensive Income

(Cont’d)

Loop Telecommunication International, Inc.

Parent Company Only Statement of Changes in Equity

Loop Telecommunication International, Inc.

Parent Company Only Statement of Cash Flows

(Cont’d)

Loop Telecommunication International, Inc. Table of Earning Distribution 2023

Remarks:

Articles of Incorporation of Loop Telecommunication International, Inc.

Chapter 1 General

Chapter 2 Shares

Chapter 3 Shareholders’ meetings

Chapter 4 Directors, Audit Committee, and managers

Chapter 5 Accounting

Chapter 6 Appendices

Loop Telecommunication International, Inc. Shareholding of Directors

More from LOOP

LOOP AGM Information 2024