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LPI AGM Information 2022

Aug 2, 2022

52036_rns_2022-08-02_4b278183-ebda-40e8-9af0-c8a5f6d832b9.pdf

AGM Information

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Stock code: 2369

Website of Taiwan Stock Exchange Market Observation Post System: https://mops.twse.com.tw https://www.lingsen.com.tw

LINGSEN PRECISION INDUSTRIES, LTD.

2022ANNUAL GENERAL SHAREHOLDERS’ MEETING Meeting Agenda

【Translation】

MEETING TYPE : PHYSICAL SHAREHOLDERS' MEETING. TIME: JUNE 10 (FRIDAY), 2022 AT 9:00AM LOCATION OF MEETING: 5F, NO.5-1, SOUTH 2[nd] ROAD, TANZI DIST. TAICHUNG CITY, TAIWAN.

---Disclaimer---

THIS IS A TRANSLATION OF THE AGENDA FOR THE 2022 ANNUAL GENERAL SHAREHOLDERS’ MEETING OF LINGSEN PRECISION INDUSTRIES, LTD. THE TRANSLATION IS INTENDED FOR REFERENCE ONLY. IF THERE IS ANY DISCREPANCY BETWEEN THE ENGLISH VERSION AND CHINESE VERSION, THE CHINESE VERSION SHALL PREVAIL.

Table of Contents

page

1. Meeting Procedure 1
2. Meeting Agenda 2
3. Reported Matters 3
4. Acknowledged Matters 9
5. Matters for Discussion 12
6. Matters for Election 14
7. Other Proposals 15
8. Extempore Motions 16
Appendix
Independent Auditors’ Report and Parent Company Only Financial Statements for year 2021 17
Independent Auditors’ Report and Consolidated Financial Statements for year 2021 27
Comparison table for the “Code of Corporate Social Responsibility” 37
Comparison table for the “Procedures of Share Buy-back and Transfer to Employee for year
2020” 42
Comparison table for the “Articles of Incorporation” 43
Comparison table for the “Procedures for the Acquisition or Disposal of Assets” 44
Comparison table for the “The Rules of Procedure for Shareholders’ Meetings” 49
List of director (including independent director) candidates 51
Procedures of Share Buy-back and Transfer to Employee for year 2020
(Before the amendment) 54
Articles of Incorporation (Before the amendment) 55
The Rules of Procedure for Shareholders’ Meetings (Before the amendment) 60
Rules for Election of Directors 63
The Impact of Stock Dividend Issuance on Business Performance, EPS, and Shareholder
Return Rate 64
Shareholding of Directors 64

Lingsen Precision Industries, Ltd. Procedure for the 2022 Annual Meeting of Shareholders

  • 1 Call the Meeting to Order

  • 2 Chairman’s Address

  • 3 Reported Matters

  • 4 Acknowledged Matters

  • 5 Matters for Discussion

  • 6 Matters for Election

  • 7 Other Proposals

  • 8 Extempore Motions

  • 9 Adjournment

  • 1 -

Lingsen Precision Industries, Ltd. Year 2022

Agenda of Annual Meeting of Shareholders

  1. Meeting type: Physical shareholders' meeting.

  2. Time: June 10, 2022 (Friday) at 9:00am

  3. Location of meeting: 5F, NO.5-1, South 2[nd] Road, Tanzi Dist. Taichung City, Taiwan.

  4. Chairman’s Address

  5. Reported Matters

  6. (1) 2021 Business Report.

  7. (2) Report by Audit Committee on the examination of 2021 financial statements.

  8. (3)Report on the condition of the company's endorsement and guarantees for other

company.

  • (4) 2021 remuneration for employees and directors.

  • (5)Report on the amendments to the company's “Code of Corporate Social Responsibility”.

  • (6) Report on the amendments to the company's “Procedures for Share Buy-back and Transfer to Employees”.

  • (7) Other matters to be reported.

  • Acknowledge Matters

  • (1) Acknowledge of 2021 business report and financial statements. (Proposed by board) (2) Acknowledge of 2021 earning distribution. (Proposed by board)

  • Matters for Discussion

  • (1) Discussion of amendments to the company's “Articles of Incorporation.” (Proposed by board)

  • (2) Discussion of amendments to the company's “Procedures for Acquisition and Disposal of Assets.” (Proposed by board)

  • (3) Discussion of amendments to the company's “The Rules of Procedure for Shareholders’ Meetings.” (Proposed by board)

  • Matters for Election

  • (1) To elect the company’s 20th term of directors. (Proposed by board)

  • Other Proposals

  • (1) Discussion to approve the lifting of non-competition restrictions on directors. (Proposed by board)

  • Extempore Motions

  • Adjournment

  • 2 -

Reported Matters

Item 1: 2021 Business Report.

Explanation : Please refer to the attachment.

  • 3 -

Business Report

(I) Operating principle and implementation

The Company’s essential philosophy is being innovative and creative, honest and practical, and excellence sharing. The major operating principles are as follows:

  • i. Improving service quality, strengthen the communication with customers and build up a balanced relationship with the customers.

  • ii. Improving the existing manufacturing process, innovating new manufacturing process, improve the quality and reduce costs to create profits, proactively.

  • iii. Continuously innovating product development and available in diverse products package manufacturing process to meet the customers’ needs.

  • iv. Improving internal operation efficiency and enhance the quality for employee’s operation.

  • v. Strengthening the function of information systems to improve manufacturing and inspecting the automatic operation.

  • vi. Introducing 5S activities to optimize the working environment to avoid occupational accident and reduce wastage.

  • vii. Continuously enhancing the educational training to train the talent to assists the company’s sustainable management and development.

  • (II) Result of Business Plan

In 2021, the vigorous economic activities and increasing customer orders, stay-at-home economy, 5G Communication , which have driven the overall growth of the company's operating results. The current results reveal that the company has solid performance by expanding production capacity in a cost-competitive manner and flexibly adjust its production capacity and secure its supply chains to meet customers’ demand.

The company’s revenue in 2021 reached an all-time high, a year-on-year growth of 40.2%. 2021 revenue totaled NTD 6.49 billion, with 18.9% gross margin rate and 12.5% operating margin rate. Profit attributable to the parent company was NTD 0.87 billion or an earnings per share of NTD 2.35.

Facing many uncertainties and challenges in the market and in the supply chain, the company's performance demonstrated its indefatigable efforts and the ability to adapt to changes which the company has built up over a long period of time. Based on the Company's core assembly capabilities, the company will grasp opportunity that arise from the industry's structural changes and continues its advancement of value enhancement for its customers.

  • 4 -
(Amount Expressed in Thousands of New Taiwan Dollars) (Amount Expressed in Thousands of New Taiwan Dollars) (Amount Expressed in Thousands of New Taiwan Dollars) (Amount Expressed in Thousands of New Taiwan Dollars)
Year 2021 Year 2020 Annual growth rate
YoY
(Amount Expressed in Thousands of New Taiwan Dollars) (Amount Expressed in Thousands of New Taiwan Dollars) (Amount Expressed in Thousands of New Taiwan Dollars) (Amount Expressed in Thousands of New Taiwan Dollars) (Amount Expressed in Thousands of New Taiwan Dollars) (Amount Expressed in Thousands of New Taiwan Dollars)
Items Year 2021 Year 2020 Annual growth rate
YoY
$ % $ % $ %
Operating revenue 6,489,676 100.0 4,628,930 100.0 1,860,746 40.2
Gross profit 1,228,099 18.9 368,155 8.0 859,944 233.6
Operating expenses 416,144 6.4 332,300 7.2 83,844 25.2
Net operating income 811,955 12.5 35,855 0.8 776,100 2,164.6
Total non-operating income
and expenses
145,081 (184,685)

Net profit after tax
873,849 (164,343)

(III) 2021 Budget Implementation Status

The company did not prepare financial forecasting of 2021.

(IV) Financial Revenue and Expenditure Status and Profitability Capacity Analysis

Item analyzed Item analyzed Item analyzed Year 2021 Year 2021 Year 2020
Financial
Structure
Debt Ratio (%) 30.31 27.77
Ratio of Long-term capital to property, plant and
equipment(%)
225.20 205.49
Solvency Current Ratio(%) 225.39 218.25
Quick Ratio(%) 169.06 183.78
Profitability Return On Assets(%) 11.55 -2.19
Return On Equity (%) 16.18 -3.26

Ratio ofOperatingIncome topaid-in capital(%)
21.36 0.94

Ratio of Pre-tax Income topaid-in capital (%)
25.17 -3.91
Profit Margin(%) 13.46 -3.55
EPS (NT$) 2.35 -0.44
Research and Development Status
(Amount Expressed in Thousands of New Taiwan Dollars)
Year
Year 2021
Year 2020
Year 2019
Research & Development Expense
143,554
138,918
150,091
Ratio of R&D Expense to operating
revenue(%)
2.21
3.00
3.88
Year
Year 2021
Year 2020 Year 2019
Research & Development Expense 143,554 138,918 150,091
Ratio of R&D Expense to operating
revenue(%)
2.21 3.00 3.88

(V) Research and Development Status

Chairman: Shu-Chyuan Yeh Manager: Tse-Sung Tsai Accounting Supervisor: Ming-Wei Lai

  • 5 -

Item 2:

Report by Audit Committee on the examination of 2021 financial statements.

Audit Committee’s Review Report

The Board of Directors has prepared and submitted to us the Company’s 2021 Business Report, Financial Statements and proposal for earning distribution. The Financial Statements have been audited, certified and issued an audit report by Shu-Chin Chiang and Ting-Chien Su of Deloitte & Touche CPA. The Business Report, Financial Statements and proposal for earning distribution have been reviewed and determined to be correct and accurate by the Audit Committee members. According to Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act, we hereby submit this report.

Lingsen Precision Industries, Ltd.

Chairman of the Audit Committee: Feng-Hsien Shih

March 17, 2022

  • 6 -

Item 3: Report on the condition of the company's endorsement and guarantees for other company.

  • Explanation : the Company’s endorsement and guarantee amount for other company as of December 31, 2021 is as follows:

(Amount Expressed in Thousands)

Guaranteed Party Guaranteed Party Quota Amount Actually
used
Name Nature of
relationship
Ningbo Liyuan Technology Co.,Ltd. Second-tier
Subsidiary
NTD138,400
(USD5,000)
NTD110,720
(USD4,000)
Total NTD138,400 NTD110,720
Remark:
1. The amount of endorsement and guarantee provided to each guaranteed party shall not
exceed 15% of the Company's net worth as stated in its latest financial statement.
2. The total endorsement and guarantee amount provided shall not exceed 30% of the
Company's net worth as stated in its latest financial statement.
  1. The amount of endorsement and guarantee provided to each guaranteed party shall not exceed 15% of the Company's net worth as stated in its latest financial statement.

  2. The total endorsement and guarantee amount provided shall not exceed 30% of the Company's net worth as stated in its latest financial statement.

Item 4:

2021 remuneration for employees and directors.

  • Explanation: 1. According to Article 31-1 of the Company's Articles of Incorporation, if the Company gains profit at the end of the fiscal year, it shall allocate not less than 10% for employee’s compensation and not more than 2% for directors’ compensation.

  • The Board of Directors approved the proposal of 2021 remuneration for employees and directors. Both the remuneration for employees and directors will be distributed in cash.

The total amount of the remuneration for directors is NT$21,750,832,or 2%. The total amount of the remuneration for employees is NT$108,754,163,or 10%.

  • 7 -

Item 5: Report on the amendments to the company's “Code of Corporate Social Responsibility”

  • Explanation : 1. In accordance with Letter No. 1100024173 of Taiwan Stock Exchange issued on December 7, 2021, the company is proposed to make amendments to the “Code of Corporate Social Responsibility” and renamed as “Code of Sustainable Development”.

  • “ ”

    1. The comparison table for the Code of Corporate Social Responsibility . (Please refer to page 37- 41 for details).

Item 6: Report on the amendments to the company's “Procedures for Share Buy-back and Transfer to Employees”.

  • Explanation: The company is proposed to make amendments to the “Procedures of Share Buy-back and Transfer to Employee for year 2021 ”. The comparison table please refer to page 42 for details.

Item 7: Other matters to be reported

  • Explanation: Handling of the shareholder proposals in the regular shareholders meeting: 1. According to Article 172-1 of the Company Act, shareholders who hold more than 1% of the total number of issued shares may submit a proposal in the annual general shareholders’ meeting, but are limited to one proposal within 300 words.

  • The Company accepted shareholders’ proposal in writing for the 2021 regular shareholders meeting between March 25, 2022 and April 6, 2022. It has been announced at the Market Observation Post System in accordance with the law.

  • The Company did not receive any proposal from shareholders.

  • 8 -

Acknowledged Matters

Item 1(Proposed by board)

Proposal: Acknowledge of 2021 business report and financial statements. Explanation :

  1. The board of directors prepared the stand-alone and consolidated financial statements 2021 (please refer to page 17-36), which were audited by Accountants Shu-Chin Chiang and Ting-Chien Su from the Deloitte Touche Tohmatsu Limited.

  2. The business report (please refer to page 4-5), stand-alone and consolidated financial statements have been reviewed by the Audit Committee, and an audit report was issued.

Resolution:

  • 9 -

Item 2(Proposed by board)

Proposal: Acknowledge of 2021 earning distribution.

  • Explanation : 1. The 2021 earning distribution table is compiled as follows in accordance with Company Act and the company's “Articles of Incorporation”. It has been resolved by the board of directors and examined by the Audit Committee with an issued audit report on March 17, 2022.

  • The unappropriated earnings of prior years is NT$0, after adding up the 2021 net profit after tax of NT$873,849,558 and remeasurement of defined benefit plans of NT$38,975,766. The amount of net profit after tax for the period and the amount adjusted to the current year’s undistributed earnings is NT$912,825,324. After deducting the 10% legal reserve of NT$91,282,532 and adding up special reserve reversal of NT$69,384,576, therefore the total amount of earnings available for distribution is NT$890,927,368. It is hereby proposed to distribute cash dividends to shareholders of NT$490,000,000.

  • 10 -

Lingsen Precision Industries, Ltd. Earning Distribution Table Year 2021

Unappropriated retained earnings of prior years
Plus : 2021 net profit after tax
873,849,558
Plus : 2021 remeasurement of defined benefit
plans
38,975,766
The amount of net profit after tax for the period
and the amount adjusted to the current year’s
undistributed earnings
Minus: 10% legal reserve
Plus : special reserve reversal
Earnings Available for Distribution
Items for Distribution:
Cash Dividends to Shareholders

Unappropriated retained earnings
Unit: NTD$ 0
912,825,324
(91,282,532)
69,684,576
890,927,368
490,000,000
400,927,368

Note: 1. Legal reserve: NT$912,825,324 * 10% = NT$91,282,532

  1. Total common shares issued on April 12, 2022: 380,102,344 shares. In the event of any change in the number of outstanding shares, the dividend ratio must be adjusted. It is proposed to fully authorize the board of directors to 。

adjust the dividend ratio and to proceed on the relevant matters.

  1. Upon the approval of the Annual Meeting of Shareholders, it is proposed that the board of directors be authorized to resolve the ex-right date, and other relevant issues.

  2. The earnings of the most recent year will be distributed first at this time.

  3. The dividend will be paid in cash with calculation rounded down to the nearest NT$1 (any amount below NT$1 will be discarded). The remaining fraction will be adjusted from the decimal point to the smallest and the Shareholder’s number from front to back, until it matches the total cash dividend.

Chairman: Shu-Chyuan Yeh Manager: Tse-Sung Tsai Accounting Supervisor: Ming-Wei Lai

Resolution:

  • 11 -

Matters for discussion

Item 1(Proposed by board)

Proposal: Discussion of amendments to the company's “Articles of Incorporation.”

  • Explanation : 1. In accordance with Article 172-2 of the Company Act and due to business needs, the company is proposed to make amendments to the “Articles of Incorporation.” Added the shareholders’ meeting can be held by means of visual communication network.

  • The comparison table for the “Articles of Incorporation.” (Please refer to page 43 for details).

Resolution:

Item 2(Proposed by board)

Proposal: Discussion of amendments to the company's “Procedures for Acquisition and Disposal of Assets”.

  • Explanation : 1. In accordance with Letter No. 1110380465 issued by Financial Supervisory Commission on January 28, 2022 and due to business needs, the company is proposed to make amendments to the “Procedures for the Acquisition or Disposal of Assets.”

  • The comparison table for the “Procedures for the Acquisition and Disposal of Assets.” (Please refer to page 44-48 for details).

Resolution:

  • 12 -

Item 3(Proposed by board)

  • Proposal: Discussion of amendments to the company's “The Rules of Procedure for Shareholders’ Meeting.”

  • Explanation : 1. In order to conform the needs of commercial practice or the amendments to related laws, the company is proposed to make amendments to “The Rules of Procedure for Shareholders Meetings.” Added relevant matters for the convening visual communication shareholders meeting.

  • The comparison table for the “The Rules of Procedure for Shareholders Meetings. ”( Please refer to page 49-50 for details)

Resolution:

  • 13 -

Matters for Election

Item 1(Proposed by board)

Proposal: To elect the company’s 20th term of directors.

  • Explanation : 1. The company’s Articles of Incorporation state that the company’s board of directors shall appoint seven to nine directors, of which at least three must be independent directors.

  • Upon the expiry of the directors’ terms of office, the board of directors resolved that nine directors (including three independent directors) will be elected at this annual shareholders’ meeting. The term of office for directors to be elected shall be three years, commencing on June 10, 2022 and expiring on June 9, 2025.

  • The election of the directors adopts a candidate nomination system as specified in Article 192-1 of the Company Law. The shareholders shall elect the directors from among the nominees listed in the list of director (including independent director) candidates, whose education and professional qualifications, past work experience and relevant information, are attached hereto as page 51-53.

  • Please Vote.

Voting Results:

  • 14 -

Other Proposals

Item 1(Proposed by board)

Proposal:

Discussion to approve the lifting of non-competition restrictions on directors.

Explanation :

  1. As stated in paragraph 1 of Article 209 of the Company Act, a director who does anything for himself or on behalf of another person that is within the scope of the company's business, shall explain to the meeting of shareholders the essential contents of such an act and secure its approval.

  2. If the Company’s new-elected directors invest in or operate in the same or similar business scope of the company and act as directors or managers of the company’s reinvestment, it is proposed to the shareholders’ meeting for approval in accordance with the law to release the directors from non-competition restrictions, without prejudice to the interests of the company.

  3. The table of the non-competition status of the directors :

Title Name Hold a concurrentposition in other company Hold a concurrentposition in other company
CompanyName Title
Director Shu-Hsun Yeh Panther Technology Co., Ltd.
Sooner Power Semiconductor Co., Ltd.
Nexus Material Corporation
Chairman
Chairman and General Manager
Chairman
Director Tse-Sung Tsai Panther Technology Co., Ltd.
Sooner Power Semiconductor Co., Ltd.
Nexus Material Corporation
Representative of the corporate director
Representative of the corporate director
Representative of the corporate director
Director Shu- Hsun Yeh Panther Technology Co., Ltd.
Sooner Power Semiconductor Co., Ltd.
Nexus Material Corporation
Representative of the corporate director
Representative of the corporate director.
Directors
Director Sheunn-Ching
Yang
JMC ELECTRONICS CO., Ltd. Independent director
Independent
Director
Feng-Hsien Shih ETREND Hightech Corp. Directors

Resolution:

  • 15 -

Extempore Motions

Adjournment

  • 16 -

Appendix

Independent Auditors’ Report

To the Board of Directors and Shareholders of Lingsen Precision Industries, Ltd.

Audit opinions

We have audited the accompanying parent company only financial statements of Lingsen Precision Industries, Ltd. (the “Company”), which comprise the unconsolidated balance sheets as of December 31, 2021 and 2020, and the unconsolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying unconsolidated financial statements present fairly, in all material respects, the unconsolidated financial position of the Company as of December 31, 2021 and 2020, and its unconsolidated financial performance and its unconsolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers of the Republic of China.

Basis for Opinion

We conducted our audits in accordance with the Regulation Governing Auditing and Certification of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the R.O.C.. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Unconsolidated Financial Statements section of our report. The auditors of the firm, subject to the independence regulations, have maintained independence from the Company in accordance with the Code of Ethics and perform other obligations of such Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

The key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the unconsolidated financial statements of the Company for the year ended December 31, 2021. These matters were addressed in the context of our audit of the unconsolidated 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 unconsolidated financial statements for the year ended December 31, 2021 are stated as follows:

Authenticity of service revenue recognition

  • 17 -

The main source of revenue of the Company relies on the service revenue from various wafer and integrated circuit packaging and testing services; therefore, the service revenue is determined to be the main indicator for the management to evaluate the business performance, and its recognition authenticity has a material impact on the overall financial statements. Accordingly, the authenticity of the recognition of specific customer service revenue is listed as the key audit matter. For revenue recognition related accounting policy, please refer to Notes 4 and 20 of the unconsolidated financial statements.

We summarize the main audit procedures executed for the aforementioned matters of the current year as follows:

  1. Understand and assess the internal control design related to the audit and risk in the product sales and payment collection cycle and conduct a test on its effectiveness.

  2. Inspect and obtain samples from the account sales of specific customers, and inspect relevant documents of delivery orders and sales invoices, and also verify whether the payment collection subjects are consistent with the delivery subjects, and also perform letter issuance for customers of service revenue, in order to verify the authenticity of the service revenue.

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

Management is responsible for the preparation and fair presentation of the unconsolidated 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 unconsolidated financial statements that are free from material misstatement, whether due to fraud or error.

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

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

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

Our objectives are to obtain reasonable assurance about whether the unconsolidated 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 auditing standards generally accepted in the R.O.C. will always detect a material misstatement when it exists in the unconsolidated financial statements. Misstatements can arise from fraud or error. Misstatements 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 unconsolidated financial statements.

  • 18 -

As part of an audit in accordance with the auditing standards generally accepted in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  1. Identify and assess the risk of material misstatement of the unconsolidated financial statements due to fraud or error, design and adopt appropriate countermeasures for the risks assessed, and obtain sufficient and appropriate audit evidence in order to be used as the basis for the 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.

  2. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control of the Company.

  3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management level.

  4. 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 ability of the Company to continue as a going concern. In case where we consider that such events or circumstances have a material uncertainty, then relevant disclosure of the unconsolidated financial statements are required to be provided in our audit report to allow users of unconsolidated financial statements to be aware of such events or circumstances, 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 auditor’s report. However, future events or conditions may cause Lingsen Precision Industries, Ltd. to cease to continue as a going concern.

  5. Evaluate the overall presentation, structure and content of the unconsolidated financial statements, including relevant notes, and whether the unconsolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  6. Obtain sufficient and appropriate audit evidence regarding the financial information of the entity of the Company, and express an opinion on unconsolidated financial statements. We are responsible for the direction, supervision and performance of the audit of the Company. 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 the governance units with statements that we have complied with relevant matters that may reasonably be thought to bear on our independence, and we have also communicated with the governance units on all relationships and other matters (including relevant protective measures) that may be considered to affect the independence of auditors.

From the matters communicated with those charged with governance, we determine those matters that were of most significant in the audit of the Company’s 2021 unconsolidated

  • 19 -

financial statements 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 Taiwan CPA Shu-Ching Chiang CPA Ting-Chien Su

Financial Supervisory Commission Approval Document No. Jin-Guan-Zheng-Shen-Zi No. 1000028068

Financial Supervisory Commission Approval Document No. Jin-Guan-Zheng-Shen-Zi No. 1070323246

March 17, 2022

  • 20 -

Lingsen Precision Industries, Ltd. Parent Company Only Balance Sheets December 31, 2021 and 2020

Unit: In Thousands of New Taiwan Dollars

December 31, 2021 December 31, 2020
Code ASSETS Amount % Amount %
Current Assets
1100 Cash and cash equivalents (Notes 4 and 6) $ 1,212,698 14 $ 1,084,329 16
1140 Contract assets - current (Notes 4 and 21) 135,659 2 114,509 2
1170 Accounts receivable (Notes 4, 8, 20 and 26) 1,439,848 17 1,098,847 16
1200 Other receivables (Notes 4 and 9) 180,659 2 237,007 3
1220 Current tax assets (Notes 4 and 22) 210 - 514 -
1310 Inventories (Notes 4 and 10) 657,624 8 284,720 4
1470 Other current assets (Notes 4, 14, 26 and 27) 331,692 4
190,835 3
11XX Total current assets 3,958,390 47
3,010,761 44
Non-current assets
1517 Financial assets at fair value through other comprehensive income
- non-current
(Note 4 and 7) 9,982 - 8,457 -
1550 Investment accounted for using the equity method (Notes 4 and
11) 938,874 11 829,935 12
1600 Property, plant and equipment (Notes 4, 12 and 27) 2,949,761 35 2,661,865 39
1755 Right-of-use assets (Notes 4 and 13) 150,220 2 155,098 2
1840 Deferred tax assets (Notes 4, 5 and 22) 23,008 1 89,751 1
1915 Prepayments for facilities 350,718 4 91,957 2
1920 Refundable deposits (Note 4) 324 - 241 -
1975 Net defined benefit assets - non-current (Notes 4 and 18) 12,009 - - -
1990 Other non-current assets 5,839 -
1,292 -
15XX Total non-current assets 4,440,735 53
3,838,596 56
1XXX Total assets $ 8,399,125 100
$ 6,849,357 100
Code Liabilities and Equity
Current Liabilities
2100 Short-term bank borrowings (Notes 15) $
194,118
2 $
134,759
2
2170 Accounts payable 479,409 6 310,405 5
2200 Other payables (Notes 16 and 26) 693,056 8 446,678 6
2230 Deferred tax liabilities (Notes 4 and 22) 26,506 - - -
2250 Liability reserve - current (Notes 4 and 17) 3,980 - 19,450 -
2280 Lease liabilities - current (Notes 4 and 13) 4,420 - 4,386 -
2320 Long-term borrowings due in one year (Notes 15 and 27) 290,814 4 417,600 6
2399 Other current liabilities 63,888 1
46,168 1
21XX Total current liabilities 1,756,191 21
1,379,446 20
Non-current liabilities
2540 Long-term banks borrowings (Notes 15 and 27) 589,886 7 314,000 5
2570 Deferred tax liabilities (Notes 4 and 22) 784 - 1,156 -
2580 Lease liabilities - non-current (Notes 4 and 13) 147,364 2 151,784 2
2640 Net defined benefit liabilities - non-current (Notes 4 and 18) - - 54,241 1
2645 Deposits received 51,822 -
1,822 -
25XX Total non-current liabilities 789,856 9
523,003 8
2XXX Total Liabilities 2,546,047 30
1,902,449 28
Equity
3110 Common share capital 3,801,023 45 3,801,023 56
3200 Capital surplus 1,250,011 15 1,384,604 20
Retained earnings
3320 Special reserve 160,419 2 192,020 3
3350 Unappropriated earnings (accumulated deficit) 912,825 11 ( 166,267 ) ( 3 )
3400 Other equities ( 71,372 ) ( 1 ) ( 64,644 ) ( 1 )
3500 Treasury shares ( 199,828
) ( 2
) ( 199,828
) ( 3
)
3XXX Total equity 5,853,078 70
4,946,908 72
Total liabilities and equities $ 8,399,125 100
$ 6,849,357 100

The accompanying notes are an integral part of the unconsolidated financial report

  • 21 -

Lingsen Precision Industries, Ltd. Parent Company Only Statements of Comprehensive Income

For the Years from January 1 to December 31, 2021 and 2020

Unit: Expressed in NT$ thousand; except (loss) earnings per share expressed in NT$

Code
4000
Operating revenue (Notes 4, 20
and 26)
5000
Operating costs (Notes 10, 21 and
26)
5900
Gross profit

Operating expenses (Notes 21 and
26)
6100
Selling and marketing
expenses
6200
General and administrative
expenses
6300
Research and development
expenses
6450
Expected credit impairment
losses
(Notes 4 and 8)
6000
Total operating expenses

6900
Operating profit

Non-operating income and
expenses (Note 4)
7100
Interest income
7110
Rental income (Note 26)
7130
Dividend income
7190
Other income (Note 26)
7210
Gains on disposal of
property, plant and
equipment
7230
Net gain on foreign exchange
7510
Interest expenses

7775
Share of loss from
subsidiaries and associated
companies using the equity
method
7000
Total non-operating
incomes and expenses
2021 %
100

81

19

1
3
2
-

6

13

-
-
-
1
-
-

-

1

2
2020
Amount
$ 6,489,676

5,261,577

1,228,099

63,671
208,454
143,554
465

416,144

811,955

3,297
13,477
1,205
29,795
1,829

14,943

8,647 )
89,182

145,081
Amount
$ 4,628,930

4,260,775

368,155

50,968
142,056
138,918
358

332,300

35,855

5,694
14,342
909
47,886
490
3,482

9,480 )
248,008
)
184,685
)
%







(















(
(
(







(
(
100
92
8
1
3
3
-
7
1
-
-
-
1
-
-

-
5
)
4
)

(Continued on next page)

  • 22 -

(Continued from previous page)

Code
7900
Net profit (loss) before income tax
7950
Income tax expenses (Notes 4 and
22)
8200
Net profit (loss) for the year

Other comprehensive income
(loss) (Note 4)
8310
Items not reclassified
subsequently to profit or loss
8311
Remeasurement of
defined benefit plans
(Note 18)
8316
Unrealized gain/(loss) on
investments in equity
instruments at fair
value through other
comprehensive income
8330
Share of other
comprehensive
profits/losses of
subsidiaries and
associated companies
accounted for using
equity method
8349
Income tax related to
items that will not be
reclassified
subsequently (Note 22)
8360
Items that may be reclassified
subsequently to profit or loss
8361
Exchange differences on
translation of the
financial statements of
foreign operations
8300
Other comprehensive
income of the year (net
amount after tax)
8500
Total comprehensive income
(loss) for the year
Earnings (losses) per share (Note
23)
9750
Basic

9850
Diluted
2021 %
15

2
)
13

1
-

-
-

1
-

1

14


2020
Amount
$ 957,036
83,187
)
873,849

48,720
1,525

5,797 )
9,744
)
34,704
2,456
)
32,248

$ 906,097

$ 2.35
$ 2.32
Amount
$ 148,830 )
15,513
)
164,343
)
1,828
1,352
6,102
366
)
8,916
139
)
8,777

$ 155,566
)
$ 0.44
)
$ 0.44
)
%

(

(
(
(



(





(
(
(
(
(

(
(
(
(

(



(


3 )
-
3
)
-
-
-
-
-
-
-
3
)

The accompanying notes are an integral part of the unconsolidated financial report

  • 23 -

Lingsen Precision Industries, Ltd. Parent Company Only Statement of Changes in Equity For the Years from January 1 to December 31, 2021 and 2020

Unit: In Thousands of New Taiwan Dollars

Code
A1
Balance at January 1, 2020

2019 Deficit Compensation
B13
Legal reserve deficit compensation

B17
Reversal of special reserve

Other change of capital surplus:
C3
Change due to receipt of gifts

C11
Covering loss from capital surplus

D1
2020 net loss
D3
Other comprehensive income (loss) for 2020

D5
Total comprehensive income (loss) for 2020

L1
Buy-back of treasury shares (Note 19)

M7
Change in ownership interests in subsidiaries
Q1
Disposal of investments in equity instruments
designated as at fair value through other
comprehensive income
Z1
Balance, December 31, 2020

2020 Deficit compensation
B17
Reversal of special reserve

Other change of capital surplus:
C3
Change due to receipt of gifts

C11
Covering loss from capital surplus

D1
2021 Net profit
D3
Other comprehensive income (loss) in 2021

D5
Total comprehensive income of 2021

Z1
Balance, December 31, 2021
Common share
capital
(Note 19)
$ 3,801,023


-


-


-


-

-

-


-


-


-


-


3,801,023


-


-


-

-

-


-

$ 3,801,023
Capital surplus
(Note 19)
$ 1,451,696


-


-


64

(
67,156
)

-

-


-


-


-


-


1,384,604


-


73

(
134,666
)

-

-


-

$ 1,250,011
Retained earnings(Note 19)
Undistributed
earnings (losses to
be covered) (Note
4)
Legal reserve
Special reserve
$ 359,085
$ 226,856
($ 461,077
)

359,085
)

-

359,085

-
(
34,836
)

34,836

-

-

-

-

-

67,156

-
-
(
164,343 )
-

-

1,462

-

-
(
162,881
)

-

-

-

-

-
(
887
)

-

-
(
2,499
)

-

192,020
(
166,267
)

-
(
31,601
)

31,601

-

-

-

-

-

134,666

-
-
873,849
-

-

38,976

-

-

912,825

$ -
$ 160,419
$ 912,825
Retained earnings(Note 19)
Undistributed
earnings (losses to
be covered) (Note
4)
Legal reserve
Special reserve
$ 359,085
$ 226,856
($ 461,077
)

359,085
)

-

359,085

-
(
34,836
)

34,836

-

-

-

-

-

67,156

-
-
(
164,343 )
-

-

1,462

-

-
(
162,881
)

-

-

-

-

-
(
887
)

-

-
(
2,499
)

-

192,020
(
166,267
)

-
(
31,601
)

31,601

-

-

-

-

-

134,666

-
-
873,849
-

-

38,976

-

-

912,825

$ -
$ 160,419
$ 912,825
Retained earnings(Note 19)
Undistributed
earnings (losses to
be covered) (Note
4)
Legal reserve
Special reserve
$ 359,085
$ 226,856
($ 461,077
)

359,085
)

-

359,085

-
(
34,836
)

34,836

-

-

-

-

-

67,156

-
-
(
164,343 )
-

-

1,462

-

-
(
162,881
)

-

-

-

-

-
(
887
)

-

-
(
2,499
)

-

192,020
(
166,267
)

-
(
31,601
)

31,601

-

-

-

-

-

134,666

-
-
873,849
-

-

38,976

-

-

912,825

$ -
$ 160,419
$ 912,825
Other equityitems(Note 4)
Exchange
differences on
translation of the
financial statements
of
foreign operations
Unrealized
Valuation
Gain/(Loss) on
Financial Assets at
Fair Value
Through Other
comprehensive
income
($ 22,033
)
($ 52,425
)


-

-


-

-


-

-


-

-

-
-
(
139
)

7,454

(
139
)

7,454


-

-


-

-


-

2,499

(
22,172
)
(
42,472
)


-

-


-

-


-

-

-
-
(
2,456
)
(
4,272
)

(
2,456
)
(
4,272
)

($ 24,628
)
($ 46,744
)
Other equityitems(Note 4)
Exchange
differences on
translation of the
financial statements
of
foreign operations
Unrealized
Valuation
Gain/(Loss) on
Financial Assets at
Fair Value
Through Other
comprehensive
income
($ 22,033
)
($ 52,425
)


-

-


-

-


-

-


-

-

-
-
(
139
)

7,454

(
139
)

7,454


-

-


-

-


-

2,499

(
22,172
)
(
42,472
)


-

-


-

-


-

-

-
-
(
2,456
)
(
4,272
)

(
2,456
)
(
4,272
)

($ 24,628
)
($ 46,744
)
Treasury shares
(Note 19)
($ 176,415
)


-


-


-


-

-


-


-

(
23,413
)


-


-

(
199,828
)


-


-


-

-

-


-

($ 199,828
)
Total equity
Exchange
differences on
translation of the
financial statements
of
foreign operations
($ 22,033
)


-


-


-


-

-
(
139
)

(
139
)


-


-


-

(
22,172
)


-


-


-

-
(
2,456
)

(
2,456
)

($ 24,628
)
Legal reserve
$ 359,085

359,085
)

-

-

-

-
-

-

-

-

-

-

-

-

-

-
-

-

$ -
Special reserve
$ 226,856


-

(
34,836
)


-


-

-


-


-


-


-


-


192,020

(
31,601
)


-


-

-

-


-

$ 160,419




















(








(



(
















(








(




(




(

(

(
(
(





(




(
(



(



(
(
(
(









(



(
(
(
(






(


(





(





(

(
(
(







$ 5,126,710
-
-
64
-

164,343 )
8,777
155,566
)
23,413
)
887
)
-
4,946,908
-
73
-
873,849
32,248
906,097
$ 5,853,078

The accompanying notes are an integral part of the unconsolidated financial report

  • 24 -

Lingsen Precision Industries, Ltd.

Parent Company Only Statement of Cash Flows For the Years from January 1 to December 31, 2021 and 2020

Unit: In Thousands of New Taiwan Dollars

Code
Cash flows from operating activities
A10000
Net profit (loss) before tax for the year
Income/expenses items
A20100
Depreciation expense
A20300
Expected credit impairment losses
A20900
Interest expenses
A21200
Interest income

A21300
Dividend income

A22400
Share
of
loss
(profit)
from
subsidiaries
and
associated companies using the
equity method
A22500
Gains on disposal of property,
plant and equipment
A23800
Loss for market price decline and
obsolete
and
slow-moving
inventories.
A24100
Net gain on foreign exchange

A29900
Amortization of prepayments
A32200
Provision (reversal) for liabilities
A30000
Net changes in operating assets and
liabilities
A31125
Contract assets

A31130
Notes receivable
A31150
Accounts receivable

A31180
Other receivables
A31200
Inventories

A31240
Other current assets

A32150
Accounts payable
A32180
Other payables
A32230
Other current liabilities
A32240
Net defined benefit liability

A33000
Cash provided by operating activities
A33100
Interest received
A33300
Interest paid

A33500
Income tax returned

AAAA
Net cash inflow from operating
activities
2021
$ 957,036

584,787

465
8,647
(
3,297 )
(
1,205 )
(
89,182 )
(
1,829 )
6,020
(
3,659 )
1,952
(
15,470 )
(
21,150 )
-
(
342,267 )
62,719
(
378,924 )
(
147,230 )
171,193
237,916
17,720

(
17,530
)
1,026,712
3,299
(
7,406 )

250

1,022,855
2020
( $ 148,830 )
668,151
358
9,480
(
5,694 )
(
909 )

248,008
(
490 )
1,653
(
2,789 )
1,480

7,072
(
33,948 )
36
(
211,560 )
72,312
(
61,691 )
(
45,963 )
47,346
52,627
(
57,253 )
(
21,287
)
518,109
5,964
(
8,458 )

15,541

531,156

(Continued on next page)

  • 25 -

(Continued from previous page)

Code
Cash flows from investing activities
B02200
Net
cash
outflow
for
obtaining
subsidiaries
B02700
Purchase of property, plant and
equipment
B02800
Proceeds from disposal of property,
plant and equipment
B03700
Increase in refundable deposits

B06700
Increase in other non-current assets

B07100
Increase in prepaid equipment amount
B07600
Dividends received

BBBB
Net cash outflow from investment
activities
Cash flows from financing activities
C00100
Increase
in
short-term
bank
borrowings
C00200
Decrease
in
short-term
bank
borrowings
C01600
Proceeds
from
long-term
bank
borrowings
C01700
Repayments
of
long-term
bank
borrowings
C03000
Increase in guarantee deposits
C04020
Repaid principal of lease liabilities

C04900
Buy-back of treasury shares
C09900
Uncollected overdue dividends

CCCC
Net cash inflow (outflow) from
financing activities
EEEE
Increase (decrease) of cash and cash
equivalents for the year
E00100
Beginning cash and cash equivalents of the
year
E00200
End cash and cash equivalents of the year
2021
( $ 28,010 )
(
771,136 )
5,002
(
83 )
(
6,499 )
(
349,090 )

1,205

(1,148,611
)
1,133,187
( 1,072,721 )
616,700
(
467,600 )
50,000
(
5,514 )
-


73


254,125

128,369

1,084,329

$1,212,698
2020
( $ 308,170 )
(
132,995 )
5,901
(
7 )
(
844 )
(
89,496 )

909
(
524,702
)
524,328
(
575,868 )
-
(
345,600 )
909
(
5,557 )
(
23,413 )

64
(
425,137
)
(
418,683 )
1,503,012
$1,084,329

The accompanying notes are an integral part of the unconsolidated financial report

  • 26 -

Independent Auditors’ Report

To the Board of Directors and Shareholders of Lingsen Precision Industries, Ltd.

Audit opinions

We have audited the accompanying consolidated financial statements of Lingsen Precision Industries, Ltd. and its subsidiaries (the Group), which comprise the consolidated balance sheets as of December 31, 2021 and 2020, and the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the consolidated financial statements, including 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 Group as of December 31, 2021 and 2020, 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 Regulation Governing Auditing and Certification of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the R.O.C.. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. The auditors of the firm, subject to the independence regulations, have maintained independence from the Group in accordance with the Code of Ethics and perform other obligations of such Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the Group for the year 2021. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

The key audit matters for the Group's consolidated financial statements for the year 2021 are

  • 27 -

stated as follows:

Authenticity of service revenue recognition

The main source of revenue of the Group relies on the service revenue from the various wafer and integrated circuit packaging and testing services; therefore, the service revenue is determined to be the main indicator for the management to evaluate the business performance, and its recognition authenticity has a material impact on the overall financial statements. Accordingly, the authenticity of the recognition of specific customer service revenue is listed as the key audit matter. For revenue recognition related accounting policy, please refer to Notes 4 and 21 of the consolidated financial statements.

We summarize the main audit procedures executed for the aforementioned matters of the current year as follows:

  1. Understand and assess the internal control design related to the audit and risk in the product sales and payment collection cycle and conduct a test on its effectiveness.

  2. Inspect and obtain samples from the account sales of specific customers, and inspect relevant documents of delivery orders and sales invoices, and also verify whether the payment collection subjects are consistent with the delivery subjects, and also perform letter issuance for customers of service revenue, in order to verify the authenticity of the service revenue.

Other Matters

Lingsen Precision Industries, Ltd. has prepared the parent company only financial statements for 2021 and 2020, to which we have also issued an independent auditor's report with unqualified opinion along with the section on other matters and provided for reference.

Responsibilities of Management Level 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 R.O.C., 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, the responsibilities of the management include assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

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

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

Our objectives are to obtain reasonable assurance about whether the consolidated financial

  • 28 -

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. The term of “reasonable assurance” refers to high level of assurance. Nevertheless, the audit performed according to the Generally Accepted Auditing Standards cannot guarantee the discovery of material misstatement in the financial statements. Misstatements can arise from fraud or error. Misstatements 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 consolidated financial statements.

As part of an audit in accordance with the auditing standards generally accepted in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  1. Identify and assess the risk of material misstatement of the consolidated financial statements due to fraud or error, design and adopt appropriate countermeasures for the risks assessed, and obtain sufficient and appropriate audit evidence in order to be used as the basis for the 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.

  2. Obtain a necessary understanding of internal control concerning the inspection in order to design appropriate inspection procedures that are appropriate for the time being. The purpose, however, is not to effectively express opinions on the internal control of the Group.

  3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management level.

  4. According to the audit evidence obtained, evaluate the appropriateness of the continuous operation accounting basis and whether events or circumstances possibly generating material concerns on the continuous operation ability of the Group have significant uncertainty, and provide conclusion thereto. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. Nevertheless, future events or circumstances may cause the Group to have no ability for continuous operation.

  5. Evaluate the overall presentation, structure and content of the consolidated financial statements, including relevant notes, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  6. Obtain sufficient and appropriate audit evidence for the financial information of individual entities of the Group and provide opinion on the consolidated financial statements. We handle the guidance, supervision and execution of the audit on the Group and are responsible for preparing the opinion for the Group.

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.

  • 29 -

We also provide the governance units with statements that we have complied with relevant matters that may reasonably be thought to bear on our independence, and we have also communicated with the governance units on all relationships and other matters (including relevant protective measures) that may be considered to affect the independence of auditors.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the Group’s 2021 consolidated financial statements 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 Taiwan

CPA Shu-Ching Chiang

CPA Ting-Chien Su

Financial Supervisory Commission Approval Document No. Jin-Guan-Zheng-Shen-Zi No. 1000028068

Financial Supervisory Commission Approval Document No. Jin-Guan-Zheng-Shen-Zi No. 1070323246

March 17, 2022

  • 30 -

Lingsen Precision Industries, Ltd. and Subsidiaries Consolidated Balance Sheet December 31, 2021 and 2020

Unit: In Thousands of New Taiwan Dollars

December 31, 2021 December 31, 2020
Code ASSETS Amount % Amount %
Current Assets
1100 Cash and cash equivalents (Notes 4 and 6) $ 1,646,990 17 $ 1,373,024 18
1140 Contract assets - current (Notes 4 and 21) 150,260 2 126,485 2
1150 Notes receivable (Notes 4 and 21) 5,593 - 9,386 -
1170 Accounts receivable (Notes 4, 8 and 21) 1,744,380 18 1,311,023 17
1200 Other receivables (Notes 4 and 9) 243,361 3 304,193 4
1220 Current tax assets (Notes 4 and 23) 210 - 3,081 -
1310 Inventories (Notes 4 and 10) 689,909 7 336,114 4
1470 Other current assets (Notes 4, 15 and 28) 352,747 4
224,834 3
11XX Total current assets 4,833,450 51
3,688,140 48
Non-current assets
1517 Financial assets at fair value through other comprehensive income-
non-current (Note 4 and 7) 34,709 1 38,981 1
1550 Investment accounted for using the equity method (Notes 4 and 12) - - - -
1600 Property, plant and equipment (Notes 4, 13 and 28) 3,984,904 42 3,491,550 46
1755 Right-of-use assets (Notes 4 and 14) 154,244 2 164,801 2
1840 Deferred tax assets (Notes 4, 5 and 23) 28,600 - 91,305 1
1915 Prepayments for facilities 356,707 4 157,529 2
1920 Refundable deposits (Note 4) 1,018 - 935 -
1975 Net defined benefit assets - non-current (Notes 4 and 19) 12,009 - - -
1990 Other non-current assets 19,139 -
12,019 -
15XX Total non-current assets 4,591,330 49
3,957,120 52
1XXX Total assets $ 9,424,780 100
$ 7,645,260 100
Code Liabilities and Equity
Current Liabilities
2100 Short-term bank borrowings (Notes 4 and 16) $
304,838
3 $
248,679
3
2150 Notes payable 23,699 - - -
2170 Accounts payable 491,184 5 332,380 4
2200 Other payables (Note 17) 886,595 9 582,873 8
2230 Deferred tax liabilities (Notes 4 and 23) 51,330 1 807 -
2250 Liability reserve - current (Notes 4 and 18) 3,980 - 19,450 -
2280 Lease liabilities - current (Notes 4 and 14) 5,027 - 5,494 -
2320 Long-term borrowings due in one year (Notes 4, 16 and 28) 360,830 4 486,287 7
2399 Other current liabilities 68,372 1
48,716 1
21XX Total current liabilities 2,195,855 23
1,724,686 23
Non-current liabilities
2540 Long-term banks borrowings (Notes 4, 16 and 28) 931,461 10 577,589 7
2570 Deferred tax liabilities (Notes 4 and 23) 804 - 1,156 -
2580 Lease liabilities - non-current (Notes 4 and 14) 147,411 2 152,251 2
2640 Net defined benefit liabilities - non-current (Notes 4 and 19) - - 54,241 1
2645 Deposits received 51,822 -
1,822 -
25XX Total non-current liabilities 1,131,498 12
787,059 10
2XXX Total Liabilities 3,327,353 35
2,511,745 33
Equity attributable to owners of the company
3110 Common share capital 3,801,023 40 3,801,023 50
3200 Capital surplus 1,250,011 13 1,384,604 18
Retained earnings
3320 Special reserve 160,419 2 192,020 2
3350 Unappropriated earnings (accumulated deficit) 912,825 10 ( 166,267 ) ( 2 )
3400 Other equities ( 71,372 ) ( 1 ) ( 64,644 ) ( 1 )
3500 Treasury shares ( 199,828
) ( 2
) ( 199,828
) ( 2
)
31XX Total equity attributable to owners of the Company 5,853,078 62 4,946,908 65
36XX Non-controlling interests 244,349 3
186,607 2
3XXX Total equity 6,097,427 65
5,133,515 67
Total liabilities and equities $ 9,424,780 100
$ 7,645,260 100

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

  • 31 -

Lingsen Precision Industries, Ltd. and Subsidiaries Statement of Comprehensive Income For the Years from January 1 to December 31, 2021 and 2020

Unit: Expressed in NT$ thousand; except (loss) earnings per share expressed in NT$

Code
4000
Operating revenue (Notes 4 and
21)
5000
Operating costs (Notes 10 and 22)
5900
Gross profit

Operating expenses (Note 22)
6100
Selling and marketing
expenses
6200
General and administrative
expenses
6300
Research and development
expenses
6450
Expected credit impairment
losses
(Notes 4 and 8)
6000
Total operating expenses

6900
Net operating profit (loss)

Non-operating income and
expenses (Note 4)
7100
Interest income
7110
Rental income (Note 14)
7130
Dividend income
7190
Other income
7210
Gains from disposal of
property, plant, and
equipment
7230
Net gain on foreign exchange
7273
Property, plant and
equipment gain on reversal of
impairment
7510
Interest expenses

7590
Miscellaneous expenses

7670
Impairment loss

7000
Total non-operating
incomes and expenses
7900
Net profit (loss) before income tax
7950
Income tax expenses (Notes 4 and
23)
8200
Net profit (loss) for the year

(Continued on next page)
2021 %
100

81

19

1
5
2
-

8

11

-
-
-
-
1
-
1

-


-

-

2

13

1
)
12
2020
Amount
$ 7,733,302

6,258,406

1,474,896

70,345
338,281
176,579
388

585,593

889,303

3,978
20,882
7,198
32,024
54,462

13,927
42,417

15,743 )

657 )
12,000
)
146,488


1,035,791
104,200
)
931,591
Amount
$ 5,457,586

5,158,502

299,084

54,894
240,974
166,697
49

462,614

163,530
)
6,821
18,906
1,165
52,855
484
3,361
-

18,563 )

459 )
47,456
)
17,114


146,416 )
16,724
)
163,140
)
%







(
(
(


(










(





(
(
(
(

(
(
(





(


(

(

(
100
95
5
1
4
3
-
8
3
)
-
-
-
1
-
-
-

-

-
1
)
-

3 )
-
3
)
  • 32 -

(Continued from previous page)

Code
Other comprehensive income
(loss) (Note 4)
8310
Items not reclassified
subsequently to profit or loss
8311
Remeasurement of
defined benefit
plans(Note 19)
8316
Unrealized gain/(loss)
on investments in equity
instruments at fair
value through other
comprehensive income
8349
Income tax related to
items that will not be
reclassified
subsequently
(Note 23)
8360
Items that may be reclassified
subsequently to profit or loss
8361
Exchange differences on
translation of the
financial statements of
foreign operations
8300
Other comprehensive
income of the year
(Net income after tax)
8500
Total comprehensive income
(loss) for the year
Net profit (loss) attributable to:
8610
Owners of the company

8620
Non-controlling interests

8600

Total comprehensive income
attributable to:
8710
Owners of the company

8720
Non-controlling interests

8700

Earnings (losses) per share (Note
24)
9750
Basic

9850
Diluted
2021 %
-


-
-

-
-

-

12

11

1

12

11

1

12


2020
Amount
$ 48,720

4,272 )
9,744
)
34,704
2,456
)
32,248

$ 963,839

$ 873,849
57,742

$ 931,591

$ 906,097
57,742

$ 963,839

$ 2.35
$ 2.32
Amount
$ 1,828
7,454
366
)
8,916
139
)
8,777

$ 154,363
)
$ 164,343 )
1,203

$ 163,140
)
$ 155,566 )
1,203

$ 154,363
)
$ 0.44
)
$ 0.44
)
%

(
(
(


















(
(

(
(

(
(

(
(
(



(
(

(
(

(

-
-
-
-
-
-
3
)

3 )
-
3
)

3 )
-
3
)

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

  • 33 -

Lingsen Precision Industries, Ltd. and Subsidiaries

Unit: In Thousands of New Taiwan Dollars

Consolidated Statement of Changes in Equity

For the Years from January 1 to December 31, 2021 and 2020

Equity attributable to owners of the company

Code
A1
Balance at January 1, 2020

2019 Deficit Compensation
B13
Legal reserve deficit compensation

B17
Reversal of special reserve

Other change of capital surplus:
C3
Change due to receipt of gifts

C11
Covering loss from capital surplus

D1
Net profit (loss) in 2020
D3
Other comprehensive income (loss) for
2020
D5
Total comprehensive income (loss) for
2020
L1
Buy-back of treasury shares (Note 20)

M7
Change in ownership interests in
subsidiaries
Q1
Disposal of investments in equity
instruments designated as at fair value
through other comprehensive income
Z1
Balance, December 31, 2020

2020 Deficit compensation
B17
Reversal of special reserve

Other change of capital surplus:
C3
Change due to receipt of gifts

C11
Covering loss from capital surplus

D1
2021 Net profit
D3
Other comprehensive income (loss) for
2021
D5
Total comprehensive income of 2021

Z1
Balance, December 31, 2021
Common share
capital
(Note 20)
$ 3,801,023


-


-


-


-

-

-


-


-


-


-

3,801,023


-


-


-

-

-


-

$ 3,801,023
Capital surplus
(Note 20)
$ 1,451,696


-


-


64

(
67,156
)
-

-


-


-


-


-

1,384,604


-


73

(
134,666
)
-

-


-

$ 1,250,011
Retained earnings(Note 20)
Undistributed
earnings (losses to
be covered)
(Notes 4 and 7)
Legal reserve
Special reserve
$ 359,085
$ 226,856
($ 461,077
)

359,085
)
-

359,085

-
(
34,836
)
34,836

-

-

-

-

-

67,156

-
-
(
164,343 )
-

-

1,462

-

-
(
162,881
)
-

-

-

-

-
(
887
)
-

-
(
2,499
)
-

192,020
(
166,267
)
-
(
31,601
)
31,601

-

-

-

-

-

134,666

-
-
873,849
-

-

38,976

-

-

912,825

$ -
$ 160,419
$ 912,825
Retained earnings(Note 20)
Undistributed
earnings (losses to
be covered)
(Notes 4 and 7)
Legal reserve
Special reserve
$ 359,085
$ 226,856
($ 461,077
)

359,085
)
-

359,085

-
(
34,836
)
34,836

-

-

-

-

-

67,156

-
-
(
164,343 )
-

-

1,462

-

-
(
162,881
)
-

-

-

-

-
(
887
)
-

-
(
2,499
)
-

192,020
(
166,267
)
-
(
31,601
)
31,601

-

-

-

-

-

134,666

-
-
873,849
-

-

38,976

-

-

912,825

$ -
$ 160,419
$ 912,825
Retained earnings(Note 20)
Undistributed
earnings (losses to
be covered)
(Notes 4 and 7)
Legal reserve
Special reserve
$ 359,085
$ 226,856
($ 461,077
)

359,085
)
-

359,085

-
(
34,836
)
34,836

-

-

-

-

-

67,156

-
-
(
164,343 )
-

-

1,462

-

-
(
162,881
)
-

-

-

-

-
(
887
)
-

-
(
2,499
)
-

192,020
(
166,267
)
-
(
31,601
)
31,601

-

-

-

-

-

134,666

-
-
873,849
-

-

38,976

-

-

912,825

$ -
$ 160,419
$ 912,825
Other equityitems(Note 4)
Exchange
differences on
translation of the
financial
statements of
foreign operations
Unrealized
Valuation
Gain/(Loss) on
Financial Assets at
Fair Value
Through Other
comprehensive
income
($ 22,033
) ($ 52,425
)

-

-


-

-


-

-


-

-


-
-
(
139
)
7,454

(
139
)
7,454


-

-


-

-


-

2,499

(
22,172
) (
42,472
)

-

-


-

-


-

-

-
-
(
2,456
) (
4,272
)
(
2,456
) (
4,272
)
($ 24,628
) ($ 46,744
)
Other equityitems(Note 4)
Exchange
differences on
translation of the
financial
statements of
foreign operations
Unrealized
Valuation
Gain/(Loss) on
Financial Assets at
Fair Value
Through Other
comprehensive
income
($ 22,033
) ($ 52,425
)

-

-


-

-


-

-


-

-


-
-
(
139
)
7,454

(
139
)
7,454


-

-


-

-


-

2,499

(
22,172
) (
42,472
)

-

-


-

-


-

-

-
-
(
2,456
) (
4,272
)
(
2,456
) (
4,272
)
($ 24,628
) ($ 46,744
)
Treasury shares
(Note 20)
($ 176,415
)

-


-


-


-

-


-


-

(
23,413
)

-


-

(
199,828
)

-


-


-

-

-


-

($ 199,828
)
Total
$ 5,126,710

-

-

64

-


164,343 )
8,777


155,566
)

23,413
)

887
)
-

4,946,908

-

73

-

873,849
32,248

906,097

$ 5,853,078
Non-controlling
interests
(Note 20)
$ 184,517


-


-


-


-


1,203


-


1,203


-


887


-


186,607


-


-


-

57,742

-


57,742

$ 244,349
Total equity
Exchange
differences on
translation of the
financial
statements of
foreign operations
($ 22,033
)

-


-


-


-


-
(
139
)
(
139
)

-


-


-

(
22,172
)

-


-


-

-
(
2,456
)
(
2,456
)
($ 24,628
)
Legal reserve
$ 359,085


359,085
)
-

-

-

-
-

-

-

-

-

-

-

-

-

-
-

-

$ -
Special reserve
$ 226,856


-

(
34,836
)

-


-

-


-


-


-


-


-


192,020

(
31,601
)

-


-

-

-


-

$ 160,419




















(








(



(
















(








(




(




(

(

(
(
(





(





(
(



(



(
(
(
(









(



(
(
(
(






(


(





(





(

(
(
(





























(

(
(








$ 5,311,227
-
-
64
-

163,140 )
8,777

154,363
)

23,413
)
-
-
5,133,515
-
73
-
931,591
32,248
963,839
$ 6,097,427

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

  • 34 -

Lingsen Precision Industries, Ltd. and Subsidiaries

Statement of Cash Flows

For the Years from January 1 to December 31, 2021 and 2020

Unit: In Thousands of New Taiwan Dollars

Code
2021
Cash flows from operating activities
A10000
Net profit (loss) before tax for the year $1,035,791

Income/expenses items
A20100
Depreciation expense
762,262
A20300
Expected credit impairment losses
388
A20900
Interest expenses
15,743
A21200
Interest income
(
3,978 )
A21300
Dividend income
(
7,198 )
A22500
Gains on disposal of property,
plant and equipment
(
54,462 )
A23800
Loss for market price decline and
obsolete
and
slow-moving
inventories
(gain
from
price
recovery)
(
39,380 )
A23800
Impairment loss (reversal gain) on
disposal and discard of property,
plant and equipment
(
42,417 )
A24100
Unrealized
foreign
currency
exchange net profit
(
4,939 )
A29900
Amortization of prepayments
7,398
A29900
Other losses
12,000
A30000
Net changes in operating assets and
liabilities
A31125
Contract assets
(
23,839 )
A31130
Notes receivable
3,781

A31150
Accounts receivable
(
435,223 )
A31180
Other receivables
59,541
A31200
Inventories
(
314,539 )
A31240
Other current assets
(
139,950 )
A32130
Notes payable
23,699
A32150
Accounts payable
161,093
A32180
Other payables
271,221
A32200
Provision (reversal) for liabilities (
15,470 )
A32230
Other current liabilities
19,658

A32240
Net defined benefit liability
(
17,530
)
A33000
Cash provided by operating activities 1,273,650
A33100
Interest received
3,884
A33300
Interest paid
(
14,403 )
A33500
Income tax returned

1,801

AAAA
Net cash inflow from operating
activities
1,264,932
2020
( $ 146,416 )
824,680
49
18,563
(
6,821 )
(
1,165 )
(
484 )

44,673

47,456
(
7,850 )
4,941
-
(
35,593 )
(
2,377 )
(
229,426 )
64,099
(
35,065 )
(
40,177 )
-
53,064
55,985

7,072
(
56,518 )
(
21,287
)
537,403
7,388
(
17,919 )

15,394

542,266

(Continued on next page)

  • 35 -

(Continued from previous page)

Code
Cash flows from investing activities
B02700
Purchase of property, plant and
equipment
B02800
Proceeds from disposal of property,
plant and equipment
B03700
Increase in refundable deposits

B06700
Increase in other non-current assets

B07100
Increase in prepaid equipment amount
B07600
Dividends received

BBBB
Net cash outflow from investment
activities
Cash flows from financing activities
C00100
Increase
in
short-term
bank
borrowings
C00200
Decrease
in
short-term
bank
borrowings
C01600
Proceeds
from
long-term
bank
borrowings
C01700
Repayments
of
long-term
bank
borrowings
C03000
Increase in guarantee deposits
C04020
Repaid principal of lease liabilities

C04900
Buy-back of treasury shares
C09900
Uncollected overdue dividends

CCCC
Net cash inflow (outflow) from
financing activities
DDDD
Effect of exchange rate changes on cash
and cash equivalents
EEEE
Increase (decrease) of cash and cash
equivalents for the year
E00100
Beginning cash and cash equivalents of the
year
E00200
End cash and cash equivalents of the year
2021
( $1,057,572 )
98,439
(
85 )
(
14,523 )
(
355,079 )

7,198

(1,321,622
)
1,230,613

( 1,171,050 )
772,700
(
544,286 )
50,000
(
6,824 )
-


73


331,226

(
570
)
273,966

1,373,024

$1,646,990
2020
( $ 307,696 )
5,901
(
7 )
(
9,835 )
(
123,707 )

1,165
(
434,179
)
1,561,937
( 1,734,745 )
169,500
(
407,934 )
909
(
6,831 )
(
23,413 )

64
(
440,513
)

660
(
331,766 )
1,704,790
$1,373,024

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

  • 36 -

Lingsen Precision Industries, Limited. Comparison table for theCode of Corporate Social Responsibility.” before and after the amendment (renamed as “Code of Sustainable Development.”)

Article
NO.
Amended Article Original Article Note
Title Lingsen Precision Industries, Limited. (“The Company”
Sustainable Development
)Code of Lingsen Precision Industries, Limited. (“The Company”
Corporate Social Responsibility
)Code of Conform to the
amendments to related
regulations and business
needs.
1 The Company in order to fulfill corporate social responsibility
initiatives and to promote economic, environmental, and social
advancement for purposes of sustainable development, the
Company adopt theSustainable Development Best Practice”
to be
followed.
The Company is advised to promulgate their own Code in
accordance with the Principles to manage their economic,
environmental and social risks and impact.
The Code apply to the companies, including the entire operations of
each such company and its business group.
The Company in order to fulfill corporate social responsibility
initiatives and to promote economic, environmental, and social
advancement for purposes of sustainable development, the
Company adopt the “Corporate Social Responsibility Best Practice

to be followed.
The Company is advised to promulgate their own Code in
accordance with the Principles to manage their economic,
environmental and social risks and impact.
The Code apply to the companies, including the entire operations of
each such company and its business group.
Conform to the
amendments to related
regulations and business
needs.
2 The Company actively fulfill itssustainable development
in the
course of its business operations so as to follow international
development trends and to contribute to the economic development
of the country, to improve the quality of life of employees, the
community and society by acting as responsible corporate citizens,
and to enhance competitive edges built onsustainable development
.
The Company actively fulfill itscorporate social responsibility
in
the course of its business operations so as to follow international
development trends and to contribute to the economic development
of the country, to improve the quality of life of employees, the
community and society by acting as responsible corporate citizens,
and to enhance competitive edges built oncorporate social
responsibility
.
Conform to the
amendments to related
regulations and business
needs.
3 Inpromoting sustainable development
initiatives, the company
shall, in its corporate management guidelines and business
operations, give due consideration to the rights and interests of
stakeholders and, while pursuing sustainable operations and profits,
also give due consideration to the environment, society and
corporate governance.
Infulfilling corporate social responsibility
initiatives, the company
shall, in its corporate management guidelines and business
operations, give due consideration to the rights and interests of
stakeholders and, while pursuing sustainable operations and profits,
also give due consideration to the environment, society and
corporate governance.
Conform to the
amendments to related
regulations and business
needs.
  • 37 -
Article
NO.
Amended Article Original Article Note
4 To implementsustainable development
initiatives, the Company is
advised to follow the principles below:
1. Exercise corporate governance.
2. Foster a sustainable environment.
3. Preserve public welfare.
4. Enhance disclosure ofsustainable development
information.
To implementcorporate social responsibility
initiatives, the
Company is advised to follow the principles below:
1. Exercise corporate governance.
2. Foster a sustainable environment.
3. Preserve public welfare.
4. Enhance disclosure ofcorporate social responsibility
information.

Conform to the
amendments to related
regulations and business
needs.
5 The Company shall take into consideration the correlation between
the development of domestic and internationalsustainable
development
principles and corporate core business operations, and
the effect of the operation of individual companies and of their
respective business groups as a whole on stakeholders, in
establishing their policies, systems or relevant management
guidelines, and concrete promotion plans forsustainable
development
programs, which shall be approved by the board of
directors.
When a shareholder proposes a motion involvingsustainable
development
,the company's board of directors is advised to review
and consider including it in the shareholders meeting agenda.
The Company shall take into consideration the correlation between
the development of domestic and internationalcorporate social
responsibility
principles and corporate core business operations, and
the effect of the operation of individual companies and of their
respective business groups as a whole on stakeholders, in
establishing their policies, systems or relevant management
guidelines, and concrete promotion plans forcorporate social
responsibility
programs, which shall be approved by the board of
directors andthen reported to the shareholders meeting.
When a shareholder proposes a motion involvingcorporate social
responsibility
,the company's board of directors is advised to review
and consider including it in the shareholders meeting agenda.

Conform to the
amendments to related
regulations and business
needs.
6 The directors of the Company shall exercise the due care of good
administrators to urge the company to perform itssustainable
development
initiatives, examine the results of the implementation
thereof from time to time and continually make adjustments so as to
ensure the thorough implementation of itssustainable development.
The board of directors of the Company is advised to give full
consideration to the interests of stakeholders, including the
following matters, in the company'spromotion
of itssustainable
development
initiatives:
1.Identifying the company'ssustainable development.
mission or
vision, and declaring itssustainable development
policy, systems or
relevant management guidelines;
2.Makingsustainable development
the guiding principle of the
company's operations and development,and ratifyingconcrete
The directors of the Company shall exercise the due care of good
administrators to urge the company to perform itscorporate social
responsibility
initiatives, examine the results of the implementation
thereof from time to time and continually make adjustments so as to
ensure the thorough implementation of itscorporate social
responsibility policies.
The board of directors of the Company is advised to give full
consideration to the interests of stakeholders, including the
following matters, in the company'sperformance
of itscorporate
social responsibility
initiatives:
1.Identifying the company'scorporate social responsibility
mission
or vision, and declaring its corporate social responsibility policy,
systems or relevant management guidelines;
2.Makingcorporate social responsibility
the guiding principle of the
company's operations and development,and ratifyingconcrete
Conform to the
amendments to related
regulations and business
needs.
  • 38 -
Article
NO.
Amended Article Original Article Note
promotional plans forsustainable development
initiatives; and
3 Enhancing the timeliness and accuracy of the disclosure of
sustainable development
information.
The board of directors shall appoint executive-level positions with
responsibility for economic, environmental, and social issues
resulting from the business operations, and to report the status of the
handling to the board of directors. The handling procedures and the
responsible person for each relevant issue shall be concrete and
clear.

promotional plans for corporate social responsibility initiatives; and
3 Enhancing the timeliness and accuracy of the disclosure of
corporate social responsibility
information.
The board of directors shall appoint executive-level positions with
responsibility for economic, environmental, and social issues
resulting from the business operations, and to report the status of the
handling to the board of directors. The handling procedures and the
responsible person for each relevant issue shall be concrete and
clear.
7 For the purpose of managingsustainable development
initiatives,
the company is advised to establish a concurrently dedicated unit to
be in charge of proposing and enforcing thesustainable
development
policies, systems, or relevant management guidelines,
and concrete promotional plans and to report on the same to the
board of directors on a periodic basis.
The company is advised to adopt reasonable remuneration policies,
to ensure that remuneration arrangements support the strategic aims
of the organization, and align with the interests of stakeholders.
The company is advised that the employee performance evaluation
system be combined withsustainable development
policies, and that
a clear and effective incentive and discipline system be established.

For the purpose of managingcorporate social
responsibility
initiatives, the company is advised to establish a concurrently
dedicated unit to be in charge of proposing and enforcing the
corporate social responsibility
policies, systems, or relevant
management guidelines, and concrete promotional plans and to
report on the same to the board of directors on a periodic basis.
The company is advised to adopt reasonable remuneration policies,
to ensure that remuneration arrangements support the strategic aims
of the organization, and align with the interests of stakeholders.
The company is advised that the employee performance evaluation
system be combined withcorporate social responsibility
policies,
and that a clear and effective incentive and discipline system be
established.
Conform to the
amendments to related
regulations and business
needs.
8 The company shall, based on respect for the rights and interests of
stakeholders, identify stakeholders of the company, and establish a
designated section for stakeholders on the company website;
understand the reasonable expectations and demands of
stakeholders through proper communication with them, and
adequately respond to the importantsustainable development
issues
which they are concerned about.
The company shall, based on respect for the rights and interests of
stakeholders, identify stakeholders of the company, and establish a
designated section for stakeholders on the company website;
understand the reasonable expectations and demands of
stakeholders through proper communication with them, and
adequately respond to the importantcorporate social responsibility
issues which they are concerned about.
Conform to the
amendments to related
regulations and business
needs.
  • 39 -
Article
NO.
Amended Article Amended Article Original Article Original Article Note
11 The company is advised to, on a regular basis, organize education
and training on thepromotion of sustainable development
initiatives, including promotion of the matters prescribed in
paragraph 2 of article 6.
The company is advised to, on a regular basis, organize education
and training on theimplementation of corporate social
responsibility
initiatives, including promotion of the matters
prescribed in paragraph 2 of article 6.
Conform to the
amendments to related
regulations and business
needs.
Chapter5 Enhancing Disclosure of sustainable Development
Information
Enhancing Disclosure of
Information
Corporate Social Responsibility
27 The company shall disclose information according to relevant laws,
regulations and the Corporate Governance Best Practice Principles
for TWSE/GTSM listed Companies and shall fully disclose relevant
and reliable information relating to theirsustainable development
initiatives to improve information transparency.
Relevant information relating tosustainable development
which the
company shall disclose includes:
1.The policy, systems or relevant management guidelines, and
concrete promotion plans forsustainable development
initiatives, as
resolved by the board of directors.
2.The risks and the impact on the corporate operations and financial
condition arising from exercising corporate governance, fostering a
sustainable environment and preserving social public welfare.
3.Goals and measures for realizing thesustainable development
initiatives established by the companies, and performance in
implementation.
4.Major stakeholders and their concerns.
5.Disclosure of information on major suppliers' management and
performance with respect to major environmental and social issues.
6.Other information relating tosustainable development
initiatives.

The company shall disclose information according to relevant laws,
regulations and the Corporate Governance Best Practice Principles
for TWSE/GTSM listed Companies and shall fully disclose relevant
and reliable information relating to theircorporate social
responsibility
initiatives to improve information transparency.
Relevant information relating tocorporate social responsibility
which the company shall disclose includes:
1.The policy, systems or relevant management guidelines, and
concrete promotion plans forcorporate social responsibility
initiatives, as resolved by the board of directors.
2.The risks and the impact on the corporate operations and financial
condition arising from exercising corporate governance, fostering a
sustainable environment and preserving social public welfare.
3.Goals and measures for realizing the corporate social
responsibility
initiatives established by the companies, and
performance in implementation.
4.Major stakeholders and their concerns.
5.Disclosure of information on major suppliers' management and
performance with respect to major environmental and social issues.
6.Other information relating tocorporate social responsibility
initiatives.
Conform to the
amendments to related
regulations and business
needs.
28 The company shall adopt internationally widely recognized
standards or guidelines when producingsustainable development
reports, to disclose the status of their implementation of the
sustainable development
policy. It also is advisable to obtain a
third-party assurance or verification for reports to enhance the
reliability of the information in the reports. The reports are advised
to include:
1.Thepolicy,system,or relevant managementguidelines and
The company shall adopt internationally widely recognized
standards or guidelines when producingcorporate social
responsibility
reports, to disclose the status of their implementation
of thecorporate social responsibility
policy. It also is advisable to
obtain a third-party assurance or verification for reports to enhance
the reliability of the information in the reports. The reports are
advised to include:
1.Thepolicy,system,or relevant managementguidelines and
Conform to the
amendments to related
regulations and business
needs.
  • 40 -
Article
NO.
Amended Article Original Article Note
concrete promotion plans for implementingsustainable
development
initiatives.
2.Major stakeholders and their concerns.
3.Results and a review of the exercising of corporate governance,
fostering of a sustainable environment, preservation of public
welfare and promotion of economic development.
4.Future improvements and goals.
concrete promotion plans for implementingcorporate social
responsibility
initiatives.
2.Major stakeholders and their concerns.
3.Results and a review of the exercising of corporate governance,
fostering of a sustainable environment, preservation of public
welfare and promotion of economic development.
4.Future improvements and goals.
29 The company shall at all times monitor the development of
domestic and foreignsustainable development
standards and the
change of business environment so as to examine and improve their
establishedsustainable development
framework and to obtain better
results from thepromotion
of thesustainable development
policy.
The company shall at all times monitor the development of
domestic and foreigncorporate social responsibility
standards and
the change of business environment so as to examine and improve
their establishedcorporate social responsibility
framework and to
obtain better results from the implementation of thecorporate social
responsibility
policy.
Conform to the
amendments to related
regulations and business
needs.
31 The fixed date is November 11, 2014.
The first amendment was made on March 17, 2016.
The second amendment was made on March 17, 2020.
The third
amendment was made on March 17,2022.
The fixed date is November 11, 2014.
The first amendment was made on March 17, 2016.
The second amendment was made on March 17, 2020.
Added the amendment
date .
  • 41 -

L ingsen Precision Industries, Limited.

Comparison table for the “Procedures of Share Buy-back and Transfer to Employee for year 2020” before and after the amendment

Article
NO.
Amended Article Original Article Note
2 (Type of shares to be transferred, a description of the rights
attaching thereto, and any restrictions on such rights.)
The shares to be transferred are common shares.
Except for the restriction that the shares subscribed by employees
cannot be transferred withinsix months
from the company's
delivery date, the rest of the rights and obligations are the same as
the other common shares outstanding.




(Type of shares to be transferred, a description of the rights
attaching thereto, and any restrictions on such rights.)
The shares to be transferred are common shares.
Except for the restriction that the shares subscribed by employees
cannot be transferred withintwo years
from the company's delivery
date, the rest of the rights and obligations are the same as the other
common shares outstanding.

Amendment the
Restriction of the right.
  • 42 -

Lingsen Precision Industries, Limited.

Comparison table for the “Articles of Incorporation” before and after the amendment

Article
NO.
Amended Article Original Article Note
13 A notice regarding the date, venue, and the cause or subject of a
meeting of shareholders to be convened shall be given to each
shareholder no later than 30 days prior to the scheduled meeting
date of a regular meeting; whereas 15 days prior to the scheduled
meeting date of a special meeting.
The shareholders’meeting can be held by means of visual






A notice regarding the date, venue, and the cause or subject of a
meeting of shareholders to be convened shall be given to each
shareholder no later than 30 days prior to the scheduled meeting
date of a regular meeting; whereas 15 days prior to the scheduled
meeting date of a special meeting.




Text Amended in
accordance with the
provisions of Article
172-2, of the Company
Act.

communication network or other methods promulgated by the

central competent authority.
37 This Article of Incorporation was set up on…The thirty-seventh
amendment was made on June 12, 2019.
The thirty-eighth amendment was made on June 10, 2022.
This Article of Incorporation was set up on…The thirty-seventh
amendment was made on June 12, 2019.
Added the amendment
date.
  • 43 -

Lingsen Precision Industries, Limited.

Comparison table for the “Procedures for the Acquisition and Disposal of Assets” before and after the amendment

Amended Article Original Article Note
Article 5
Professional appraisers and their officers, certified public accounts,
attorneys, and securities underwriters that provide public companies
with appraisal reports, certified public accountant's opinions, attorney's
opinions, or underwriter's opinions shall meet the following
requirements:
1 to 3 {Omitted}
When issuing an appraisal report or opinion, the personnel referred to
in the preceding paragraph shall comply with the following:
1 {Omitted}
2 Whenconducting
a case, they shall appropriately plan and execute
adequate working procedures, in order to produce a conclusion and use
the conclusion as the basis for issuing the report or opinion. The
related working procedures, data collected, and conclusion shall be
fully and accurately specified in the case working papers.
3 They shall undertake an item-by-item evaluation of the
appropriateness
and reasonableness of the sources of data used, the
parameters, and the information, as the basis for issuance of the
appraisal report or the opinion.
4 {Omitted}
Article 5
Professional appraisers and their officers, certified public accounts,
attorneys, and securities underwriters that provide public companies
with appraisal reports, certified public accountant's opinions, attorney's
opinions, or underwriter's opinions shall meet the following
requirements:
1 to 3 {Omitted}
When issuing an appraisal report or opinion, the personnel referred to
in the preceding paragraph shall comply with theself-regulatory rules
of their respective allied associations and
the following:
1 {Omitted}
2 Whenexamining
a case, they shall appropriately plan and execute
adequate working procedures, in order to produce a conclusion and use
the conclusion as the basis for issuing the report or opinion. The
related working procedures, data collected, and conclusion shall be
fully and accurately specified in the case working papers.
3 They shall undertake an item-by-item evaluation of the
comprehensiveness, accuracy
,and reasonableness of the sources of
data used, the parameters, and the information, as the basis for issuance
of the appraisal report or the opinion.
4 {Omitted}
To comply
with the
amendment
of the “Regulations
Governing the
Acquisition and
Disposal of Assets by
Public Companies”
  • 44 -
Amended Article Original Article Note
Article 8
Regulations Governing the acquisition or disposal of securities
1.{Omitted}
2.Expert opinion
If the dollar amount of the transaction is 20 percent of the company's
paid-in capital or NT$300 million or more, the company shall
additionally engage a certified public accountant prior to the date of
occurrence of the event to provide an opinion regarding the
reasonableness of the transaction price.
This requirement does not apply, however, to publicly quoted prices of
securities that have an active market, or where otherwise provided by
regulations of the Financial Supervisory Commission (FSC).
3 to 5{Omitted}
Article 8
Regulations Governing the acquisition or disposal of securities
1.{Omitted}
2.Expert opinion
If the dollar amount of the transaction is 20 percent of the company's
paid-in capital or NT$300 million or more, the company shall
additionally engage a certified public accountant prior to the date of
occurrence of the event to provide an opinion regarding the
reasonableness of the transaction price.If the CPA needs to use the
report of an expert as evidence, the CPA shall do so in accordance with
the provisions of Statement of Auditing Standards No. 20 published by
the ARDF
.
This requirement does not apply, however, to publicly quoted prices of
securities that have an active market, or where otherwise provided by
regulations of the Financial Supervisory Commission (FSC).
3 to 5{Omitted}
Conform to the
amendments to
regulations and
business needs.
Article 9
Regulations Governing the acquisition or disposal of real property,
equipment, or right-of-use assets
1.{Omitted}
2. Appraisal report
In acquiring or disposing of real property, equipment, or right-of-use
assets thereof where the transaction amount reaches 20 percent of the
company's paid-in capital or NT$300 million or more, the company,
unless transacting with a domestic government agency, engaging
others to build on its own land, engaging others to build on rented land,
or acquiringor disposingof equipment or right-of-use assets thereof
Article 9
Regulations Governing the acquisition or disposal of real property,
equipment, or right-of-use assets
1.{Omitted}
2.Appraisal report
In acquiring or disposing of real property, equipment, or right-of-use
assets thereof where the transaction amount reaches 20 percent of the
company's paid-in capital or NT$300 million or more, the company,
unless transacting with a domestic government agency, engaging
others to build on its own land, engaging others to build on rented land,
or acquiringor disposingof equipment or right-of-use assets thereof
Conform to the
amendments to
regulations and
business needs.
  • 45 -
Amended Article Original Article Note
held for business use, shall obtain an appraisal report prior to the date
of occurrence of the event from a professional appraiser and shall
further comply with the following provisions:
(1)~(2) {Omitted}
(3) Where any one of the following circumstances applies with
respect to the professional appraiser's appraisal results, unless all the
appraisal results for the assets to be acquired are higher than the
transaction amount, or all the appraisal results for the assets to be
disposed of are lower than the transaction amount, a certified public
accountant shall be engaged to perform the appraisal and render a
specific opinion regarding the reason for the discrepancy and the
appropriateness of the transaction price regarding the reason for the
discrepancy and the appropriateness of the transaction price:
{below Omitted}
held for business use, shall obtain an appraisal report prior to the date
of occurrence of the event from a professional appraiser and shall
further comply with the following provisions:
(1)~(2) {Omitted}
(3) Where any one of the following circumstances applies with
respect to the professional appraiser's appraisal results, unless all the
appraisal results for the assets to be acquired are higher than the
transaction amount, or all the appraisal results for the assets to be
disposed of are lower than the transaction amount, a certified public
accountant shall be engaged to perform the appraisalin accordance
with the provisions of Statement of Auditing Standards No. 20
published by the ROC Accounting Research and Development
Foundation (ARDF)
and render a specific opinion regarding the reason
for the discrepancy and the appropriateness of the transaction price:
{below Omitted}
Article 10
Transactions with Related Party
{above Omitted}
When to be conducted between the company and subsidiaries, or
between its subsidiaries in which it directly or indirectly holds 100
percent of the issued shares or authorized capital, the board of directors
may authorize the chairman to decide such matters when the
transaction within a limit range, and have the decisions subsequently
submitted to and ratified by the next board of directors meeting:
(1)Acquisition or disposal of equipment or right-to-use assets
Article 10
Transactions with Related Party
{above Omitted}
The calculation of the transaction amount refer to in above paragraph
shall be made in accordance with the provisions of Article 13,
paragraph 1
,herein, and "within the preceding year" as used herein
refers to the year preceding the date of occurrence of the current
transaction. Items that have been approved by the board of directors
need not be counted toward the transaction amount.
When to be conducted between the companyand subsidiaries,or
Conform to the
amendments to
regulations and
business needs.
  • 46 -
Amended Article Original Article Note
thereof held for business use.
(2) Acquisition or disposal of real property right-of-use assets held
for business use.
If the company or its subsidiary that is a non-domestic public offering
company conducts a transaction with related party, and the transaction
amount reaches 10%
or more of the company’s total assets, the
company shall submit the materials listed in paragraph 1 to the
shareholders meeting for approval before it may sign the transaction
contract and make payments.
However, transactions between the company and its subsidiaries or
between its subsidiaries shall not be subject to this provision.
The calculation of the transaction amount refer to in above paragraph
shall be made in accordance with the provisions of Article 13 herein,
and "within the receding year" as used herein refers to the year
preceding the date of occurrence of the current transaction. Items that
have beenrecognized by shareholders meeting and
approved by the
board of directors need not be counted toward the transaction amount.
{below Omitted}
between its subsidiaries in which it directly or indirectly holds 100
percent of the issued shares or authorized capital, the board of directors
may authorize the chairman to decide such matters when the
transaction within a limit range, and have the decisions subsequently
submitted to and ratified by the next board of directors meeting:
(1) Acquisition or disposal of equipment or right-to-use assets
thereof held for business use.
(2) Acquisition or disposal of real property right-of-use assets held
for business use.
{below Omitted}
Article 11
Regulations Governing the acquisition or disposal of intangible assets
1.{Omitted}
2.Expert opinion
Where the company’s acquisition or disposal of memberships or
intangible assets or right-of-use assets and the transaction amount
Article 11
Regulations Governing the acquisition or disposal of intangible assets
1.{Omitted}
2.Expert opinion
Where the company’s acquisition or disposal of memberships or
intangible assets or right-of-use assets and the transaction amount
Conform to the
amendments to
regulations and
business needs.
  • 47 -
Amended Article Original Article Note
reaches 20 percent of the company’s paid-in capital or NT$300 million
or more, except in transactions with a domestic government agency,
the company shall engage a certified public accountant prior to the date
of occurrence of the event to render an opinion on the reasonableness
of the transaction price.
.
3 to 5{Omitted}
reaches 20 percent of the company’s paid-in capital or NT$300 million
or more, except in transactions with a domestic government agency,
the company shall engage a certified public accountant prior to the date
of occurrence of the event to render an opinion on the reasonableness
of the transaction price;the CPA shall handle the matter in accordance
with the provision of Auditing Standards No. 20.
3 to 5{Omitted}
  • 48 -

Lingsen Precision Industries, Limited.

Comparison table for the “The Rules of Procedure for Shareholders’ Meetings.” before and after the amendment

Article
NO.
Amended Article Original Article Note
2 The number of shares represented by shareholders attending the
Meeting shall be calculated in accordance with the attendance cards
submitted by the shareholders or with an attendance book to sign.
The number of shares in attendance shall be calculated according to
the shares indicated by the attendance cardand accepted shares at
the video conference platform,
handed in plus the number of shares
whose voting rights are exercised by correspondence or
electronically.


The number of shares represented by shareholders attending the
Meeting shall be calculated in accordance with the attendance cards
submitted by the shareholders or with an attendance book to sign.
The number of shares in attendance shall be calculated according to
the shares indicated by the attendance card handed in plus the
number of shares whose voting rights are exercised by
correspondence or electronically.


Conform to the
amendments to
related regulations and
business needs.
4 The Meeting shall be held at the head office of the Company or at
any other appropriate place that is convenient for the shareholders to
attend. The time to start the Meeting shall not be earlier than 9:00
a.m. or later than 3:00 p.m.
When the company convenes the video shareholders’meetings, the
restriction of convention location in the preceding paragraph does
not apply.

The Meeting shall be held at the head office of the Company or at
any other appropriate place that is convenient for the shareholders to
attend. The time to start the Meeting shall not be earlier than 9:00
a.m. or later than 3:00 p.m.

Newly added
Paragraph 2
4-1 Any change to the convention method of the company’s
shareholders’meetings shall be resolved by the board of director
and no later than mailing the shareholders meeting notice.
Newly added
4-2 When the company convenes the video shareholders’meetings, the
chair and the record-keeper shall be at the same location within
Taiwan. The chair shall announce the address of this location.
Newly added
7 The process of the Meeting shall be tape-recorded or videotaped and Newly added
Paragraph 2
  • 49 -
Article
NO.

Amended Article
Original Article Note
these tapes shall be preserved for at least one year.
Where the company convenes the video shareholders’meetings,
the
company shall record and retain the records of the registration,
enrollment, acceptance, inquiries, voting, and the results of vote
calculation, and continuously record the video conference
thoroughly, both audio and video. The records in the preceding
paragraphs shall be properly retained during the Company’s
survival period, and the audio and video recordings are provided to
the organizer of the video conference for custody
.
13-1 Where the company convenes the video shareholders’meetings, the
shareholders attending the meeting via video conference may, after
the chair declares the commencement of the meeting, till the
adjournment, raise inquiries in text at the video conference platform
for the shareholders'meeting. No more than two inquiries may be
made to each proposal. The maximum length of the inquiries is 200
words, and Article 10 to 12 do not apply.
Newly added
  • 50 -

List of director (including independent director) candidates

Title & Name Shareholdings Education Current Position & Experience
Director
Shu-Chyuan Yeh
14,526,754 Bachelor degree in Psychology,
National Taiwan University.
Experience:
Chairman, Lingsen Precision Industries, Ltd.
Current Position:
Chairman,Lingsen Precision Industries,Ltd.
Director
Tse-Sung Tsai
100,000 Bachelor degree in Physic,
FuJen Catholic University.
Experience:
Director, Lingsen Precision Industries, Ltd.
General Manager, Lingsen Precision Industries, Ltd.
Current Position:
Director, Lingsen Precision Industries, Ltd.
General Manager,Lingsen Precision Industries,Ltd.
Director
Ming-Te Tu
214,829 MA degree in Computer Science
and Engineering,
National Chung Hsing University.
Experience:
Director, Lingsen Precision Industries, Ltd.
Vice President, Lingsen Precision Industries, Ltd.
Current Position:
Director, Lingsen Precision Industries, Ltd.
Vice President,Lingsen Precision Industries,Ltd.
Director
Sheunn-Ching
Yang
1,303,654 Bachelor degree in Physic,
Chinese Culture University
Experience:
Director, Lingsen Precision Industries, Ltd.
General Manager, Lingsen Precision Industries, Ltd.
Independent director, JMC ELECTRONICS CO., LTD(List6552)
(Member of the Audit Committee;Member of the Compensation Committee)
Current Position:
Director, Lingsen Precision Industries, Ltd.
Independent director, JMC ELECTRONICS Co., Ltd.(List6552)
(Member of the Audit Committee;Member of the Compensation Committee)
  • 51 -

List of director (including independent director) candidates

Title & Name Shareholdings Education Current Position & Experience
Director
Shu-Hsun Yeh
275,475 Tungnan Institute of
Technology.
Experience:
General Manager , Long Ting (DongGuan) Decoration Co., Ltd. (a non-public company)
Director, Lingsen Precision Industries, Ltd.
Supervisor, ETREND Hightech Corp.(OTC3567)
Current Position:
Director,Lingsen Precision Industries,Ltd.
Director
Pin-Wen Fang
150,000 Tamsui Commercial Industrial
Vocational Senior High School,
major in Industrial Management.
Experience:
Chairman, YiLiDe Business Administration Consultant Co., Ltd. (a non-public company)
Chairman, Ming Yuan Sport Leisure Co., Ltd. (a non-public company)
Director, Lingsen Precision Industries, Ltd.
Current Position:
Chairman, YiLiDe Business Administration Consultant Co., Ltd. (a non-public company)
Chairman, Ming Yuan Sport Leisure Co., Ltd.
Director,Lingsen Precision Industries,Ltd.
Independent
Director
Feng-Hsien Shih
394,080 Bachelor degree in Electrical
Engineering and Computer
Science,
National Taiwan University
Ph.D. in Computer Science,
Maryland University in USA.
Experience:
Director, Global Mixed-mode Technology Inc. (List8081 GMT).
General Manager, Global Mixed-mode Technology Inc. (List8081 GMT)
Director, ETREND Hightech Corp.(OTC3567)
Supervisor, ETREND Hightech Corp.(OTC3567)
General Manager and Independent director, Lingsen Precision Industries, Ltd.
(Member of the Audit Committee;Member of the Compensation Committee)
Current Position:
Chairman, Jing Hua International Inc. (a non-public company)
Chairman, Nian Pei International Co., Ltd. (a non-public company)
Chairman, Weishun International Co., Ltd. (a non-public company)
Director, ETREND Hightech Corp.(OTC3567)
Independent director, Lingsen Precision Industries, Ltd.
(Member of the Audit Committee;Member of the Compensation Committee)
  • 52 -

List of director (including independent director) candidates

Title & Name Shareholdings Education Current Position & Experience
Independent
Director
Wan-Ping Chen
150,000 MA degree in Business
Administration from
National Sun Yat-Sen University.
Experience:
Vice President, Hongxing United Certified Public Accountants
Independent director, CHIA YI STEEL CO., LTD(OTC2067)
(Member of the Audit Committee;Member of the Compensation Committee)
Independent director, CHEN NAN IRON WIRE O.,LTD(OTC2071)
(Member of the Audit Committee;Member of the Compensation Committee)
Supervisor, of Chang Hong Energy Technology Co., Ltd (Public company6694).
Managing Director, Tainan Ji Yi Co, Ltd.
Independent director, Lingsen Precision Industries, Ltd.
(Member of the Audit Committee;Member of the Compensation Committee)
Current Position:
Independent director, CHIA YI STEEL CO., LTD(OTC2067)
(Member of the Audit Committee;Member of the Compensation Committee)
Independent director, CHEN NAN IRON WIRE O.,LTD(OTC2071)
(Member of the Audit Committee;Member of the Compensation Committee)
Supervisor, of Chang Hong Energy Technology Co., Ltd (Public company6694).
Managing Director, Tainan Ji Yi Co, Ltd.
Chairman, Chang Ruei Investment Corporation
Independent director, Lingsen Precision Industries, Ltd.
(Member of the Audit Committee;Member of the Compensation Committee)
Independent
Director
Pin- Chi Wei
362,000 Bachelor degree in Finance and
Taxation,
National Chengchi University
MA degree in Business
Administration,
New York University
Experience:
Director and General Manager, Fu Chu Knitting Co., Ltd., (a non-public company)
Director and General Manager, Chin Fu Long Industrial Co., Ltd., (a non-public company)
Director and General Manager , Hwa Kwei Knitting Co., Ltd., (a non-public company)
Chairman of Shen Bin Investment limited. (a non-public company)
Independent director, Lingsen Precision Industries, Ltd.
(Member of the Audit Committee;Member of the Compensation Committee)
Current Position:
Director and General Manager , Fu Chu Knitting Co., Ltd., (a non-public company)
Director and General Manager , Chin Fu Long Industrial Co., Ltd., (a non-public company)
Director and General Manager, Hwa Kwei Knitting Co., Ltd. (a non-public company)
Chairman, Bin Shen Investment limited. (a non-public company)
Independent director, Lingsen Precision Industries, Ltd.
(Member of the Audit Committee;Member of the Compensation Committee)
  • 53 -

Lingsen Precision Industries, Ltd.

Procedures of Share Buy-back and Transfer to Employee for year 2020

Article 1

In order to promote and improve employees’ coherence, the Company adopts these Rules for the Repurchase of Shares and Transfer to Employees in accordance with Article 28-2, paragraph 1, subparagraph 1 of the Securities and Exchange Act and the provisions of the Regulations Governing Share Repurchase by Exchange-Listed and OTC-Listed Companies issued by the Financial Supervisory Commission. Any repurchase of shares and transfer to employees by the Company, in addition to complying with related laws and regulations, will be carried out in accordance with these Rules.

Article 2 (Type of shares to be transferred, a description of the rights attaching thereto, and any restrictions on such rights) The shares to be transferred are common shares. Except for the restriction that the shares subscribed by employees cannot be transferred within two years from the company's delivery date, the rest of the rights and obligations are the same as the other outstanding common shares.

Article 3 (Transfer period)

In accordance with these Rules, the shares in the present share repurchase may be transferred to employees in a single transfer or multiple transfers within five years from the date of the share repurchase.

Article 4 (Eligibility requirements for transferees)

All employees who have been employed for over 3 months or employees with special contributions to the Company that are submitted to the board of directors for approval are eligible.

Article 5 (The number of shares employees are allowed to subscribe for)

The number of shares to which employees may subscribe will be determined based on their rank, seniority, and performance evaluations or special contributions to the Company with further considering factors such as, at the base date of shares purchasing, the total number of shares bought back by the Company and the upper limit of the single employee's subscription and submit to the board of directors for approval.

If the employees are managers, share subscriptions should be first reviewed by the Compensation Committee and then be submitted for a resolution by the board of directors.

Article 6 (Procedures for transfer of shares)

Procedures for the present repurchase of shares and transfer to employees:

  1. The repurchase of the Company’s shares will be publicly announced, reported, and carried out during the implementation period in accordance with a resolution of the board of directors.

  2. The board of directors will publicly announce operating procedures relating to the record date for employee subscriptions, the standards for numbers of shares to which employees may subscribe, the period for payment for subscriptions, the rights, and the limitations associated with share subscriptions.

  3. Statistics will be compiled on the numbers of shares actually subscribed and paid for, and the registration of share transfers will be carried out.

Article 7 (Agreed transfer price per share)

The share transfer price for the present repurchase of shares and transfer to employees will be the average of the actual share repurchase prices.

If, prior to the transfer, there is an increase in the number of issued shares of common stock, the transfer price will not be adjusted.

If, prior to the transfer, there is a decrease in the number of issued shares of common stock, the transfer price may be adjusted within a range proportional to the decrease.

Transfer price adjustment formula:

Adjusted transfer prices=Actual average repurchase price x (The total number of common shares when the shares bought back is finished ÷ The total number of common shares before the company bought back shares for employees)

Article 8 Except where otherwise provided, the rights and obligations associated with the transferred shares, following the transfer of shares in the present share repurchase to employees and registration of share transfer, will be the same as those originally associated with the shares.

Article 9 These Rules will be adopted and take effect following a resolution of the board of directors, and may be amended by submission to the board of directors for a resolution.

Article 10 These Rules and any amendments hereto, shall be reported to the shareholders meeting.

  • 54 -

Lingsen Precision Industries, Limited. Articles of Incorporation

Chapter 1 General Provisions
Article 1: The Company is incorporated in accordance with the Company Act, named
Lingsen Precision Industries, Limited.
Article 2: The scope of business of the company are as follows:
1. CC01080 Electronics Components Manufacturing.
2. F401010 International Trade.
3. D101040 Non-Public Electric Power Generation.
4. IZ99990 Other Industrial and Commercial Services (integrated circuit
testing).
5. ZZ99999 All business items that are not prohibited or restricted by law,
except those that are subject to special approval.
Article 3: The Company is located at No. 5-1, South 2nd Road, Tanzi District, Taichung
City. It may set up domestic and international branches and offices by the
resolution of the board of directors.
Article 4: Public announcement of the Company shall be made in accordance with the
provisions of Article 28 of the Company Act.
Chapter 2 Capital Stock
Article 5: The total capital stock of the Company shall be in the amount of five billion
New Taiwan Dollars, divided into 500 million shares, at ten New Taiwan
Dollars each. The unissued share shall be authorized to the board of directors for
issuance in batches depending on the business needs. A total of 10 million shares
among the above total capital stock shall be reserved for issuing employee stock
options.
Article 6: The share certificates printed by the Company are all registered and issued in
accordance with the Company Act and relevant rules and regulations.
Article 6-1: The Company may issue shares without printing share certificate. If the
Company prints any share certificate, it shall comply with the Company Act and
relevant rules and regulations.
Article 7: The Company’s shareholders shall use their true names. If a shareholder is a
corporate shareholder, the name of such corporate shareholder shall be indicated
thereon, and no other shareholder's name nor only the name of the representative
of such corporate shareholder may be indicated thereof.
Article 8: Shareholders shall submit the specimen chop to the company for record and the
same applies when there are changes. The specimen chop will serve as
certification for any receipt of dividends and bonuses or exercise the
shareholders’ rights.
Article 9: When a shareholder processes the transfer of share certificates, he or she shall
submit the complete transfer application with the signatures or chops of the
transferor and transferee to the Company. It shall be effective against the
Company when it is registered in the shareholders roster.
Article 10: The Company shall follow the provisions of the "Regulations Governing the
Administration of Shareholder Services of Public Companies” promulgated by
the competent authority.
Article 11: Registration for transfer of shares shall be suspended for a period of sixty days
before the date of a regular shareholders meeting, and thirty days before the date
of a special shareholders meeting, or within five days before the date on which
dividends, bonus, or any other benefits is scheduled to be paid by the Company.

Chapter 3 Shareholders’ Meeting

Article 12: There are two kinds of shareholders’ meetings: regular meeting and special

  • 55 -

meeting.

  1. The regular meeting shall be convened by the board of director within six months after the close of each fiscal year in accordance with the law.
meeting.
1. The regular meeting shall be convened by the board of director within
six months after the close of each fiscal year in accordance with the
law.
2. The special meeting shall be convened whenever necessary according
to the laws and regulations.
Article 13: A notice regarding the date, venue, and the cause or subject of a meeting of
shareholders to be convened shall be given to each shareholder no later than 30
days prior to the scheduled meeting date of a regular meeting; whereas 15 days
prior to the scheduled meeting date of a special meeting.
Article 14: Resolutions at a shareholders' meeting shall, unless otherwise provided for in
this Act, be adopted by a majority vote of the shareholders present, who
represent more than one-half of the total number of voting shares.
When the number of shareholders present does not constitute the quorum
prescribed in the preceding article, but those present represent one-third or more
of the total number of issued shares, a tentative resolution may be passed by a
majority of those present. A notice of such tentative resolution shall be given to
each of the shareholders, and reconvene a Shareholders' meeting within one
month. if the tentative resolution is again adopted by a majority of those present
who represent one-third or more of the total number of issued shares, such
tentative resolution shall be deemed to be a resolution under the preceding
article.
When the Company holds a shareholder meeting, it shall adopt the exercise of
voting rights by electronic means. A shareholder exercising voting rights by
electronic means will be deemed to have attended the meeting in person. Any
related matters are handled in accordance with the laws and regulations.
Article 15: Each share shall be entitled to one vote except those shares for which the voting
rights are restricted or excluded as stipulated in Article 179 of the Company Act.
Article 16: If for any reason a shareholder may not attend the shareholders’ meeting, he or
she may appoint a proxy to attend the meeting by providing the proxy form
issued by the Company and stating the scope of the proxy's authorization. The
regulations on shareholders’ attending the meeting in proxy shall refer to the
“Rules on Attendance at the Shareholders’ Meeting in Proxy for Public Offering
Company” apart from referring to the Company Act.
Article 17: The shareholders’ meeting shall be chaired by the chairman of the board of
directors of the company. When the chairman is absent, one of the directors shall
preside in accordance with Article 208 of the Company Act.
Article 18: The resolutions of a shareholders’ meeting shall be recorded in the meeting
minutes. The meeting minutes shall be signed or sealed with the chop of the
chairman of the meeting. Such minutes shall be distributed to each shareholder
within 20 days after the conclusion of the meeting.
The distribution under the preceding paragraph shall be handled in accordance
with the Company Act.
The meeting minutes shall accurately record the year, month, day, and place of
the meeting, the chair's full name, the methods by which resolutions were
adopted, and a summary of the deliberations and their voting results. The
minutes shall be retained for the duration of the existence of the Company.
The attendance book by the shareholders present and the proxy form by the
proxy shall be retained for at least one year. If, however, a shareholder files a
lawsuit pursuant to Article 189 of the Company Act, the recording shall be
retained until the conclusion of the litigation.

Chapter 4 The Board of Directors and Audit Committee

Article 19: The Company shall appoint seven to nine directors. The election of the directors adopts a candidate nomination system selected by the shareholders. The term of

  • 56 -

office for directors shall be three years and all directors shall be eligible for reelection.

The number of appointed directors earlier mentioned shall have no less than three independent directors and the same shall not be less than one fifth of the total number of directors of the Company.

The percentage of shareholdings of all the directors, qualifications of independent directors, and other related matters shall be handled in accordance with the laws and regulations by the competent authority.

Independent and non-independent directors shall be elected at the same time, but in separately calculated numbers.

After election and by resolution from the board of directors, the Company shall obtain directors liability insurance with respect to liabilities resulting from exercising their duties during their terms of directorship.

The Company has set up an Audit Committee and Compensation Committee in accordance with the Securities and Exchange Act and regulations of the Competent Authority, and may also set up other functional committees.

The Audit Committee shall be composed of all independent directors.

The duties of the above functional committees shall be exercised in accordance with the Securities and Exchange Act, the Company Act, and other laws and regulations.

  • Article 19-1: (Deleted)

  • Article 20: If the vacancies on the board of directors exceeds one third of the total number of directors, or all independent directors are discharged, the board of directors shall call, within 60 days, a special meeting of shareholders to elect succeeding directors to fill the vacancies.

  • Article 21: In case no election of new directors is affected after 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.

  • Article 22: The Board of Directors shall be formed by directors. The directors shall elect from among themselves the Chairman of the Board of Directors by a majority of votes cast by the directors present at the meeting attended by at least two-thirds of the directors. The Chairman shall conduct the business of the Company in accordance with applicable laws and regulations, the Articles of Incorporation of the Company, the resolutions adopted at shareholder’ meetings and the resolutions adopted by the Board of Directors.

  • Article 23: The duties of the board of directors are as follows:

  • Prepare business operations plan.

  • Prepare surplus distribution and loss make-up proposal.

  • Prepare to increase or decrease capital.

  • Review the articles of incorporation and important contracts.

  • Appointment and dismissal of the managers and important personnel.

  • Set up and dissolve branches.

  • Budget approval and final accounts preparation.

  • Real estate trading and other business investment approval.

  • Other duties delegated by the Securities and Exchange Act, the Company Act, and the shareholders’ meeting.

Article 24: Business policy of the Company and other important matters shall be decided by resolutions adopted by the Board of Directors. Any meeting of Board of Directors shall be convened by the Chairman of the Board of Directors who shall also be the chairman of the meeting, except the first meeting of each term of the Board of Directors shall be convened in accordance with Article 203 of the Company Act. In case the chairman of the Board of Directors is absent, the acting shall be in accordance with Article 208 of the Company Act.

  • 57 -

The calling a board of directors meeting shall be notified to each director at least seven days in advance. In case of urgent circumstances, however, a meeting may be called at any time. The cause or subject of a meeting of board of directors to be convened shall be indicated in the notice to be sent in writing, e-mail, or fax. Article 25: Unless otherwise stated in the Company Act, a resolution of the board of directors shall be decided by a majority vote of the directors at a meeting of the board of directors attended by at least a majority of the entire directors of the company. If a director is unable to attend a board of directors meeting in person, he or she shall appoint another director to attend the meeting in his or her place and give to that director a written proxy stating the scope of authorization with respect to the reasons for meeting. A proxy may accept a proxy from one person only. Article 26: Matters relating to the resolutions of a board of directors meeting shall be recorded in the meeting minutes. The meeting minutes shall be signed or sealed by the chair of the meeting and a copy of the meeting minutes shall be distributed to each director within 20 days after the conclusion of the meeting. The meeting minutes shall accurately record the year, month, day, and place of the meeting, the chair's full name, the methods by which resolutions were adopted, and a summary of the deliberations and their voting results. The minutes shall be retained forever. The attendance book by the directors presented and the proxy form by the proxy shall be retained for at least one year. Article 26-1: The Company shall pay the directors for performing their duties regardless of the Company's operating profit or loss. The compensation shall be decided by the board of directors depending on the involvement of the Company’s operation and the value of contribution, and shall not exceed the maximum standard of the Company’s Guidelines for Compensation Criteria. Chapter 5 (Deleted) Article 27: (Deleted) Article 27-1: (Deleted) Article 27-2: (Deleted) Article 28: (Deleted) Article 29: (Deleted) Chapter 6 Managers and employees Article 30: The Company may have one or more managerial personnel. The appointment and discharge and the remuneration of the managerial personnel shall be decided in accordance with Articles 29 of the Company Act. Chapter 7 Accounting Article 31: The Company shall, at the end of each fiscal year, have the board of directors prepared the following reports 30 days before the regular shareholders’ meeting and submit for the Audit Committee’s review before proposing at the shareholders’ meeting for acceptance: 1. Business report. 2. Financial statements. 3. Earnings distribution or loss make-up proposal. Article 31-1: If the Company gains profit at the end of the fiscal year (profit here equals to income before tax deducts employees’ compensation and directors’ compensation.), it shall allocate not less than 10% for employee’s compensation and not more than 2% for directors’ compensation. However, the Company’s accumulated losses shall have been covered. The employees’ compensation under the preceding paragraph shall be distributed in the form of shares or in cash. Matters in the preceding two paragraphs shall be resolved by a majority vote at a

  • 58 -
meeting of board of directors attended by at least two-thirds of the total number
of directors, and reported to the shareholders’ meeting.
Article 32: The Company takes into consideration the current and future development plan,
investing environment, capital needs, and domestic and international
competition, as well as shareholders’ benefit for its dividend policy. If there is a
net income in the final accounts of the Company, it shall, after paying all taxes
and offsetting any loss from prior years, set aside ten percent of such profits as a
legal reserve, and increase or rotate a special surplus reserve in accordance with
the law or regulations of the competent authority, distribute dividend and bonus
no less than 50% (If the shareholder dividends and bonuses are greater than
NT$1 per share, at least 20% of the excess shall be allocated for cash dividends)
and submitted to the shareholders’ meeting for acceptance.

Chapter 8 Supplementary Provisions Article 33: The Company may act as a guarantor for companies in the same industry. Article 34: The total investment of the Company may be exempted from the reinvestment proportion limit in the Article 13 of the Company Act. Article 35: The organizational rules and operational procedures shall be determined otherwise. Article 36: In regard to all matters not provided for in these Articles of Incorporation, the Company Act and other laws and regulations shall govern. Article 37: This Article of Incorporation was set up on April 12, 1973. The first amendment was made on March 24, 1976. The second amendment was made on May 26, 1977. The third amendment was made on November 3, 1977. The fourth amendment was made on June 3, 1978. The fifth amendment was made on December 28, 1978. The sixth amendment was made on October 27, 1979. The seventh amendment was made on September 24, 1980 The eighth amendment was made on April 12, 1981. The ninth amendment was made on September 17, 1981. The tenth amendment was made on October 21, 1982. The eleventh amendment was made on November 25, 1983. The twelfth amendment was made on September 15, 1984. The thirteenth amendment was made on August 28, 1985. The fourteenth amendment was made on April 30, 1987. The fifteenth amendment was made on July 22, 1987. The sixteenth amendment was made on November 1, 1987. The seventeenth amendment was made on September 27, 1989. The eighteenth amendment was made on August 7, 1990. The nineteenth amendment was made on November 6, 1992. The twentieth amendment was made on July 24, 1993. The twenty-first amendment was made on June 29, 1994. The twenty-second amendment was made on June 20, 1995. The twenty-third amendment was made on May 14, 1996. The twenty-fourth amendment was made on May 30, 1997. The twenty-fifth amendment was made on March 17, 1998. The twenty-sixth amendment was made on May 3, 2000. The twenty-seventh amendment was made on April 12, 2001. The twenty-eighth amendment was made on May 30, 2002. The twenty-ninth amendment was o made on June 14, 2005. The thirtieth amendment was made on June 12, 2006. The thirty-first amendment was made on June 4, 2010. The thirty-second amendment was made on June 15, 2011. The thirty-third amendment was made on June 6, 2012. The thirty-fourth amendment was made on June 18, 2013. The thirty-fifth amendment was made on June 10, 2015. The thirty-sixth amendment was made on June 15, 2016. The thirty-seventh amendment was made on June 12, 2019.

  • 59 -

Lingsen Precision Industries, Ltd.

The Rules of Procedure for Shareholders’ Meetings

  1. The rules of procedures for this Company's shareholders meetings, except as otherwise provided by other laws and regulations, shall be as provided in these Rules.

  2. The number of shares represented by shareholders attending the Meeting shall be calculated in accordance with the attendance cards submitted by the shareholders or with an attendance book to sign.

  3. The number of shares in attendance shall be calculated according to the shares indicated by the attendance card handed in plus the number of shares whose voting rights are exercised by correspondence or electronically.

  4. The attendance and the voting shall be calculated based on the number of shares.

  5. The Meeting shall be held at the head office of the Company or at any other appropriate place that is convenient for the shareholders to attend. The time to start the Meeting shall not be earlier than 9:00 a.m. or later than 3:00 p.m.

  6. The Chairman of the Board of Directors shall be the chairman presiding at the Meeting in the case that the Meeting is convened by the Board of Directors. If, for any reason, the Chairman of the Board of Directors cannot preside at the Meeting, the chairman shall appoint one of the directors to act as chair. Where the chairman does not make such a designation, the directors shall select from among themselves one person to serve as chair. If the Meeting is convened by any other person entitled to convene the Meeting, such person shall be the chairman to preside at the Meeting.

  7. The Company may appoint designated counsel, CPA or other related persons to attend the Meeting. Persons handling affairs of the Meeting shall wear identification cards or badges.

  8. The process of the Meeting shall be tape-recorded or videotaped and these tapes shall be preserved for at least one year.

  9. Chairman shall call the Meeting to order at the time scheduled for the Meeting. If the number of shares represented by the shareholders present at the Meeting has not yet constituted the quorum at the time scheduled for the Meeting, the chairman may postpone the time for the Meeting. The postponements shall be limited to two times at the most and Meeting shall not be postponed for longer than one hour in the aggregate. If after two postponements no quorum can yet be constituted but the shareholders present at the Meeting represent more than one - third of the total outstanding shares, tentative resolutions may be made in accordance with Section 1 of Article 175 of the Company Law.

If during the process of the Meeting the number of outstanding shares represented by the shareholders present becomes sufficient to constitute the quorum, the chairman may submit the tentative resolutions to the Meeting for approval in accordance with Article 174 of the Company Law.

  1. The agenda of the Meeting shall be set by the Board of Directors if the Meeting is convened by the Board of Directors. Unless otherwise resolved at the Meeting, the

  2. 60 -

Meeting shall proceed in accordance with the agenda.

The above provision applies mutatis mutandis to cases where the Meeting is convened by any person, other than the Board of Directors, entitled to convene such Meeting. Unless otherwise resolved at the Meeting, the chairman cannot announce adjournment of the Meeting before all the discussion items (including special motions) listed in the agenda are resolved.

The shareholders cannot designate any other person as chairman and continue the Meeting in the same or other place after the Meeting is adjourned. However, in the event that the Chairman adjourns the Meeting in violation of these Rules and Procedures, the shareholders may designate, by a majority of votes represented by shareholders attending the Meeting, one person as chairman to continue the Meeting.

  1. When a shareholder present at the Meeting wishes to speak, a Speech Note should be filled out with summary of the speech, the shareholder's number (or the number of Attendance Card) and the name of the shareholder. The sequence of speeches by shareholders should be decided by the chairman.

If any shareholder present at the Meeting submits a Speech Note but does not speak, no speech should be deemed to have been made by such shareholder. In case the contents of the speech of a shareholder are inconsistent with the contents of the Speech Note, the contents of actual speech shall prevail.

Unless otherwise permitted by the chairman and the shareholder in speaking, no shareholder shall interrupt the speeches of the other shareholder otherwise the chairman shall stop such interruption.

  1. Unless otherwise permitted by the chairman, each shareholder shall not, for each discussion item, speak more than two times (each time not exceeding 5 minutes). In case the speech of any shareholder violates the above provision or exceeds the scope of the discussion item, the chairman may stop the speech of such shareholder.

  2. A corporate shareholder may only appoint one representative to attend a shareholders meeting. If a corporate shareholder designates two or more representatives to attend the Meeting, only one representative can speak for each discussion item.

  3. After the speech of a shareholder, the chairman may respond in person or appoint an appropriate person to respond.

  4. The chairman may announce to end the discussion of any resolution and go into voting if the Chairman deems it appropriate.

  5. The person(s) to check and the person(s) to record the ballots during a vote by casting ballots shall be appointed by the chairman. The person(s) checking the ballots shall be a shareholder(s). The result of voting shall be announced at the Meeting and placed on record.

  6. During the Meeting, the chairman may, at his discretion, set time for intermission.

  7. Except otherwise specified in the Company Law or the Articles of Incorporation of the Company, a resolution shall be adopted by a majority of the votes represented by the

  8. 61 -

shareholders present at the Meeting. The resolution shall be deemed adopted and shall have the same effect as if it was voted by casting ballots if no objection is voiced after solicitation by the chairman.

  1. If there is amendment to or substitute for a discussion item, the chairman shall decide the sequence of voting for such discussion item, the amendment or the substitute. If any one of them has been adopted, the others shall be deemed vetoed and no further voting is necessary.

  2. The chairman may conduct the disciplinary officers or the security guard to assist in keeping order of the Meeting place. Such disciplinary officers or security guards shall wear badges marked "Disciplinary Officers" for identification purpose.

  3. These Rules and Procedures shall be effective from the date it is approved by the Shareholders' Meeting. The same applies in case of revision.

  4. 62 -

Lingsen Precision Industries, Limited.
Rules for Election of Directors
Article 1 Unless otherwise provided in the Company Law or the Articles of Incorporation of this
Company, the directors of this Company shall be elected in accordance with the rules
specified herein.
Article 2 Election of directors of this Company shall be held at the shareholders' meeting.
Article 3 This Company’s directors shall be elected by adopting the candidate nomination system
specified in Article 192-1 of the Company Act and the Articles of Incorporation.
Shareholders shall elect the directors from the List of Director (including Independent
Director) Candidates.
Article 4 In the election of directors of this Company, the names of voters may be represented by
shareholders' numbers.
In the election of directors of this Company, each share shall have voting rights equivalent to
the number of seats to be elected and such voting rights can be combined to vote for one
person or divided to vote for several persons.
Article 5 The election of independent directors and non-independent directors shall be held together;
provided, however, that the number of independent directors and non-independent directors
elected shall be calculated separately.
In the election of directors of this Company, candidates who acquire more votes should win
the seats of directors. If two or more persons acquire the same number of votes and the
number of such persons exceeds the specified seats available, such persons acquiring the
same votes shall draw lots to decide who should win the seats available, and the Chairman
shall draw lots on behalf of the candidate who is not present.
The shareholders shall exercise their voting rights in writing or by electronic means.
Article 6 At the beginning of the election, the Chairman shall appoint several persons each to check
and record the ballots. The persons to check the ballots may be appointed from among the
shareholders present.
Article 7 The ballot box used for voting shall be prepared by the Board of Directors and checked in
public by the person to check the ballots before voting.
Article 8 The Board of Directors shall prepare separate ballots for directors in numbers corresponding
to the directors to be elected. The number of voting rights associated with each ballot shall
be specified on the ballots, which shall then be distributed to the attending shareholders at
the shareholders meeting. Attendance card numbers printed on the ballots may be used
instead of recording the names of voting shareholders.
Article 9 Deleted.
Article 10 Ballots shall be deemed void under the following conditions
1. Ballots not prepared by the convening authority.
2. Blank ballots had been cast in the ballot box.
3. Writing is illegible or has been altered by the voter;
4. The candidate whose name is entered in the ballots does not match the List of
Director Candidates.
5. Other words or marks are entered in addition to the number of voting rights allotted.
Article 11 The ballots should be calculated during the meeting right after the vote casting and the
results of the election should be announced by the Chairman at the meeting, including the
list of persons elected as directors and the numbers of votes with which they were elected.
If one does not meet the Article 26-3, Paragraph 3 of the Securities and Exchange Act, the
election shall be deemed invalid.
Article 12 The items that are not specified in these Rules shall be exercised in accordance with the
Articles of Incorporation, the Company Act, and other laws and regulations.
Article 13 These Rules and any revision thereof shall become effective after approval at the
shareholders' meeting.
  • 63 -

The Impact of Stock Dividend Issuance on Business Performance, EPS, and Shareholder Return Rate.

Explanation: Not applicable.

Lingsen Precision Industries, Ltd. Shareholding of Directors

  • (I) In accordance with Article 26 of the Securities and Exchange Act, the minimum of required shareholdings of all directors by law is 15,204,093 shares.

  • (II)As of the book closure date, the shareholdings of directors recorded in the shareholder register are as follows:

  • (1) The shareholdings of all directors are 16,570,712 shares, which meets the requirement under Article 26 of the Securities and Exchange Act. The shares held by independent directors shall not be counted in the calculation of director shareholdings.

  • (2) The company had set up Audit Committee; so there is no applicable for minimum required shareholding of supervisors by law.

  • (3) As of the book closure date(April 12, 2022), the shares held by directors are shown as follows:

Position Name Shareholdings
Chairman Shu-ChyuanYeh 14,526,754
Director Tse-SungTsai 100,000
Director Sheunn-ChingYang 1,303,654
Director Ming-TeTu 214,829
Director Shu-HsunYeh 275,475
Director Pin-WenFang 150,000
Independent Director Feng-HsienShih 394,080
Independent Director Wan-PingChen 150,000
Independent Director Pin-Chi Wei 362,000
Total 17,476,792

Note: Total common shares issued on April 12, 2022: 380,102,344 shares.

  • 64 -