LPI - AGM Information 2025 | FinancialReports.eu

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Stock code: 2369

LINGSEN PRECISION INDUSTRIES, LTD. 2025ANNUAL GENERAL SHAREHOLDERS’ MEETING Meeting Agenda

【 Translation 】

THIS MEETING AGENDA IS AVAILABLE AT THE FOLLOWING WEBSITES: WEBSITE OF TAIWAN STOCK EXCHANGE MARKET OBSERVATION: HTTPS://MOPS.TWSE.COM.TW COMPANY WEBSITE: HTTPS://WWW.LINGSEN.COM.TW

MEETING TYPE : PHYSICAL SHAREHOLDERS' MEETING. TIME: MAY 29, 2025 (THURSDAY) 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 2025 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. Discussion Matters	11
6. Election Matters	12
7. Other Proposals	13
8. Extempore Motions	14
Appendix
Independent Auditors’ Report and Parent CompanyOnlyFinancial Statements foryear 2024	15
Independent Auditors’ Report and Consolidated Financial Statements foryear 2024	25
Comparison table for the “Articles of Incorporation” before and after the amendment	36
List of director (including independent director) candidates	37
Articles of Incorporation (Before the amendment)	39
The Rules of Procedure for Shareholders’ Meetings	44
Rules for Election of Directors	46
Shareholdingof Directors	47

Lingsen Precision Industries, Ltd. Procedure for the 2025 Annual Meeting of Shareholders

、 1 Call the Meeting to Order

、 2 Chairman’s Address

、
3 Reported Matters
、
4 Acknowledged Matters

、 5 Discussion Matters

、 6 Election Matters

、 7 Other Proposals

、 8 Extempore Motions

、 9 Adjournment

Lingsen Precision Industries, Ltd. Year 2025 Agenda of Annual Meeting of Shareholders

Meeting type: Physical shareholders' meeting.
Time: May 29, 2025 (Thursday) at 9:00am
Location of meeting: 5F, NO.5-1, South 2nd Road, Tanzi Dist. Taichung City, Taiwan.
Chairman’s Address
Reported Matters
(1) 2024 Business Report.
(2) Report by Audit Committee on the examination of 2024 financial statements.
(3) Communication status between Audit Committee and internal audit supervisor.
(4) The status of Endorsement and Guarantee as of December 31, 2024.
(5) Other matters to be reported.
Acknowledge Matters
(1) Acknowledge of 2024 business report and financial statements. (Proposed by the board)
(2) Acknowledge of 2024 deficit compensation. (Proposed by the board)
Discussion Matters
(1) Discussion of amendments to the company's “Articles of Incorporation”. (Proposed by the board)
(2) Discussion of the cash distribution from capital surplus. (Proposed by the board)
Election Matters
(1) To elect the company’s 21th term of directors. (Proposed by the board)
Other Proposals
(1) Discussion to approve the lifting of non-competition restrictions on directors. (Proposed by the board)
Extempore Motions
Adjournment
2 -

Reported Matters

Item 1: 2024 Business Report.

Explanation : Please refer to the attachment.

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:
Improving service quality, strengthen the communication with customers and build up a balanced relationship with customers.
Improving current manufacturing process, innovating new manufacturing process, improve the quality and reduce costs to create profits, proactively.
Continuously innovating product development and available in diverse products package manufacturing process to meet customers’ needs.
Improving internal operation efficiency and enhance the quality for employee’s operation.
Strengthening the function of information systems to improve manufacturing and automatic inspection operation.
Introducing 5S activities to optimize the working environment to avoid occupational accident and reduce wastage.
Continuously enhancing the educational training to train the talent to assists the company’s sustainable management and development.
(II) Result of Business Plan

Due to macroeconomic weakness conditions prolonged the semiconductor inventory adjustment cycle in 2024, the company’s operating revenue totaled NT$ 4.6 billion, or a decrease of 2.4% from 2023, with a net loss attributable to shareholders of the parent company of NT$0.168 billion or a basic loss per share of NT$ 0.45.

Over the past few years, the global economy has been challenging for the industry. The company keeps improving its operational resilience and adaptability through advancing technologies and services, improving the structure of efficiency, enhancing human resources.

(III) 2024 Budget Implementation Status

The company did not prepare financial forecast for 2024.

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

	Item analyzed	Year 2024	Year 2023
Financial Structure	Debt Ratio (%)	20.23	21.51
	Ratio of Long-term capital to property, plant and equipment (%)	222.73	202.66
Solvency	Current Ratio(%)	231.46	243.09
	Quick Ratio(%)	190.43	198.40
Profitability	Return On Assets(%)	(2.33)	(1.91)
	Return On Equity (%)	(3.13)	(2.80)
	Operating profit topaid-in capital(%)	(7.38)	(3.22)
	Pre-tax Income topaid-in capital(%)	(4.53)	(4.90)
	Profit Margin(%)	(3.65)	(3.31)
	EPS(NT$)	(0.45)	(0.42)

(V) Research and Development Status

(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	Year 2024	Year 2023	Year 2022
Research & Development Expense	94,995	101,360	131,024
R&D Expense to operatingrevenue(%)	2	2	3

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

Item 2:

Report by Audit Committee on the examination of 2024 financial statements.

Audit Committee’s Review Report

The Board of Directors has prepared and submitted to us the Company’s 2024 Business Report, Financial Statements and proposal for deficit compensation. The CPA firm of Deloitte & Touche was retained to audit the Company’s Financial Statements and has issued an audit report relating to the Financial Statements. The Business Report, Financial Statements and proposal for deficit compensation 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

February 24, 2025

Item 3:

Communication status between Audit Committee and internal audit supervisor.

Explanation : The internal audit supervisor performs auditing operations and regularly submits aggregated audit reports to the Audit Committee based on the annual audit plans. The issue raised by independent directors may be replied to and communicated timely.

The communications between the Audit Committee and internal audit supervisor have been well. The major communications in 2024 are summarized as follows:

Communication status between independent directors and internal audit supervisor

Date	Attendees	Item of communication	Results of communication
2024/02/26 Audit Committee	Independent directors: Feng-Hsien Shih Wan-Ping Chen Pin-Chi Wei Internal audit supervisor: Zhi-wei Yang	1. 2023 Statement of Internal Control System.	Item 1 No objections from the independent directors & submitted to the Board for resolution.
2024/08/07 Audit Committee	Independent directors: Feng-Hsien Shih Wan-Ping Chen Pin-Chi Wei Internal audit supervisor: Zhi-wei Yang	1. Report and communications on the amendments to the company’s internal control system.	Item 1 No objections from the independent directors & submitted to the Board for resolution.
2024/11/06 Closed door meeting	Independent directors: Feng-Hsien Shih Wan-Ping Chen Pin-Chi Wei CPA: Lie-Dong Wu Internal audit supervisor: Zhi-wei Yang	1. Internal audit supervisor present (1) Report on 2025 internal audit plan. (2) Report on internal audit execution. (3) Report on Training status. (4) Report on Corporate Governance Evaluation. 2. CPAs present (1) Report the results and major review matters of 2024 Q3 financial report. (2) Report on the planning key audit matters of 2024. (3) Independence Statement. (4) Report of regulatory developments.	Item 1 No objections from the independent directors & submitted to the Board for resolution. Item 2 No objections from the independent directors.
2024/11/06 Audit Committee	Independent directors: Feng-Hsien Shih Wan-Ping Chen Pin-Chi Wei CPA: Lie-Dong Wu Internal audit supervisor: Zhi-wei Yang	1. 2024 Q3 financial report. 2. Report and communications on the amendment to the company’s internal control system and internal audit implementation rules.	Item 1~2 No objections from the independent directors & submitted to the Board for resolution.

Item 4:

The status of Endorsement and Guarantee as of December 31, 2024.

Explanation : The amount of endorsement and guarantee as of December 31, 2024 is zero.

Item 5: Other matters to be reported.

Explanation: Handling of the shareholder proposals in the regular shareholders meeting:

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 2025 regular shareholders meeting between March 14, 2025 and March 24, 2025. 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 the board)

Proposal: Acknowledge of 2024 business report and financial statements. Explanation : 1. The Company’s 2024 business report, stand-alone and consolidated financial statements were composed by the board of directors. The company’s financial statements were audited by independent auditors, LieDong Wu and Li-Wei Liu, of the Deloitte & Touche. The aforementioned financial statements and business report were reviewed by the Audit Committee along with a written audit report issued.
The 2024 business report (please refer to page 4-5), independent auditors’ report, stand-alone and consolidated financial statements are as appendix.(Please refer to page 15-35)

Resolution:

Item 2(Proposed by the board)

Proposal: Acknowledge of 2024 deficit compensation.

Explanation : 1. The Company’s 2024 deficit compensation table has been resolved by the board of directors on February 24, 2025, and reviewed by the Audit Committee with a written audit report issued.
The company’s 2024 net loss after tax was NT$168,227,951. By adding NT$387,161,656 of unappropriated retained earnings of prior years and NT$68,928,375 of re-measurement of defined benefit plans, after reserving special reserve of NT$14,488,462, therefore the total amount of earnings available for distribution is NT$302,350,542. The company proposed not to distribute dividends.
The proposed 2024 deficit compensation table is as follows.

Lingsen Precision Industries, Ltd. Deficit compensation Table Year 2024

Unappropriated retained earnings of prior years Less : 2024 net loss after tax (168,227,951) Plus : 2024 re-measurement of defined benefit plans 68,928,375 The amount of net loss after tax for the period and the amount adjusted to the current year’s undistributed earnings Plus: special reserve reversal Earnings in 2024 Available for Distribution Earnings Available for Distribution Unappropriated retained earnings NOTE: The company proposed not to distribute dividends	Unit: NT$ 387,161,656 (99,299,576) 14,488,462
	(84,811,114)
	302,350,542
	302,350,542

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

Resolution:

10 -

Discussion Matters

Item 1(Proposed by the board)

Proposal: Discussion of amendment to the company's “Articles of Incorporation”. Explanation : 1. Pursuant to the new amendment in Paragraph 6 of the Article 14 of the Securities and Exchange Act from the competent authority and Taiwan Stock Exchange Corporation (“TWSE”) amended its “Operation Directions for Compliance with the Establishment of Board of Directors by TWSE Listed Companies and the Board’s Exercise of Powers”. The relevant provisions of the Company’s Articles of Incorporation shall be amended.
The comparison table for the “Articles of Incorporation.” Is as appendix. (Please refer to page 36 for details).

Resolution:

Item 2(Proposed by the board)

Proposal: Discussion of the cash distribution from capital surplus. Explanation : 1. The Company intends to distribute capital surplus of NT$114,030,704 in the excess of par value of the shares to the register of shareholders on the record date, and the expected cash per share is NT$0.3. Cash payment shall be rounded to 1 NT$ (amounts less than 1 NT$ shall be ignored). 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 amounts.
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.
Upon the approval of the Annual Meeting of Shareholders, it is proposed that the board of directors be authorized to resolve the record date, and other relevant issues.

Resolution:

11 -

Election Matters

Item 1(Proposed by the board)

Proposal: To elect the Company’s 21th term of directors. Explanation : 1. The Company’s Articles of Incorporation state that the Company’s board of directors shall have 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 terms of office of the directors to be elected shall be three years, commencing on May 29, 2025 and expiring on May 28, 2028. The 20th term of directors will be dismissed on the date the new directors are elected.
The Company’s directors shall be elected by adopting candidates nomination system as specified in Article 192-1 of the Company Law. Shareholders shall elect the directors from the List of director (including independent director) candidates, whose education and professional qualifications, experience and relevant information, are attached hereto as page 37-38.
Please Vote.

Voting Results:

12 -

Other Proposals

Item 1(Proposed by the 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.
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 noncompetition restrictions, without prejudice to the interests of the company.
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- Chyuan Yeh	Panther TechnologyCo., Ltd.	Chairman
		Sooner Power Semiconductor Co., Ltd.	Chairman and General Manager
		Nexus Material Corporation	Chairman
Director	Tse-Sung Tsai	Panther TechnologyCo.,Ltd.	Representative of the corporate director
		Sooner Power Semiconductor Co.,Ltd.	Representative of the corporate director.
		Nexus Material Corporation	Representative of the corporate director
Director	Sheunn-Ching Yang	JMC ELECTRONICS Co.,Ltd.	Independent director
		FITTECH Co.,Ltd	Independent director
		Megawin TechnologyCo.,Ltd.	Independent director

Resolution:

13 -

Extempore Motions

Adjournment

14 -

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, 2024 and 2023, and the unconsolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the 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, 2024 and 2023, 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, 2024. 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, 2024 are stated as follows:

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Authenticity of service revenue recognition

The main source of revenue of the Company relies on the service revenue from various wafers 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 Note 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:

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.
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.

16 -

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:

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

17 -

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 2024 unconsolidated 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 Li-Dong Wu CPA Li-Wei Liu

Securities and Futures Commission Approval Financial Supervisory Commission Approval Document No. Document No. Tai-CaI-Zheng-Liu -Zi No. 0920123784 Jin-Guan-Zheng-Shen-Zi No. 1110348898

February 24, 2025

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Lingsen Precision Industries, Ltd.

Parent Company Only Balance Sheets December 31, 2024 and 2023

Unit: In Thousands of New Taiwan Dollars

Code 1100 1136 1140 1170 1200 1220 1310 1470 11XX 1517 1550 1600 1755 1840 1915 1920 1975 1990 15XX 1XXX Code 2100 2170 2200 2230 2250 2280 2320 2399 21XX 2540 2570 2580 2645 25XX 2XXX 3110 3200 3310 3320 3350 3400 3500 3XXX	ASSETS Current Assets Cash and cash equivalents (Note 4 and 6) Financial assets at amortized cost- current (Note 4, 8, 27) Contract assets - current (Note 4 and 20) Accounts receivable (Note 4, 9 and 20) Other receivables (Note 4 ) Current tax assets (Note 4 and 22) Inventories (Note 4 and 10) Other current assets (Note 14) Total current assets Non-current assets Financial assets at fair value through other comprehensive income - non-current (Note 4 and 7) Investment accounted for using the equity method (Note 4 and 11) Property, plant and equipment (Note 4, 12 and 27) Right-of-use assets (Note 4 and 13) Deferred tax assets (Note 4, 5 and 22) Prepayments for facilities Refundable deposits (Note 4) Net defined benefit assets - non-current (Note 4 and 18) Other non-current assets Total non-current assets Total assets Liabilities and Equity Current Liabilities Short-term bank borrowings (Note 15) Accounts payable Other payables (Note 16 and 26) Current tax liabilities (Note 4 and 22) Liability reserve - current (Note 4 and 17) Lease liabilities - current (Note 4 and 13) Long-term borrowings due in one year (Note 15 and 27) Other current liabilities Total current liabilities Non-current liabilities Long-term banks borrowings (Note 15 and 27) Deferred tax liabilities (Note 4 and 22) Lease liabilities - non-current (Note 4 and 13) Deposits received Total non-current liabilities Total Liabilities Equity Ordinary shares Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings Other equities Treasury shares Total equity Total liabilities and equities		December 31,2024 Amount % $ 926,620 14 161,000 2 102,190 2 937,246 14 10,144 - 1,187 - 270,075 4 189,435 3 2,597,897 39 11,862 - 1,079,798 16 2,467,245 37 137,146 2 162,432 3 30,758 1 1,246 - 122,829 2 6,553 - 4,019,869 61 $ 6,617,766 100 $ 130,436 2 223,558 3 434,798 7 - - 3,572 - 4,376 - 210,096 3 115,559 2 1,122,395 17 43,766 1 36,046 - 135,734 2 930 - 216,476 3 1,338,871 20 3,801,023 57 1,154,573 18 121,394 2 92,883 2 287,863 4 2,426 ) - 176,415) ( 3) 5,278,895 80 $ 6,617,766 100	December 31,2024 Amount % $ 926,620 14 161,000 2 102,190 2 937,246 14 10,144 - 1,187 - 270,075 4 189,435 3 2,597,897 39 11,862 - 1,079,798 16 2,467,245 37 137,146 2 162,432 3 30,758 1 1,246 - 122,829 2 6,553 - 4,019,869 61 $ 6,617,766 100 $ 130,436 2 223,558 3 434,798 7 - - 3,572 - 4,376 - 210,096 3 115,559 2 1,122,395 17 43,766 1 36,046 - 135,734 2 930 - 216,476 3 1,338,871 20 3,801,023 57 1,154,573 18 121,394 2 92,883 2 287,863 4 2,426 ) - 176,415) ( 3) 5,278,895 80 $ 6,617,766 100		December 31,2023	December 31,2023	December 31,2023
			Amount $ 926,620 161,000 102,190 937,246 10,144 1,187 270,075 189,435 2,597,897 11,862 1,079,798 2,467,245 137,146 162,432 30,758 1,246 122,829 6,553 4,019,869 $ 6,617,766 $ 130,436 223,558 434,798 - 3,572 4,376 210,096 115,559 1,122,395 43,766 36,046 135,734 930 216,476 1,338,871 3,801,023 1,154,573 121,394 92,883 287,863 2,426 ) 176,415) 5,278,895 $ 6,617,766			Amount $ 905,641 161,000 117,146 957,070 13,761 57,540 275,965 221,109 2,709,232 11,763 916,893 2,874,164 143,259 166,386 37,057 1,232 70,849 8,670 4,230,273 $ 6,939,505 $ 56,772 216,591 428,359 3,517 5,540 4,455 310,596 88,663 1,114,493 216,361 18,732 141,277 1,900 378,270 1,492,763 3,801,023 1,266,753 121,394 165,598 314,447 46,058 ) 176,415) 5,446,742 $ 6,939,505		%
		( (		(	( (		( (	13 2 2 14 - 1 4 3 39 - 13 42 2 2 1 - 1 - 61 100 1 3 6 - - - 5 1 16 3 1 2 - 6 22 55 18 2 2 5 1 ) 3) 78 100

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

19 -

Lingsen Precision Industries, Ltd.

Parent Company Only Statements of Comprehensive Income

For the Years from January 1 to December 31, 2024 and 2023

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

		earnin	gs	(loss)pe	r s	hare expressed i	n	NT$
Code 4000 Operating revenue (Note 4, 20 and 26) 5000 Operating costs (Note 10, 21 and 26) 5900 Gross profit Operating expenses (Note 21 and 26) 6100 Selling and marketing expenses 6200 General and administrative expenses 6300 Research and development expenses 6450 Expected credit impairment losses (gains) (Note 4 and 9) 6000 Total operating expenses 6900 Operating loss 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 7370 Share of profits (loss) of subsidiaries and associates companies using the equity method 7590 Other gains and losses 7000 Total non-operating incomes and expenses		2024		% 100 100 - 1 3 2 - 6 6) - - - 1 - - - 1 - 2		2023
		Amount $ 4,611,858 4,604,735 7,123 44,712 147,696 94,995 244 287,647 280,524) 11,699 11,033 1,573 29,503 1,440 12,617 12,317 ) 54,534 1,774 ) 108,308				Amount $ 4,725,754 4,551,092 174,662 47,244 149,326 101,360 545) 297,385 122,723) 11,701 13,127 1,186 25,973 - 2,389 19,662 ) 98,330 ) - 63,616)		%
	( ( (		(		( ( ( ( (		( ( (	100 97 3 1 3 2 - 6 3) - - - 1 - - - 2 ) - 1)

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Code 7900 Net loss before income tax 7950 Income tax benefit (Note 4 and 22) 8200 Net 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 for the year Loss per share (Note 23) 9750 Basic 9850 Diluted		2024		% 4 ) 4) - - 2 - - - 2 1 3 1)		2023
		Amount $ 172,216 ) 3,988 168,228) 86,161 99 1,531 17,232) 70,559 42,002 112,561 $ 55,667) $ 0.45) $ 0.45)				Amount $ 186,339 ) 29,881 156,458) 730 2,715 4,059 146) 7,358 3,381) 3,977 $ 152,481) $ 0.42) $ 0.42)		%
	( ( (		( ( (		( ( ( ( ( ( (		( ( (	4 ) 1 3) - - - - - - - - - 3)
	( ( (

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

21 -

Lingsen Precision Industries, Ltd. Parent Company Only Statement of Changes in Equity For the Years from January 1 to December 31, 2024 and 2023

Unit: In Thousands of New Taiwan Dollars

Retained earnings(Note 19)	Retained earnings(Note 19)	Unappropriated earnings (accumulated deficit) (Note 4) 702,042 ( 30,111) ( 74,564) ( 114,031) - - ( 156,458 ) 584 ( 155,874) ( 13,015) 314,447 72,715 - - ( 168,228 ) 68,929 ( 99,299) $ 287,863	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 ( 15,330) ( 47,136) - - - - - - - - - - - - ( 3,381) 6,774 ( 3,381) 6,774 - 13,015 ( 18,711) ( 27,347) - - - - - - ( ) ( ) - - 42,002 1,630 42,002 1,630 $ 23,291 ($ 25,717)	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 ( 15,330) ( 47,136) - - - - - - - - - - - - ( 3,381) 6,774 ( 3,381) 6,774 - 13,015 ( 18,711) ( 27,347) - - - - - - ( ) ( ) - - 42,002 1,630 42,002 1,630 $ 23,291 ($ 25,717)	Treasury shares (Note 19) ( 176,415) - - - - - - - - - ( 176,415) - - - - - - - - ($ 176,415)		Total equity
			Exchange differences on translation of the financial statements of foreign operations ( 15,330) - - - - - - ( 3,381) ( 3,381) - ( 18,711) - - - ( ) ( ) - 42,002 42,002 $ 23,291
Legal reserve 91,283 30,111 - - - - - - - - 121,394 - - - - - - - $ 121,394	Special reserve 91,034 - 74,564 - - - - - - - 165,598 ( 72,715) - - - - - - - $ 92,883
		( ( ( ( ( (	(	( ( (	( ( (	( ( ( ( ( (	5,711,522 - - 114,031) 35 1,697 156,458 ) 3,977 152,481) - 5,446,742 - 75 114,031) 78 1,698 168,228 ) 112,561 55,667) $ 5,278,895
			( ( (
		( (	( (

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

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Lingsen Precision Industries, Ltd. Parent Company Only Statement of Cash Flows For the Years from January 1 to December 31, 2024 and 2023

Unit: In Thousands of New Taiwan Dollars

Code Cash flows from operating activities A10000 Net loss before tax for the year Income/expenses items A20100 Depreciation expense A20300 Expected credit impairment losses (gains) 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 Reversal of impairment loss (gain) on non-financial assets A24100 Unrealized foreign currency exchange net loss (profit) A29900 Amortization of prepayments A29900 Provision (reversal) for liabilities A30000 Net changes in operating assets and liabilities A31125 Contract assets A31150 Accounts receivable A31180 Other receivables A31200 Inventories A31240 Other current assets A31990 Net defined benefit assets A32150 Accounts payable A32180 Other payables A32230 Other current liabilities A33000 Cash provided by operating activities A33100 Interest received A33300 Interest paid A33500 Income tax returned (paid) AAAA Net cash inflow from operating activities		2024 $ 172,216 ) 528,357 244 12,317 11,699 ) 1,573 ) 54,534 ) 1,440 ) 13,722 ) 1,913 ) 5,204 1,968 ) 14,956 24,756 3,635 18,668 32,618 34,181 5,376 7,896 26,896 456,039 11,681 12,276 ) 60,860 516,304		2023
	( ( ( ( ( ( ( ( (		( ( ( ( ( ( ( ( (	$ 186,339 ) 575,786 545 ) 19,662 11,701 ) 1,186 ) 98,330 - 12,182 2,591 4,331 6 22,469 ) 156,266 ) 1,833 ) 217,701 39,697 65,932 34,253 ( 15,408 ) 9,348 684,072 11,654 19,892 ) 606) 675,228

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(Continued from previous page)

Code Cash flows from investing activities B00050 Disposition of financial assets at amortized cost 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 facilities 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 C01700 Repayments of long-term bank borrowings C03000 Decrease in guarantee deposits received C04020 Repaid principal of lease liabilities C04500 Payment of cash dividends C09900 Uncollected overdue dividends C09900 Exercise of disgorgement CCCC Net cash 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		2024 - $ 63,140 ) 101,241 ) 2,343 14 ) 2,772 ) 11,289 ) 1,573 174,540) 445,491 373,994 ) 273,095 ) 970 ) 4,339 ) 114,031 ) 75 78 320,785) 20,979 905,641 $ 926,620		2023
	( ( ( ( ( ( ( ( ( ( ( (		( ( ( ( ( ( ( ( ( ( ( ( (	102,000 $ 127,890 ) 170,573 ) - 698 ) 8,316 ) 6,910 ) 1,186 211,201) 855,011 1,078,438 ) 362,929 ) 36 ) 4,418 ) 114,031 ) 35 - 704,806) 240,779 ) 1,146,420 $ 905,641

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

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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, 2024 and 2023, 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, 2024 and 2023, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and 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 2024. 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.

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

Authenticity of service revenue recognition

The main source of revenue of the Group relies on the service revenue from the various wafers 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 Note 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:

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.
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 2024 and 2023, 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.

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

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. 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.

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.
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.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management level.
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.
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.
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.
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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 2024 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 Li-Dong Wu CPA Li-Wei Liu

Securities and Futures Commission Approval Document No. Tai-CaI-Zheng-Liu-Zi No. 0920123784

Financial Supervisory Commission Approval Document No. Jin-Guan-Zheng-Shen-Zi No. 1110348898

February 24, 2025

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Lingsen Precision Industries, Ltd. and Subsidiaries Consolidated Balance Sheet

December 31, 2024 and 2023

Unit: In Thousands of New Taiwan Dollars

	December 31,2024 Amount % $ 1,544,076 21 323,806 4 102,190 1 - - 1,115,023 15 12,766 - 2,494 - 270,075 4 218,832 3 3,589,262 48 42,349 - - - 3,354,746 45 139,365 2 168,967 2 55,596 1 1,645 - 122,829 2 25,111 - 3,910,608 52 $ 7,499,870 100 $ 180,436 2 - - 223,558 3 538,945 7 - - 3,572 - 5,945 - 337,391 5 116,915 2 1,406,762 19 439,435 6 36,329 - 136,396 2 930 - 613,090 8 2,019,852 27 3,801,023 51 1,154,573 15 121,394 2 92,883 1 287,863 4 2,426 ) - 176,415) ( 3) 5,278,895 70 201,123 3 5,480,018 73 $ 7,499,870 100	December 31,2024 Amount % $ 1,544,076 21 323,806 4 102,190 1 - - 1,115,023 15 12,766 - 2,494 - 270,075 4 218,832 3 3,589,262 48 42,349 - - - 3,354,746 45 139,365 2 168,967 2 55,596 1 1,645 - 122,829 2 25,111 - 3,910,608 52 $ 7,499,870 100 $ 180,436 2 - - 223,558 3 538,945 7 - - 3,572 - 5,945 - 337,391 5 116,915 2 1,406,762 19 439,435 6 36,329 - 136,396 2 930 - 613,090 8 2,019,852 27 3,801,023 51 1,154,573 15 121,394 2 92,883 1 287,863 4 2,426 ) - 176,415) ( 3) 5,278,895 70 201,123 3 5,480,018 73 $ 7,499,870 100		December 31,2023	December 31,2023	December 31,2023
	Amount $ 1,544,076 323,806 102,190 - 1,115,023 12,766 2,494 270,075 218,832 3,589,262 42,349 - 3,354,746 139,365 168,967 55,596 1,645 122,829 25,111 3,910,608 $ 7,499,870 $ 180,436 - 223,558 538,945 - 3,572 5,945 337,391 116,915 1,406,762 439,435 36,329 136,396 930 613,090 2,019,852 3,801,023 1,154,573 121,394 92,883 287,863 2,426 ) 176,415) 5,278,895 201,123 5,480,018 $ 7,499,870			Amount $ 1,216,675 293,457 122,664 17 1,193,328 16,760 72,712 293,114 248,938 3,457,665 40,719 - 3,995,730 146,988 172,805 38,057 2,471 70,849 19,157 4,486,776 $ 7,944,441 $ 118,182 5,055 222,247 561,650 3,577 5,540 5,117 448,161 91,382 1,460,911 640,841 18,732 141,277 1,900 802,750 2,263,661 3,801,023 1,266,753 121,394 165,598 314,447 46,058 ) 176,415) 5,446,742 234,038 5,680,780 $ 7,944,441		%
		(	( (		( (	15 4 2 - 15 - 1 4 3 44 1 - 50 2 2 - - 1 - 56 100 1 - 3 7 - - - 6 1 18 8 - 2 - 10 28 48 16 2 2 4 1 ) 2) 69 3 72 100

( (

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

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Lingsen Precision Industries, Ltd. and Subsidiaries Statement of Comprehensive Income For the Years from January 1 to December 31, 2024 and 2023

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

	2024			2023
	Amount $ 5,372,560 5,364,740 7,820 55,017 202,611 133,265 244 391,137 383,317) 33,901 13,923 3,212 30,574 1,440 22,806 22,184 ) 1,774) 81,898 ( 301,419 ) 3,785 297,634)			Amount $ 5,552,536 5,292,256 260,280 55,804 207,388 136,376 545) 399,023 138,743) 22,810 14,375 1,501 29,779 - 1,979 28,263 ) - 42,181 ( 96,562 ) 30,945 65,617)		%
( ( (		( ( (	( ( ( (		( ( (	100 96 4 1 4 2 - 7 3) - - - 1 - - - - 1 2 ) 1 1)
(

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(Continued from previous page)

(Continued from previous page)
Code 8100 Net profit (loss) from discontinued operations (Note 4 & 11) 8200 Net 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 20) 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 24) 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 loss for the year Net 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 Loss per share (Note 25) From continuing and discontinued operations 9750 Basic 9850 Diluted From continuing operations 9710 Basic 9810 Diluted		2024
		Amount $ 96,491 201,143) 86,161 1,630 17,232) 70,559 42,002 112,561 ($ 88,582) ($ 168,228) ( 32,915) ($ 201,143) ($ 55,667) ( 32,915) ($ 88,582) ($ 0.45) ($ 0.45) ($ 0.71) ($ 0.71)
	( (		(

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

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Lingsen Precision Industries, Ltd. and Subsidiaries

Consolidated Statement of Changes in Equity

For the Years from January 1 to December 31, 2024 and 2023

Unit: In Thousands of New Taiwan Dollars

Equity attributable to owners of the company

Capital surplus (Note 21) $ 1,265,021 - - - 35 1,697 - - - - 1,266,753 - 75 ( 114,031) 78 1,698 - - - $ 1,154,573	Retained earnings(Note 21) Unappropriated earnings (accumulated deficit) Legal reserve Special reserve $ 91,283 $ 91,034 $ 702,042 30,111 - ( 30,111) - 74,564 ( 74,564) - - ( 114,031) - - - - - - - - ( 156,458 ) - - 584 - - ( 155,874) - - ( 13,015) 121,394 165,598 314,447 - ( 72,715) 72,715 - - - - - - - - - - - - - - ( 168,228 ) - - 68,929 - - ( 99,299) $ 121,394 $ 92,883 $ 287,863	Retained earnings(Note 21) Unappropriated earnings (accumulated deficit) Legal reserve Special reserve $ 91,283 $ 91,034 $ 702,042 30,111 - ( 30,111) - 74,564 ( 74,564) - - ( 114,031) - - - - - - - - ( 156,458 ) - - 584 - - ( 155,874) - - ( 13,015) 121,394 165,598 314,447 - ( 72,715) 72,715 - - - - - - - - - - - - - - ( 168,228 ) - - 68,929 - - ( 99,299) $ 121,394 $ 92,883 $ 287,863	Retained earnings(Note 21) Unappropriated earnings (accumulated deficit) Legal reserve Special reserve $ 91,283 $ 91,034 $ 702,042 30,111 - ( 30,111) - 74,564 ( 74,564) - - ( 114,031) - - - - - - - - ( 156,458 ) - - 584 - - ( 155,874) - - ( 13,015) 121,394 165,598 314,447 - ( 72,715) 72,715 - - - - - - - - - - - - - - ( 168,228 ) - - 68,929 - - ( 99,299) $ 121,394 $ 92,883 $ 287,863	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 ($ 15,330) ($ 47,136) - - - - - - - - - - - - ( 3,381) 6,774 ( 3,381) 6,774 - 13,015 ( 18,711) ( 27,347) - - - - - - - - - - 42,002 1,630 42,002 1,630 $ 23,291 ($ 25,717)	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 ($ 15,330) ($ 47,136) - - - - - - - - - - - - ( 3,381) 6,774 ( 3,381) 6,774 - 13,015 ( 18,711) ( 27,347) - - - - - - - - - - 42,002 1,630 42,002 1,630 $ 23,291 ($ 25,717)	Treasury shares (Note 21) ($ 176,415) - - - - - - - - - ( 176,415) - - - - - - - ($ 176,415)		Non-controlling interests (Note 21) $ 237,711 - - - - - ( 3,673 ) - ( 3,673) - 234,038 - - - - - ( 32,915 ) - ( 32,915) $ 201,123		Total equity
				Exchange differences on translation of the financial statements of foreign operations ($ 15,330) - - - - - - ( 3,381) ( 3,381) - ( 18,711) - - - - - 42,002 42,002 $ 23,291
	Legal reserve $ 91,283 30,111 - - - - - - - - 121,394 - - - - - - - - $ 121,394	Special reserve $ 91,034 - 74,564 - - - - - - - 165,598 ( 72,715) - - - - - - - $ 92,883
(		(	( ( ( ( ( ( ( (	( ( ( (	( ( (	( ( (	( ( ( ( ( (	( ( ( (	( ( ( ( ( (	$ 5,949,233 - - 114,031) 35 1,697 160,131 ) 3,977 156,154) - 5,680,780 - 75 114,031) 78 1,698 201,143 ) 112,561 88,582) $ 5,480,018

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

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Lingsen Precision Industries, Ltd. and Subsidiaries Statement of Cash Flows

For the Years from January 1 to December 31, 2024 and 2023

Unit: In Thousands of New Taiwan Dollars

Code Cash flows from operating activities A00010 Net loss before income tax from continuing operations A00020 Net profit (loss) before income tax from discontinued operations A10000 Net loss before tax for the year Income/expenses items A20100 Depreciation expense A20300 Expected credit impairment losses (gains) A20900 Interest expenses A21200 Interest income A21300 Dividend income A22500 Gains on disposal of property, plant and equipment A23700 Loss for market price decline and obsolete and slow-moving inventories (gain from price recovery) A23800 Reversal of impairment loss recognised in profit on non- financial assets A24100 Unrealized foreign currency exchange net loss (profit) A29900 Amortization of prepayments A29900 Provision (reversal) for liabilities A23200 Gains on disposal ofinvestment accounted for by equity method 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 A31990 Net defined benefit assets A32130 Notes payable A32150 Accounts payable A32180 Other payables A32230 Other current liabilities		2024 $ 301,419 ) 96,491 204,928) 744,021 256 23,439 33,914 ) 3,212 ) 2,013 ) 13,309 ) 1,291 ) 14,007 ) 13,668 1,968 ) 161,534 ) 16,325 17 73,935 4,500 18,395 27,117 34,181 5,055 ) 3,989 5,854 ) 25,533		2023
	( ( ( ( ( ( ( ( ( ( ( (		( ( ( ( ( ( ( ( ( ( ( (	$ 96,562 ) 94,514) 191,076) 797,776 535 ) 38,197 22,832 ) 1,501 ) - 18,220 ( 182 ) 5,609 12,668 6 - 21,777 ) 17 ) 231,788 ) 408 ) 226,313 42,838 65,932 22,127 ) 37,956 3,709 ) 4,389

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(Continued from previous page)

Code A33000 Cash provided by operating activities A33100 Interest received A33300 Interest paid A33500 Income tax returned (paid) AAAA Net cash inflow from operating activities Cash flows from investing activities B00030 Proceeds from capital reduction of financial assets at fair value through other comprehensive income B00040 Acquisition of financial assets at amortised cost B00050 Disposition of financial assets at amortized cost B02300 Proceeds from disposal of subsidiary B02700 Purchase of property, plant and equipment B02800 Proceeds from disposal of property, plant and equipment B03700 Decrease (Increase) in refundable deposits B06700 Increase in other non-current assets B07100 Increase in prepaid facilities amount B07600 Dividends received BBBB Net cash inflow (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 Decrease in guarantee deposits received C04020 Repaid principal of lease liabilities C04500 Payment of cash dividends C09900 Uncollected overdue dividends C09900 Exercise of disgorgement CCCC Net cash outflow from financing activities		2024 $ 538,291 33,052 23,851 ) 74,640 622,132 - 19,252 ) - 323,490 184,276 ) 3,948 495 19,870 ) 36,105 ) 3,212 71,642 495,491 437,153 ) 107,270 419,446 ) 970 ) 5,902 ) 112,333 ) 75 78 372,890)		2023
	( ( ( ( ( ( ( ( ( ( (		( ( ( ( ( ( ( ( ( ( ( ( ( (	$ 753,952 22,290 38,168 ) 1,259) 736,815 372 121,057 ) 103,000 - 405,596 ) - 1,167 ) 11,940 ) 6,892 ) 1,501 441,779) 917,413 1,201,683 ) 231,420 477,378 ) 36 ) 5,995 ) 112,334 ) 35 - 648,558)

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(Continued from previous page)

Code 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		2024 $ 6,517 327,401 1,216,675 $1,544,076		2023
			( (	$ 1,825) 355,347 ) 1,572,022 $1,216,675

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

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Lingsen Precision Industries, Limited.

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

Article NO.	Amended Article	Original Article	Note
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 office for directors shall be three years and all directors shall be eligible for re-election, subject to the limitations imposed by relevant laws, rules and regulations regarding the tenure limits of independent directors. The number of appointed directors earlier mentioned shall have no less than three independent directors and the same shall not be less than onethirdof the total number of directors of the Company. {below Omitted}	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 office for directors shall be three years and all directors shall be eligible for re-election. The number of appointed directors earlier mentioned shall have no less than three independent directors and the same shall not be less than onefifthof the total number of directors of the Company. {below Omitted}	To comply with the “TWSE” amended its “Operation Directions for Compliance with the Establishment of Board of Directors by TWSE Listed Companies and the Board’s Exercise of Powers”, by adding the minimum ratio of independent directors on the Board and tenure limits of independent directors.
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 than8 %for employee’s compensation and not more than 2% for directors’ compensationin accordance with the provisions of the Company Act, it shall also allocate not less than 2 % for non- executive employee’s compensation in accordance with the provisions of the Securities and Exchange Act. 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 meeting of board of directors attended by at least two- thirds of the total number of directors, and reported to the shareholders’ meeting.	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 than10%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 meeting of board of directors attended by at least two- thirds of the total number of directors, and reported to the shareholders’ meeting.	To comply with the amendment in Paragraph 6 of the Article 14 of the Securities and Exchange Act.
37	This Article of Incorporation was set up on…`，` The thirty-eighth amendment was on June 10, 2022. The thirty-ninth amendment was on May 29, 2025.	This Article of Incorporation was set up on…`，` The thirty-eighth amendment was on June 10, 2022.	Added the amendment date.

36 -

List of director (including independent director) candidates

Title & Name	Gender	Shareholdings	Education	Current Position & Experience
Director Shu-Chyuan Yeh	Male	14,626,754	Bachelor degree in Psychology, National Taiwan University	Experience: Chairman, Lingsen Precision Industries, Ltd. Current Position: Chairman, Lingsen Precision Industries, Ltd.
Director Tse-Sung Tsai	Male	234,000	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 Sheunn-Ching Yang	Male	1,303,654	Bachelor degree in Physic, Chinese Culture University	Experience: Director, Lingsen Precision Industries, Ltd. General Manager, Lingsen Precision Industries, Ltd. Independent director, Member of Audit Committee and Compensation Committee, JMC Electronics Co., Ltd. (List 6552). Independent director, Member of Audit Committee and Compensation Committee, Fittech Co., Ltd. (List 6706). Independent director, Member of the Audit Committee and Compensation Committee, Megawin Technology Co., Ltd. (OTC 3122). Current Position: Director, Lingsen Precision Industries, Ltd. Independent director, Member of Audit Committee and Compensation Committee, JMC Electronics Co., Ltd. (List 6552). Independent director, Member of Audit Committee and Compensation Committee, Fittech Co., Ltd. (List 6706). Independent director, Member of Audit Committee and Compensation Committee, Megawin Technology Co., Ltd. (OTC 3122).
Director Pin-Wen Fang	Male	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) Director, Lingsen Precision Industries, Ltd.
Director Pin-Chi Wei	Male	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, Member of Audit Committee and Compensation Committee, Lingsen Precision Industries, Ltd. 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, Member of Audit Committee and Compensation Committee, Lingsen Precision Industries, Ltd.

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List of director (including independent director) candidates

Title & Name	Gender	Education	Current Position & Experience
Director Te-Tung Yeh	Female	Master's Degree in Psychology, St. Andrews University	Experience: Chairman, Xi Jun Investment Co., Ltd. (a non-public company) Current Position: Chairman, Xi Jun Investment Co., Ltd. (a non-public company)
Independent Director Yu-Hsien Lee	Male	Ph.D. in Electrophysics, National Chiao Tung University	Experience: Director, Winesoon Co., Ltd. (a non-public company) Engineer, Industrial Technology Research Institute (ITRI) Current Position: Experience: Director, Winesoon Co., Ltd. (a non-public company) Engineer, Industrial Technology Research Institute (ITRI)
Independent Director Shun-Te Wen	Male	Master's Degree in Business Administration, National Chung Cheng University	Experience: Director, Changhua Branch, NTBCA, Ministry of Finance. Director, Fengyuan Branch, NTBCA, Ministry of Finance. Independent director, Member of Audit Committee, Compensation Committee and Sustainable Development Committee, Longchen Paper & Packaging Co., Ltd.(List 1909). Independent director, Member of Audit Committee and Compensation Committee,Froch Enterprise Co., Ltd. (List 2030) Current Position: Independent director, Member of Audit Committee, Compensation Committee and Sustainable Development Committee, Longchen Paper & Packaging Co., Ltd.(List 1909). Independent director, Member of Audit Committee and Compensation Committee,Froch Enterprise Co., Ltd. (List 2030)
Independent Director Kuei-Yuan Wang	Male	Ph.D. in business administration, National Taiwan University of Science and Technology	Experience: Associate Professor, Asia University Independent director, Member of Audit Committee, Compensation Committee and Sustainable Development Committee, SAKURA DEVELOPMENT CO.,LTD (List 2539) Current Position: Associate Professor, Asia University  Independent director, Member of Audit Committee, Compensation Committee and Sustainable Development Committee, SAKURA DEVELOPMENT CO.,LTD (List 2539)

38 -

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:
CC01080 Electronics Components Manufacturing.
F401010 International Trade.
D101040 Non-Public Electric Power Generation.
IZ99990 Other Industrial and Commercial Services (integrated circuit testing).
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 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.

The shareholders’ meeting can be held by means of visual communication network or other methods promulgated by the central competent authority.

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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 office for directors shall be three years and
		all directors shall be eligible for re-election.

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)

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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.

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)

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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:
Business report.
Financial statements.
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 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.
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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. The thirty-eighth amendment was made on June 10, 2022.

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Lingsen Precision Industries, Ltd.

The Rules of Procedure for Shareholders’ Meetings

		The Rules of Procedure for Shareholders’ Meetings
Article	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.
Article	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 card and accepted shares at the video conference platform, handed in plus the number of
		shares whose voting rights are exercised by correspondence or electronically.
Article	3:	The attendance and the voting shall be calculated based on the number of shares.
Article	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.
Article	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.
Article	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.
Article	5:	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.
Article	6:	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.
Article	7:	The process of the Meeting shall be tape recorded or videotaped and 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.
Article	8:	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.

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Article	9:	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 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.
Article	10:	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.
Article	11:	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.
Article	12:	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.
Article	13:	After the speech of a shareholder, the chairman may respond in person or appoint an appropriate person
		to respond.
Article	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.
Article	14:	The chairman may announce to end the discussion of any resolution and go into voting if the Chairman
		deems it appropriate.
Article	15:	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.
Article	16:	During the Meeting, the chairman may, at his discretion, set time for intermission.
Article	17:	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 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.
Article	18:	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.
Article	19:	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.
Article	20:	These Rules and Procedures shall be effective from the date it is approved by the Shareholders' Meeting.
		The same applies in case of revision.

45 -

Lingsen Precision Industries, Limited.

Rules for Election of Directors

		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 have 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.

46 -

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 18,011,200 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(March 31, 2025), the shares held by directors are shown as follows:

Position	Name	Shareholdings
Chairman	Shu-ChyuanYeh	14,626,754
Director	Tse-SungTsai	234,000
Director	Sheunn-ChingYang	1,303,654
Director	Ming-TeTu	486,684
Director	Shu-HsunYeh	1,210,108
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		18,917,280

Note: Total common shares issued on March 31, 2025: 380,102,344 shares.

47 -

AI assistant

LPI — AGM Information 2025

52036_rns_2025-06-06_e521d45c-2242-4fd2-a4b3-9e2e91b9f8ef.pdf

Stock code: 2369

【 Translation 】

---Disclaimer---

Table of Contents

Lingsen Precision Industries, Ltd. Procedure for the 2025 Annual Meeting of Shareholders

、 1 Call the Meeting to Order

、 2 Chairman’s Address

、 5 Discussion Matters

、 6 Election Matters

、 7 Other Proposals

、 8 Extempore Motions

、 9 Adjournment

Lingsen Precision Industries, Ltd. Year 2025 Agenda of Annual Meeting of Shareholders

Reported Matters

Business Report

(V) Research and Development Status

Item 2:

Audit Committee’s Review Report

Item 3:

Acknowledged Matters

Item 1(Proposed by the board)

Resolution:

Item 2(Proposed by the board)

Lingsen Precision Industries, Ltd. Deficit compensation Table Year 2024

Resolution:

Discussion Matters

Item 1(Proposed by the board)

Item 2(Proposed by the board)

Election Matters

Item 1(Proposed by the board)

Voting Results:

Other Proposals

Item 1(Proposed by the board)

Resolution:

Extempore Motions

Adjournment

Appendix

Independent Auditors’ Report

Audit opinions

Basis for Opinion

Key Audit Matters

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

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

Lingsen Precision Industries, Ltd.

Parent Company Only Balance Sheets December 31, 2024 and 2023

Lingsen Precision Industries, Ltd.

Parent Company Only Statements of Comprehensive Income

(Continued from previous page)

Lingsen Precision Industries, Ltd. Parent Company Only Statement of Changes in Equity For the Years from January 1 to December 31, 2024 and 2023

Lingsen Precision Industries, Ltd. Parent Company Only Statement of Cash Flows For the Years from January 1 to December 31, 2024 and 2023

(Continued from previous page)

Independent Auditors’ Report

Audit opinions

Basis for Opinion

Key Audit Matters

Authenticity of service revenue recognition

Other Matters

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

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

Lingsen Precision Industries, Ltd. and Subsidiaries Consolidated Balance Sheet

December 31, 2024 and 2023

Lingsen Precision Industries, Ltd. and Subsidiaries Statement of Comprehensive Income For the Years from January 1 to December 31, 2024 and 2023

(Continued from previous page)

Lingsen Precision Industries, Ltd. and Subsidiaries

Equity attributable to owners of the company

Lingsen Precision Industries, Ltd. and Subsidiaries Statement of Cash Flows

For the Years from January 1 to December 31, 2024 and 2023

(Continued from previous page)

(Continued from previous page)

Lingsen Precision Industries, Limited.

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

List of director (including independent director) candidates

Lingsen Precision Industries, Limited.

Articles of Incorporation

Chapter 1 General Provisions

Chapter 2 Capital Stock

Chapter 3 Shareholders’ Meeting

LPI AGM Information 2025