Stock Code: 1783

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MAXIGEN BIOTECH INC.

2024 Annual Shareholders’ Meeting Meeting Handbook

Time: June 13, 2024, 9:00AM Address: No. 88, Keji 1st Rd., Guishan District, Taoyuan City (3rd Floor Meeting Room of the Company)

Page I. Meeting Procedures .................................................................................................................. 1 II. Meeting Agenda ........................................................................................................................ 2 1. Status Report .......................................................................................................................... 3 2. Matters for Ratification ......................................................................................................... 3 3. Matters for Discussion ........................................................................................................... 5 4. Election Matters ..................................................................................................................... 5 5. Other Matters ......................................................................................................................... 6 6. Extempore Motions ............................................................................................................... 6 III. Attachment ................................................................................................................................ 7 1. Business Report ..................................................................................................................... 7 2. Report by the Audit Committee on review of the 2023 Annual Accounting Final Reports and Statements ......................................................................................................... 9 3. 2023 CPA Audit Report and Financial Statements ............................................................. 10 4. Remuneration of Individual Directors and Independent Directors...................................... 33 5. Table for Comparison of Amendments to the Articles of Incorporation with the Current Version ................................................................................................................... 34 6. Removal of Non-Competition Restrictions for Directors .................................................... 37 IV. Appendix ................................................................................................................................. 39 1. Articles of Incorporation ..................................................................................................... 39 2. Rules of Procedure of the Shareholders’ Meeting ............................................................... 47 3. Measures for Electing Directors .......................................................................................... 56 4. Shareholding of Directors and the Minimum Shareholding Requirements ......................... 58

Maxigen Biotech Inc.

Meeting Procedures for 2024 Shareholders' Meeting

Meeting time: June 13, 2024 (Monday), 9:00AM

Venue: 3rd floor meeting room of the Company (No. 88, Keji 1st Rd., Guishan District, Taoyuan City)

Convening method: physical Shareholders' Meeting

Call the Meeting to Order
Chairman Remarks
Management Presentation (Company Reports)
Matters for Ratification
Matters for Discussion
Election Matters
Other Matters
Extempore Motions
Adjournment
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Maxigen Biotech Inc.

Meeting Agenda for 2024 Shareholders’ Meeting

I. Chairperson Remarks
II. Status Report
(1) The Company’s 2023Business Report
(2) Report by the Audit Committee on review of the 2023 Annual Accounting Final Reports and Statements
(3) Report on 2023employees’ profit-sharing bonus and Directors’ compensation.
(4) Report on the remuneration of individual directors in 2023.
III. Matters for Ratification
(1) Adoption of 2023 Business Report and Financial Statements
(2) Adoption of the proposal for distribution of 2023 profits
IV. Matters for Discussion
(1) Amendments to the Articles of Incorporation
V. Election Matters
(1) Comprehensive Board of Directors Election Proposal
VI. Other Matters
(1) Proposal for the Removal of Restrictions on New Directors and their Representatives from Engaging in Competitive Activities

VII. Extempore Motions

VIII. Adjournment

Status Report

Case 1: The Company’s 2023 Business Report.

Explanation: (1) Please refer to Page 7 to 8 (Attachment 1) of the Handbook for the Business Report.

(2) Please refer to Page 10 to 32 (Attachment 3) of this Handbook for the Financial Statements.
Case 2: Report by Audit Committee on review of the 2023 Annual accounting Final Reports and Statements.
Explanation: Please refer to Page 9 (Attachment 2) of the Handbook for the Report by Audit Committee.

Case 3: Report on 2023employees’ profit-sharing bonus and Directors’ compensation.

Explanation: (1) Under Article 19 of the Company’s Articles of Incorporation, not less than 5% of the Company’s annual profits shall be appropriated as remuneration to employees, and not more than 5% of the Company’s annual profits shall be appropriated as remuneration to directors.
(2) As approved by the Board of Directors’ Meeting on March 12, 2024, the amount of employees’ remuneration for 2023 is NT$21,455,033, and the amount of Directors’ remuneration is NT$5,400,000, all of which is paid in cash.

Case 4: Report on the remuneration of individual directors in 2023.

Explanation: Please refer to Page 33 (Attachment 4) of the Handbook for the Report on the Remuneration of Individual Directors.

Matters for Ratification

(Proposed by the Board)

Case 1: Please ratify the Company’s 2023 business report and financial statements.

Explanation: (1) The Company’s 2023 annual financial report, consolidated financial statements, and business report have been completed. The individual financial report and consolidated financial statements have been audited by Ming-Chuan Hsu, Certified Public Accountant, and Ping-Chun Chih, Certified Public Accountant, and approved by the Audit Committee and the Board of Directors on March 12, 2024.
(2) Please refer to Pages 7 to 8 (Attachment 1) and 10 to 32 (Attachment 3) of the Handbook for the 2023 Business Report, CPA Audit Report, and Individual Financial Report and Consolidated Financial Statements.
(3) Please Ratification.

Resolution:

(Proposed by the Board)

Case 2: Adoption of the proposal for distribution of 2023 profits.

Explanation: (1) The proposed distribution of earnings is based on the total number of issued shares of 88,957,115 and a cash dividend of NT$1 per share, totaling NT$88,957,115.

(2) 2023 Earnings Distribution Statement is as below:

Maxigen Biotech Inc. Earnings Distribution Table 2023

Maxigen Biotech Inc. Earnings Distribution Table 2023	Maxigen Biotech Inc. Earnings Distribution Table 2023	Maxigen Biotech Inc. Earnings Distribution Table 2023
Unit: NT$ thousand
Beginningretained earnings		$ 40,092,115
Defined benefit plan remeasurement reflected in retained earnings	27,494
Employee stock options included in the retained balance	(6,501,084)
2023 Net Profit after Tax	165,828,194
The net profit after tax of current year plus the amount of items other than the net profit after tax of current year but included in the undistributed earnings of the currentyear		159,354,604
Provision for Legal Reserve(10%)		(15,935,460)
Special surplus reserve withdrawn accordingto law		(66,711,606)
Distributable surplus		116,799,653
Earnings distribution
Cash dividends($1per share)		(88,957,115)
Unappropriated retained earnings at the end of theperiod		$ 27,842,538

Chairman: Yung-Hsiang LinManager: Ching-Ting Chen Accounting Manager: Ruei-Yi Wu

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(3) After the proposal of the distribution of earnings has been approved in Shareholders’ Meeting, the Chairman will be authorized to set an ex-dividend date, distribution date and decide on other related matters.
(4) If the share capital is changed at a later date and affects the dividend rate of the shareholders’ bonus, it is proposed that the Shareholders’ Meeting authorize the Chairman of the Board to handle the situation at his sole discretion.
(5) The cash dividends are calculated up to the dollar amount, and the amount below the dollar amount is unconditionally rounded off. The total monetary value of less than one dollar distribution is adjusted from the decimal point from the largest to the smallest and the account number from the front to the back to meet the total cash dividends distributed.
(6) Please Ratification.

Resolution:

Matters for Discussion

1. Proposed by the Board

Proposal: Proposal for the amendments to the Articles of Incorporation

Explanation:
(1) In order to meet the operational requirements, it is proposed to amend some provisions of the Articles of Incorporation of MBI. For the Table for Comparison of Amendments to the Articles of Incorporation with the Current Version, please refer to Pages 34 to 36, Attachment 5.
(2) Please discuss.

Resolution:

Election Matters

Proposed by the Board
Proposal: Comprehensive Board of Directors election proposal Explanation:
- (1) The Directors' term of office expires on July 11, 2024, and it is proposed to propose a full re-election of 7 Directors at the Annual Shareholders' Meeting on June 13, 2024, and the above-mentioned number of Directors to be elected includes 3 Independent Directors.
- (2) In accordance with Article 13 of the Articles of Incorporation of MBI, the Company shall adopt a candidate nomination system for the election of directors, and the shareholders shall elect the candidates from the list of candidates.
- (3) The list of candidates for the current term of directors and independent directors is as follows MOPS announcement.
- (4) Please elect.

Resolution:

Other Matters

Proposed by the Board
Proposal: Proposal for the Removal of Restrictions on New Directors and their Representatives from Engaging in Competitive Activities.

Explanation:

(1) In accordance with Article 209 of the Company Act, "A director who performs an act for himself/herself or another person that falls within the scope of the Company's business shall explain the material content of his/her act to the shareholders' meeting and obtain permission.
(2) In view of the fact that the new directors to be elected after the Company's annual shareholders' meeting in 2024 may also serve as directors of companies with the same or similar business scope as the Company, and without prejudice to the Company's interests, the Company shall request the annual shareholders' meeting to lift the prohibition on the new directors from competing for business in accordance with Article 209 of the Company Act. please refer to Pages 37 to 38, Attachment 6.
(3) Please discuss.

Resolution:

Extempore Motions

Adjournment

Attachment 1

Maxigen Biotech Inc. Business Report

Dear Shareholders,

The core technology of Hekang Biotechnology Co., Ltd. is the application of two types of biopolymer materials, collagen and hyaluronic acid (also known as hyaluronic acid), in biomedical and health products. After years of effort, the Biomedical Division of Hekang Company has successfully developed 23 advanced implantable medical materials for use in orthopedics, dentistry, ophthalmology, medical aesthetics, surgery, otolaryngology, and other fields, and has obtained a total of 81 product licenses including Taiwan, the European Union, the United States, Indonesia, Malaysia, the Philippines, the Middle East, Russia, and China. Hekang's vision is to strive towards "joining and improving human life"! In 2024, we will continue to implement the operational policy of "producing good products, serving global customers, and supporting customer globalization", accompanied by the development of automation equipment and the enhancement of employee benefits to attract elite talents.

As of the end of 2023, Hekang has established three main business teams to serve global customers, with a global business center of 60 people, including the Taiwan direct sales team, the China business team, and the foreign business team, actively opening up markets around the world. In 2023, they participated in a total of 40 domestic and international exhibitions. Taiwan continues to cooperate with existing distributors, continue to deeply cultivate the Taiwan market, hold seminars, Webinars, participate in medical conferences, biotechnology exhibitions, and attack major medical centers, regional hospitals, and regional hospitals, clinics, etc; Sidengling Oxygen Hyaluronic Acid was re launched in July 2023, continuously expanding its product line. The Chinese business team has recruited businesses with rich experience in the Chinese medical device market. In 2023, we will delve into medical aesthetics, participate in major exhibitions, hold lectures, and training courses. In 2024, we will also participate in the six major dental exhibitions. In 2023, the foreign business team will establish certification in various countries and collaborate with the TCI business team to create a bio integrated design firm, focusing on developing global clients in Europe, North America, Central and South America, Southeast Asia, the Middle East, Africa, and other regions. In 2023, they will also obtain MDSAP certification and expand their presence in various countries such as the United States, Brazil, Canada, and Japan to help clients globalize.

The R&D and Design Center will transfer TCI Group's Synthetic Biology Laboratory to Hekang to replace existing animal derived collagen, cultivate and produce non animal derived collagen in a microbial manner, and will no longer be affected or restricted by animal diseases or pandemic blockages in the future. This is the cornerstone of Hekang's innovation for the next 10 years, as well as the foundation for collagen products, and various functional collagen proteins can be adjusted according to needs. The technology of other new products is gradually maturing and developing prototype types. The new products will be launched gradually from 2024 to 2028.

Hekang will gradually establish ESG plans in 2023, including greenhouse gas inventory, low-carbon, intelligent diagnosis, frequency converters, LED lighting fixtures, smart meters, environmentally friendly tableware, etc; Collaborated with the Baby Social Welfare Association to complete the Anxin Shuguo Plan and Small Farm Farming Plan, held health education lectures with the Childless Watermelon Social Welfare Foundation, cared about the health of elders, and organized the Guanyin Mountain Cleansing Activity with the organic living environment education promotion association of the Republic of China. Received the 2023 ACES Award (Asia Corporate).

2023 Financial Performance

1. Operational Results:

Unit: NT$ thousand

Maxigen Biotech Inc.	Maxigen Biotech Inc.	Maxigen Biotech Inc.	Maxigen Biotech Inc.	Maxigen Biotech Inc.
Consolidated Income Statement
Item	2022	2021	Difference	%
Net Revenue	622,115	604,431	17,684	2.9%
OperatingCosts	198,021	230,439	-32,418	-14.1%
Gross Profit	424,094	373,992	50,102	13.4%
OperatingExpenses	274,244	245,376	28,868	11.8%
Income from Operations	149,850	128,616	21,234	16.5%
Other OperatingIncome and Expenses	43,292	37,164	6,128	16.5%
Pre-tax Income	193,142	165,780	27,362	16.5%
Income Tax Expense	27,314	26,376	938	3.6%
Net Income	165,828	139,404	26,424	18.9%

2. Analysis of Financial Performance

(1) The Company’s net operating revenue for 2023 was NT$622,115,000, an increase of NT$17,684,000, or 3%, from NT$604,431,000 in 2021.The revenue of the Biomedical Products Division increased by NT$41,981,000, or 8%, to NT$601,701,000 compared to NT$559,720,000 in 2022, mainly due to the increase in the number of regions where the products were sold and the expansion of the customer base.
(2) In 2023, operating expenses were NT$274,244,000, an increase of NT$28,868,000 compared to 2022, mainly due to increased investment in sales personnel, exhibitions, R&D clinical trials, biocompatibility, and certifications.
(3) Gross profit for 2023 was NT$424,094,000, an increase of NT$50,102,000, or 13%, from NT$373,992,000 in 2022.Net profit after tax was NT$139,404,000, an increase of 59.0% compared to 2021.

Chairman: Yung-Hsiang Lin Manager: Ching-Ting Chen Accounting Manager: Ruei-Yi Wu

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Attachment 2

Audit Committee Report

The Audit Committee has audited the Company’s 2023 financial statements, which have been audited by CPAs of PwC Taiwan, Ming-Chuan Hsu and Ping-Chun Chih, together with the Business Report and Distribution of Earnings, and has concluded that there are no discrepancies. In accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act, this report is submitted for examination and approval.

Maxigen Biotech Inc. 2024 Annual Shareholders’ Meeting

Chairman of the Audit Committee: Sung-Yuan Liao

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May 3, 2024

Attachment 3

INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE

To the Board of Directors and Shareholders of Maxigen Biotech Inc.

Opinion

We have audited the accompanying consolidated balance sheets of Maxigen Biotech Inc. and subsidiaries (the “Group”) as at December 31, 2023 and 2022, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of 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 at December 31, 2023 and 2022, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission.

Basis for opinion

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

10 -

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Group’s 2023 consolidated financial statements. These matters were addressed in the context of our audit of the consolidated financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.

Key audit matters for the Group’s 2023 consolidated financial statements are stated as follows:

Existence and occurrence of top ten customers

Description

The Group is primarily engaged in the production and sale of biomedical materials and care products. Other than Taiwan, the Group’s customers are spread in America, Europe, Mainland China and South East Asia, the transaction terms for each customer were not the same, the audit procedures required more manpower, and the revenue from the Group’s top 10 customers represented a significant proportion in the operating revenue of the consolidated financial statements. Thus, we considered the existence and occurrence of top 10 sales customers as a key audit matter.

Please refer to Note 4(26) for accounting policies on revenue recognition and Note 6(18) for details of sales revenue.

How our audit addressed the matter

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

Understood and tested the internal control of sales revenue recognition of top 10 customers, and tested the effectiveness of internal control in relation to the sales revenue.
Sampled and verified the sales orders and delivery documents of top 10 customers, and confirmed that the sales revenue transaction actually occurred.
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Sampled and verified the sales returns and discounts of top 10 customers, and confirmed the existence of sales revenue recognition.

Other matter – Parent company only financial statements

We have audited and expressed an unqualified opinion on the parent company only financial statements of the Group as at and for the years ended December 31, 2023 and 2022.

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

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

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

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

12 -

Auditors’ responsibilities for the audit of the consolidated financial statements

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

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

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

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

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

14 -

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

Hsu, Ming-Chuan

Chih, Ping-Chiun

For and on Behalf of PricewaterhouseCoopers, Taiwan March 12, 2024

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

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

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MAXIGEN BIOTECH INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars)

Assets	Notes 6(1) 6(3) and 8 6(4) 6(4) 7 7 6(5) 6(6) 6(2) 6(7) 6(9) 6(10) 6(25) 6(6)	December 31, 2023 December 31, 2022 AMOUNT % AMOUNT % �� �� �� �� �� � �� � �� � �� � �� � �� � �� � �� � �� � �� � � � �� � �� � �� � �� � �� � �� � �� � �� �� �� �� �� �� � � �� �� �� �� � � �� � �� � �� � �� � �� � �� � �� � �� �� �� �� �� �� �� ��	December 31, 2022	December 31, 2022
				%
Current assets 1100 Cash and cash equivalents 1136 Current financial assets at amortised cost 1150 Notes receivable, net 1170 Accounts receivable, net 1180 Accounts receivable - related parties 1200 Other receivables 1210 Other receivables - related parties 130X Inventories 1410 Prepayments 1470 Other current assets 11XX Total current assets Non-current assets 1517 Non-current financial assets at fair value through other comprehensive income 1600 Property, plant and equipment 1760 Investment property, net 1780 Intangible assets 1840 Deferred income tax assets 1900 Other non-current assets 15XX Total non-current assets 1XXX Total assets
				��

(Continued)

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MAXIGEN BIOTECH INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars)

Liabilities and Equity	December 31, 2023 December 31, 2022 Notes AMOUNT % AMOUNT % 6(18) �� � �� � �� � � � �� � �� � 7 �� � �� � 6(11) �� � �� � 7 �� � �� � �� � �� � �� � �� � �� � �� �� 6(25) �� � �� � �� � �� � �� � �� � �� � �� �� 6(14) �� �� �� �� �� � � � 6(15) �� �� �� �� 6(16) �� � �� � �� � �� � �� �� �� �� 6(17) � �� �� �� � �� �� �� �� �� �� �� �� 9 �� �� �� ��	December 31, 2022	December 31, 2022
			%
Current liabilities 2130 Current contract liabilities 2150 Notes payable 2170 Accounts payable 2180 Accounts payable - related parties 2200 Other payables 2220 Other payables - related parties 2230 Current income tax liabilities 2399 Other current liabilities, others 21XX Total current liabilities Non-current liabilities 2570 Deferred income tax liabilities 2600 Other non-current liabilities 25XX Total non-current liabilities 2XXX Total liabilities Equity attributable to owners of parent Share capital 3110 Share capital - common stock 3140 Advance receipts for share capital Capital surplus 3200 Capital surplus Retained earnings 3310 Legal reserve 3320 Special reserve 3350 Unappropriated retained earnings Other equity interest 3400 Other equity interest 31XX Equity attributable to owners of the parent 3XXX Total equity Significant events after the balance sheet date 3X2X Total liabilities and equity
			��

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

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MAXIGEN BIOTECH INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2023 AND 2022

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

				Year	ended December 31	ended December 31	ended December 31
				2023			2022
	Items	Notes		AMOUNT	%		AMOUNT	%
4000	Sales revenue	6(18)	�	�� ��		�	��	��
5000	Operating costs	6(5)	� ��		�� ��				��
5900	Net operating margin		�� ��			��			��
Operating expenses 6(12)(23)(24) 6100 Selling expenses � �� �� �� ��
6200	General and administrative expenses		� ��		�� ��				��
6300	Research and development expenses		� ��		�� ��				��
6450	Expected credit impairment loss	12(2)	� �� �� ��						��
6000	Total operating expenses		� ��		�� ��				��
6900	Operating profit		�� ��			��			��
Non-operating income and expenses 7100 Interest income 6(19) �� � �� �
7010	Other income	6(20)	�� �			��			�
7020	Other gains and losses	6(21)	�� �			��			�
7050	Finance costs	6(22)	� �� ��						�
7000	Total non-operating income and
	expenses		�� �			��			�
7900	Profit (loss) before income tax		�� ��			��			��
7950	Income tax expense	6(25)	� ��		�� ��				��
8200	Profit (loss) for the period		�	�� ��		�	��		��
	Other comprehensive income (loss) Components of other comprehensive
	income that will not be reclassified to
profit or loss 8311 Gains (losses) on remeasurements of 6(12)(17)
	defined benefit plans		�	�� �		�	��		�
8316	Unrealised losses from investments	6(2)(17)
	in equity instruments measured at
	fair value through other
	comprehensive income		� ��		�� �				�
	Other comprehensive income (loss)
	that will be reclassified to profit or
loss 8361 Financial statements translation 6(17)
	differences of foreign operations		�� �� ��						�
8300	Total other comprehensive (loss)
	income for the period		��	��	��		��		�
8500	Total comprehensive income for the
	period		�	�� ��		�	��		��
Profit attributable to: 8610 Owners of the parent � �� �� � �� ��
Comprehensive income attributable to: 8710 Owners of the parent � �� �� � �� ��
Earnings per share (In dollars) 6(26) 9750 Basic earnings per share � �� � ��
9850	Diluted earnings per share		�		��	�		��

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

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MAXIGEN BIOTECH INC.9 AND SUBSIDIARIES AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars)

Equity attributable to owners of the parent

For the year ended December 31, 2022 Balance at January 1, 2022 Profit for the period Other comprehensive loss for the year Total comprehensive income (loss) Appropriations of 2021 earnings Legal reserve Reversal of special reserve Stock dividends Share-based payments Balance at December 31, 2022 For the year ended December 31, 2023 Balance at January 1, 2023 Profit for the period Other comprehensive loss for the period Total comprehensive income (loss) Appropriations of 2022 earnings Legal reserve Special reserve Cash dividends Stock dividends Share-based payments Exercise of employee stock purchase plans Balance at December 31, 2023	Notes		Capital	Capital	Capital		Capital surplus, additional paid-in capital			Retained Earnings	Retained Earnings	Retained Earnings	Other equity interest	Other equity interest		Total equity
			Share capital - common stock	Advance receipts for share capital					Legal reserve	Special reserve		Unappropriated retained earnings	Financial statements translation differences of foreign operations	Unrealised losses from financial assets measured at fair value through other comprehensive income
	6(2)(17) 6(16) 6(13) 6(2)(17) 6(16) 6(16) 6(13)		� �� � � � � � �� � � �� � �� � � � � � � �� � � � ��		� � � � � � � � � � � � � � � � � � � � � �� � ��		� �� � � � � � � �� � �� � �� � � � � � � � �� � � ��		� �� � � � �� � � � � �� � �� � � � �� � � � � � � ��	� �� � � � � � �� � � � �� � �� � � � � �� � � � � � ��	� �� �� �� �� �� � �� � �� � �� � �� � �� �� �� �� �� � � �� �� �� � � � �� � � ��		�� �� � � �� � �� � � � � �� �� �� �� � �� �� � � � � � � �� ��	� � � � � � � � � � � � � � � �� � �� � � � � � � �� ��	� �� �� �� �� � � � �� � �� � �� �� � �� �� � � � �� � �� �� � ��

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

19 -

MAXIGEN BIOTECH INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax
Adjustments
Adjustments to reconcile profit (loss)
Expected credit impairment loss
Loss (gain) on disposal of property, plant and equipment
Gain on disposal of investment property
Gains arising from lease modifications
Depreciation
Amortisation
Interest income
Dividend income
Interest expense
Compensation cost arising from employee stock options
Changes in operating assets and liabilities
Changes in operating assets
Notes receivable, net
Accounts receivable
Accounts receivable - related parties
Other receivables
Other receivables - related parties
Inventories
Prepayments
Other current assets
Changes in operating liabilities
Contract liabilities - current
Notes payable
Accounts payable
Accounts payable - related parties
Other payables
Other payables - related parties
Other current liabilities
Cash inflow generated from operations
Interest received
Dividends received
Interest paid
Income tax paid
Net cash flows from operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of non-current financial assets at fair value through other
comprehensive income
Acquisition of property, plant and equipment
Proceeds from disposal of property, plant and equipment
Proceeds from disposal of investment property
(Increase) decrease in refundable deposits
Acquisition of intangible assets
Decrease in other non-current assets
Decrease in financial assets at amortised cost
Increase in prepayments for purchase of equipment
Net cash flows (used in) from investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Decrease in guarantee deposits
Lease liabilities paid
Cash dividends paid
Employee stock options
Net cash flows used in financing activities
Effects due to changes in exchange rate
Net (decrease) increase in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year

Year ended December 31
Notes
2023
2022
�
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12(2)
��
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6(21)
��
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6(21)
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6(21)
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6(7)(8)(9)(23)
��
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6(10)(23)
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6(19)
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6(20)
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6(22)
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6(13)
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6(2)
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6(27)
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6(9)
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6(9)
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6(10)
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6(28)
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6(1)
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The accompanying notes are an integral part of these consolidated financial statements.

20 -

INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE

To the Board of Directors and Shareholders of Maxigen Biotech Inc.

Opinion

We have audited the accompanying �� balance sheet of Maxigen Biotech Inc., Ltd. (the “Company”) as at December 31, 2023 and 2022, and the related �� statements of comprehensive income, of changes in equity and of cash flows for the year then ended, and notes to the �� financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the ��financial position of Maxigen Biotech Inc., Ltd as at December 31, 2023 and 2022, and its �� financial performance and its �� cash flows for the year then ended in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations that came into effect as endorsed by the Financial Supervisory Commission.

Basis for opinion

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

21 -

and appropriate to provide a basis for our opinion.

Key audit matters

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

The key audit matters in relation to the parent company only financial statements for the year ended December 31, 2023 are outlined as follows:

Existence and occurrence of top ten customers

Description

The Company and its subsidiaries (listed as investments accounted for under equity method) are primarily engaged in production and sales of biomedical materials and care products. Except for Taiwan, the Company’s and its subsidiaries’ (listed as investments accounted for under equity method) customers are spread in America, Europe, Mainland China and South East Asia, the transaction terms for each customer were not the same, the audit procedures required more human resource, and the revenue from the Company’s and its subsidiaries’ (listed as investments accounted for under equity method) top 10 customers presented significant proportion in the operating revenue of consolidated financial statements. Thus, we considered existence and occurrence of top 10 sales customers as a key audit matter.

Please refer to Note 4(25) for accounting policies on revenue recognition and Note 6(19) for details of sales revenue and Note 6(6) for details of investments accounted for under equity method.

22 -

How our audit addressed the matter

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

A. Understood and tested the internal control of sales revenue recognition of top 10 customers, and tested the effectiveness of internal control in relation to the sales revenue.
B. Sampled and verified the sales orders and delivery documents of top 10 customers, and confirmed that the sales revenue transaction actually occurred.
C. Sampled and verified the sales returns and discounts of top 10 customers, and confirmed the existence of sales revenue recognition.

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

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

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

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

23 -

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

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

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

Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
24 -
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the parent company only financial statements, including the disclosures, and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.

25 -

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the parent company only financial statements of the current period and are therefore the key audit matters. We describe these matters in our 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.

Hsu, Ming-Chuan

Chih, Ping-Chiun

For and on behalf of PricewaterhouseCoopers, Taiwan March 12, 2024

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

26 -

MAXIGEN BIOTECH INC.

PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars)

Assets	December 31, 2023 AMOUNT % � �� �� �� � �� � �� � �� � �� � �� � �� � �� � �� � �� �� �� �� � � �� �� � � �� � �� � �� � �� �� � �� ��	December 31, 2022	December 31, 2022
	AMOUNT � �� �� �� �� �� �� �� �� �� �� �� �� � �� � �� �� �� �� � ��	AMOUNT � �� �� �� �� �� �� �� �� �� �� �� � �� �� �� �� �� �� �� � ��	%
Current assets 1100 Cash and cash equivalents 1136 Current financial assets at amortised cost 1150 Notes receivable, net 1170 Accounts receivable, net 1180 Accounts receivable - related parties, net 1200 Other receivables 1210 Other receivables - related parties 130X Current inventories 1410 Prepayments 1470 Other current assets 11XX Current assets Non-current assets 1517 Non-current financial assets at fair value through other comprehensive income 1550 Investments accounted for using equity method 1600 Property, plant and equipment 1760 Investment property, net 1780 Intangible assets 1840 Deferred tax assets 1900 Other non-current assets 15XX Non-current assets 1XXX Current tax assets			�� � � � � � � � � �
			��
			� � �� � � � �
			��
			��

(Continued)

27 -

MAXIGEN BIOTECH INC.

PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars)

Liabilities and Equity	December 31, 2023 December 31, 2022 Notes AMOUNT % AMOUNT % 6(19) �� � �� � �� � � � �� � �� � 7 �� � �� � 6(12) �� � �� � 7 �� � �� � 6(26) �� � �� � �� � �� � �� � �� �� �� � �� � 6(6) �� � �� � �� � �� � �� �� �� �� 6(15) �� �� �� �� �� � � � 6(16) �� �� �� �� 6(17) �� � �� � �� � �� � �� �� �� �� 6(18) � �� �� �� � �� �� �� �� �� �� �� ��	December 31, 2022	December 31, 2022
			%
Current liabilities 2130 Current contract liabilities 2150 Notes payable 2170 Accounts payable 2180 Accounts payable - related parties 2200 Other payables 2220 Other payables - related parties 2230 Current income tax liabilities 2300 Other current liabilities 21XX Current liabilities Non-current liabilities 2570 Deferred tax liabilities 2600 Other non-current liabilities 25XX Non-current liabilities 2XXX Liabilities Equity Share capital 3110 Ordinary share 3140 Advance receipts for share capital Capital surplus 3200 Capital surplus Retained earnings 3310 Legal reserve 3320 Special reserve 3350 Unappropriated retained earnings Other equity interest 3400 Other equity interest 3XXX Equity 3X2X Total liabilities and equity
			��

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

28 -

MAXIGEN BIOTECH INC.

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2023 AND 2022

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

				Year	ended December 31	ended December 31	ended December 31
				2023			2022
	Items	Notes		AMOUNT	%		AMOUNT	%
4000	Sales revenue	6(19) and 7	�	�� ��		�	��	��
5000	Operating costs	6(5)(15)(25)(26)
		and 7	� ��		�� ��				��
5900	Net operating margin		�� ��			��			��
5910	Unrealized profit from sales	6(6)	� ��		�� ��				��
5920	Realized profit from sales	6(6)	�� �			�			�
5950	Net operating margin		�� ��			��			��
Operating expenses 6(15)(25)(26) 6100 Selling expenses � �� �� �� ��
6200	General and administrative expenses		� ��		�� ��				��
6300	Research and development expenses		� ��		�� ��				��
6450	Expected credit impairment losses	12(2)	� �� �� ��						��
6000	Total operating expenses		� ��		�� ��				��
6900	Operating profit		�� ��			��			��
Non-operating income and expenses 7100 Interest income 6(20) �� � �� �
7010	Other income	6(21) and 7	�� �			��			�
7020	Other gains and losses	6(22)	�� �			��			�
7050	Finance costs	6(23)	� �� ��						�
7070	Share of (loss) profit of associates	6(6)
	and joint ventures accounted for
	using equity method, net		� ��		� ��				�
7000	Total non-operating income and
	expenses		�� �			��			�
7900	Profit (loss) before income tax		�� ��			��			��
7950	Income tax expense	6(26)	� ��		�� ��				��
8200	Profit (loss) for the year		�	�� ��		�	��		��
	Other comprehensive income Components of other comprehensive
	income that will not be reclassified to
profit or loss 8311 Gains (losses) on remeasurements of 6(13)(18)
	defined benefit plans		�	�� �		�	��		�
8316	Unrealised losses from investments	6(2)(18)
	in equity instruments measured at
	fair value through other
	comprehensive income		� ��		�� �				�
	Components of other comprehensive
	income that will be reclassified to
profit or loss 8361 Financial statements translation 6(6)(18)
	differences of foreign operations		�� �� ��						�
8300	Other comprehensive loss for the
	year		��	��	��		��		�
8500	Total comprehensive income for the
	year		�	�� ��		�	��		��
Earnings per share (In dollars) 9750 Basic earnings per share 6(27) � �� � ��
9850 Diluted earnings per share 6(27) � �� � ��

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

29 -

MAXIGEN BIOTECH INC.

PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars)

For the year ended December 31, 2022 Balance at January 1, 2022 Profit for the year Other comprehensive income (loss) for the year Total comprehensive income Appropriations of 2021 earnings Legal reserve Reversal of special reserve Stock dividends Share-based payments Balance at December 31, 2022 For the year ended December 31, 2023 Balance at January 1, 2023 Profit for the year Other comprehensive income (loss) for the year Total comprehensive income Appropriations of 2022 earnings Legal reserve Reversal of special reserve Stock dividends Cash dividends Share-based payments Exercise of employee stock purchase plans Balance at December 31, 2023	Notes		Capital	Capital	Capital	Total capital surplus, additional paid- in capital	Total capital surplus, additional paid- in capital			Retained Earnings	Retained Earnings		Other equity interest	Other equity interest		Amount
			Share capital - common stock		Advance receipts for share capital				Legal reserve		Special reserve	Total unappropriated retained earnings (accumulated deficit)	Financial statements translation differences of foreign operations	Unrealised losses from financial assets measured at fair value through other comprehensive income
	6(18) 6(17) 6(14)(25) 6(18) 6(17) 6(17) 6(14)(25)		� �� � � � � � �� � � �� � �� � � � � � �� � � � � ��		� � � � � � � � � � � � � � � � � � � � � �� � ��		�� � � � � � � �� �� �� � � � � � � � �� � ��		� �� � � � �� � � � � �� � �� � � � �� � � � � � � ��	� �� � � � � � �� � � � �� � �� � � � � �� � � � � � ��		� �� �� �� �� � �� �� � �� � �� �� �� �� �� �� � �� � �� � �� � �� � �� � ��	�� �� � � �� � �� � � � � �� �� �� �� � �� �� � � � � � � �� ��	� � � � � � � � � � � � � � � �� � �� � � � � � � �� ��	�� �� �� �� � � � �� �� �� �� � �� �� � � � � �� �� �� ��

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

30 -

MAXIGEN BIOTECH INC.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars)

Year ended December 31
Notes
2023
2022
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6(4)
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6(22)
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6(16)
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(Continued)

31 -

MAXIGEN BIOTECH INC.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2023 AND 2022

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM INVESTING ACTIVITIES
Decrease in financial assets at amortised cost
Acquisition of property, plant and equipment
Proceeds from disposal of property, plant and
equipment
Proceeds from disposal of investment property
Acquisition of intangible assets
Decrease in refundable deposits
Increase in prepayments for purchase of equipment
(Increase) decrease in other non-current assets
Acquisition of non-current financial assets at fair
value through other comprehensive income
Net cash flows (used in) from investing
activities
CASH FLOWS FROM FINANCING ACTIVITIES
Repayments of principal portion of lease liabilities
Decrease in other non-current liabilities
Cash dividends paid
Employee stock options
Net cash flows used in financing activities
Net (decrease) increase in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year

Year ended December 31
Notes
2023
2022
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6(28)
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The accompanying notes are an integral part of these parent company only financial statements.

32 -

Attachment 4

Remuneration of Individual Directors and Inde endent Directors p

Unit: NT$ Thousand, %

Title	Name	Director’s Remuneration	Director’s Remuneration	Director’s Remuneration	Director’s Remuneration	Director’s Remuneration	Director’s Remuneration	Director’s Remuneration	Director’s Remuneration	A+B+C+D and their proportion to net income after tax (Note 10)	A+B+C+D and their proportion to net income after tax (Note 10)	Related Remuneration received by part-time employees	Related Remuneration received by part-time employees	Related Remuneration received by part-time employees	Related Remuneration received by part-time employees	Related Remuneration received by part-time employees	Related Remuneration received by part-time employees	Related Remuneration received by part-time employees	Related Remuneration received by part-time employees	Total Remuneration (A+B+C+D+F+G) and their proportion to net profit after tax(Note 10)	Total Remuneration (A+B+C+D+F+G) and their proportion to net profit after tax(Note 10)	Receive remuneration from a foreign invested business or parent company (note 11)
		Remuneration (A) (Note 2)		Retirement pension (B)		Directors’ remuneration (C) (Note 3)		Business execution costs (D) (note 4)				Salaries, bonuses and special expenses, etc. (E) (Note 5)		Retirement pension (F)		Employee remuneration (G) (note 6)
		MBI	All companies included in the financial statements (note 7)	MBI	All companies included in the financial statements (note 7)	MBI	All companies in the financial report (Note 7)	MBI	All companies in the financial report (Note 7)	MBI	All companies in the financial report	MBI	All companies in the financial report (Note 7)	MBI	All companies included in the financial statements (note 7)	Subsidiary of		All companies in the financial report (Note 7)		MBI	All companies in the financial report
																Cash	Stock	Cash	Stock
Director	TCI Co., Ltd. (shares) Representative: Yung-HsiangLin	0	0	0	0	600	600	90	90	0.42	0.42	3600	3600	0	0	2476	0	2476	0	6,766 4.08	6,766 4.08	0
	TCI Co., Ltd. (shares) Representative: Jing-TingChen	0	0	0	0	600	600	70	70	0.40	0.40	3600	3600	108	108	2,476	0	2,476	0	6,854 4.13	6,854 4.13	0
	TCI Co., Ltd. (shares) Representative: Zhen-Zhen Fu	0	0	0	0	600	600	60	60	0.40	0.40	0	0	0	0	0	0	0	0	660 0.40	660 0.40	0
	TCI Co., Ltd. (shares) Representative: Cong-JieQiu	0	0	0	0	402	402	50	50	0.27	0.27	0	0	0	0	0	0	0	0	452 0.27	452 0.27	0
	China Investment & Development (shares) Representative: Xiu-Yuan Li	0	0	0	0	600	600	60	60	0.40	0.40	0	0	0	0	0	0	0	0	660 0.40	660 0.40	0
	Formosa Biomedical Technology Corp. institutional director representative: Shih- MingLai	0	0	0	0	402	402	60	60	0.28	0.28	0	0	0	0	0	0	0	0	462 0.28	462 0.28	0
	Sung-Yuan Liao	0	0	0	0	600	600	200	200	0.48	0.48	0	0	0	0	0	0	0	0	800 0.48	800 0.48	0
	Shih-Ming Li	0	0	0	0	600	600	180	180	0.47	0.47	0	0	0	0	0	0	0	0	780 0.47	780 0.47	0
	Zhong-Ming Zeng	0	0	0	0	600	600	200	200	0.48	0.48	0	0	0	0	0	0	0	0	800 0.48	800 0.48	0

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Attachment 5

Maxigen Biotech Inc.

Table for Comparison of Amendments to the Articles of Incorporation with the Current Version

	Current Version
Before amendment	After amendment	Reason for amendment
Article 19-1: If there is any surplus in the annual accounts of our company, all taxes shall be paid in accordance with the law to make up for losses in previous years. If there is still surplus, 10% shall be allocated as statutory surplus reserve; When the accumulated statutory surplus reserve has reached the total capital of the company, this restriction shall not apply. In addition, special surplus reserves shall be set aside or converted in accordance with relevant laws and regulations. If there is still surplus and the undistributed surplus at the beginning of the same period is considered as shareholder dividends, the board of directors shall formulate a distribution plan and distribute it after the resolution of the shareholders' meeting.	Article 19-1: If there is any surplus in the annual accounts of our company, all taxes shall be paid in accordance with the law to make up for losses in previous years. If there is still surplus, 10% shall be allocated as statutory surplus reserve; However, when the statutory surplus reserve has reached the total paid in capital, this restriction shall not apply. In addition, special surplus reserves shall be allocated or converted in accordance with relevant laws and regulations. If there is still surplus and the undistributed surplus at the beginning of the same period is considered as shareholder dividends, the board of directors shall formulate a distribution plan and distribute it after the resolution of the shareholder meeting.	Amend according to laws and regulations
Article 20: This constitution is established on August 8th, 69th year of the Republic of China The first revision was made on August 16, 1970, in the Republic of China The second revision was made on April 20, 72, the Republic of China The third amendment was made on April 24th, 78th year of the Republic of China The fourth amendment was made on October 6th, 78th year of the Republic of China	Article 20: This constitution is established on August 8th, 69th year of the Republic of China The first revision was made on August 16, 1970, in the Republic of China The second revision was made on April 20, 72, the Republic of China The third amendment was made on April 24th, 78th year of the Republic of China The fourth amendment was made on October 6th, 78th year of the Republic of China	Added the amendment date.

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Before amendment	After amendment	Reason for amendment
The fifth amendment was made on March 13, 1979, in the Republic of China The sixth amendment was made on October 1st, 1980, in the Republic of China The seventh amendment was made on May 10, 1982, in the Republic of China The eighth amendment was made on November 21, 1982, in the Republic of China The ninth amendment was made on May 27, 1986, in the Republic of China The tenth amendment was made on November 6, 1986, in the Republic of China The 11th amendment was made on June 14th, 1990, in the Republic of China The 12th amendment was made on November 1st, 1991, in the Republic of China The 13th amendment was made on March 19, 1993, in the Republic of China The 14th amendment was made on April 13, 1994, in the Republic of China The 15th amendment was made on July 25th, 1995, in the Republic of China The 16th amendment was made on May 10th, 1999, in the Republic of China The 17th amendment was made on May 14th, 1999, in the Republic of China The 18th amendment was made on June 17, 2000, in the Republic of China	The fifth amendment was made on March 13, 1979, in the Republic of China The sixth amendment was made on October 1st, 1980, in the Republic of China The seventh amendment was made on May 10, 1982, in the Republic of China The eighth amendment was made on November 21, 1982, in the Republic of China The ninth amendment was made on May 27, 1986, in the Republic of China The tenth amendment was made on November 6, 1986, in the Republic of China The 11th amendment was made on June 14th, 1990, in the Republic of China The 12th amendment was made on November 1st, 1991, in the Republic of China The 13th amendment was made on March 19, 1993, in the Republic of China The 14th amendment was made on April 13, 1994, in the Republic of China The 15th amendment was made on July 25th, 1995, in the Republic of China The 16th amendment was made on May 10th, 1999, in the Republic of China The 17th amendment was made on May 14th, 1999, in the Republic of China The 18th amendment was made on June 17, 2000, in the Republic of China

35 -

Before amendment	After amendment	Reason for amendment
The 19th amendment was made on March 16, 2011, in the Republic of China The 20th amendment was made on June 29, 2011, in the Republic of China The 21st amendment was made on May 30th, 2013, in the Republic of China The 22nd amendment was made on October 6, 2013, in the Republic of China The 23rd amendment was made on May 29, 2014, in the Republic of China The 24th amendment was made on June 6, 2015, in the Republic of China The 25th amendment was made on May 19, 2016, in the Republic of China The 26th amendment was made on May 18, 2017, in the Republic of China The 27th amendment was made on June 18, 2019, in the Republic of China The 28th amendment was made on July 7, 2020, in the Republic of China The 29th amendment was made on June 29, 2022, in the Republic of China	The 19th amendment was made on March 16, 2011, in the Republic of China The 20th amendment was made on June 29, 2011, in the Republic of China The 21st amendment was made on May 30th, 2013, in the Republic of China The 22nd amendment was made on October 6, 2013, in the Republic of China The 23rd amendment was made on May 29, 2014, in the Republic of China The 24th amendment was made on June 6, 2015, in the Republic of China The 25th amendment was made on May 19, 2016, in the Republic of China The 26th amendment was made on May 18, 2017, in the Republic of China The 27th amendment was made on June 18, 2019, in the Republic of China The 28th amendment was made on July 7, 2020, in the Republic of China The 29th amendment was made on June 29, 2022, in the Republic of China

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Attachment 6

Removal of Non-Competition Restrictions for Directors

Yung-Hsiang Lin

Chairman of Dajiang Shengyi Co., Ltd. (Representative of the Legal Director of Yongjiang Investment Co., Ltd.) Chairman of Dajiang Gene Medicine Co., Ltd. (Representative of the Legal Director of Dajiang Gene Medicine Co., Ltd.) Chairman of Dajiang Life Co., Ltd. (Representative of the Legal Director of Dajiang Gene Medicine Co., Ltd.) Director of Xindajiang Life Trading (Shanghai) Co., Ltd. Chairman of Taiwan First New Drug Co., Ltd. (Representative of the Legal Director of Dajiang Biotech Co., Ltd.) general manager Chairman of Baiyuete International Trade (Shanghai) Co., Ltd. Chairman of Baiyuete Biotechnology (Shanghai) Co., Ltd.

Executive Director of Baiyuete Skincare Biotechnology (Shanghai) Co., Ltd.

Executive Director of Baiyuete Biotechnology (Shanghai) Co., Ltd. general manager

Executive Director of Baiyue Te Gene Technology (Shanghai) Co., Ltd. Chairman of Baiyue Te Beauty Technology Co., Ltd.

Chairman of Hekang Biotechnology (Shanghai) Co., Ltd.

Chairman of Sima Type Interactive Packaging Materials Co., Ltd.

(Representative of the Legal Director of Yongjiang Investment Co., Ltd.) Chairman of Guangteng New Medicine Co., Ltd. (Representative of the Legal Director of Dajiang Shengyi Co., Ltd.) Chairman of Peifu Biotechnology Co., Ltd. (Representative of the Legal Director of Dajiang Biotechnology Co., Ltd.) Chairman of Taiwan Scientist Co., Ltd. (Representative of the Legal Director of Yongjiang Investment Co., Ltd.) Director of TCI BIOTECH LLC Director of TCI BIOTECH USA LLC Director of TCI Biotech Netherlands B.V Director of Dajiang Shengyi JAPAN Co., Ltd. Director of TCI HK LIMITED

Director of GLUX HK LIMITED

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Zhen-Zhen Fu

Director of Cost Control Center of Dajiang Biotech Co., Ltd.

Director of Dajiang Gene Medicine Co., Ltd. (Representative of the Legal Director of Dajiang Gene Medicine Co., Ltd.) general manager

Director of Peifu Biotechnology Co., Ltd.

(Representative of the Legal Director of Dajiang Biotechnology Co., Ltd.) Director of Asia Translation Co., Ltd.

(Representative of the Legal Director of Dajiang Gene Medicine Co., Ltd.)

Supervisor of Taiwan First New Drug Co., Ltd.

(representative of the legal representative of DJI Biotech Co., Ltd.)

Supervisor of Guangteng New Medicine Co., Ltd.

(Representative of the Legal Supervisor of Dajiang Shengyi Co., Ltd.)

Supervisor of Sima Type Interactive Packaging Materials Co., Ltd.

Supervisor of Dajiang Life Co., Ltd.

Zhi-cheng Tsai

Director of Peifu Biotechnology Co., Ltd.

(Representative of the Legal Director of Dajiang Biotechnology Co., Ltd.)

Director of Baiyue Te Beauty Technology Co., Ltd.

(Representative of the Legal Director of Dajiang Shengyi Co., Ltd.)

Director of Taiwan First New Drug Co., Ltd.

(Representative of the Legal Director of Dajiang Biotech Co., Ltd.)

Shih-Ming Lai

Deputy Leader of Investment Management Group in the General Manager's Office of Formosa Plastics Biomedical Technology Co., Ltd.

Consultant of Lianya Pharmaceutical Co., Ltd.

Director of Taiwan Lide Biotechnology Co., Ltd. (Representative of the Legal Director of Formosa Plastics Biomedical Technology Co., Ltd.)

Director of United Biopharmaceuticals Co., Ltd. (Representative of the Legal Director of United Biopharmaceuticals (Holdings) Limited in the British Cayman Islands)

Director of Business Union Biopharmaceuticals (Holdings) Limited in the British Cayman Islands

Sung-Yuan Liao

Independent Director of TCI Co., Ltd.

Shih-Ming Li

Independent Director of TCI Co., Ltd.

Zhong-Ming Zeng

Chairman of Jiguang Pianyu Co., Ltd.

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Appendix I

Maxigen Biotech Inc. Articles of Incorporation

Chapter I: General Provisions

Article 1: The Company is organized under the Company Act of the Republic of China (R.O.C.), and the Company name is 和康生物科技股份有限公司 in Chinese, and Maxigen Biotech Inc. in English.
Article 2: The scope of the Company’s registered business is as follows:
F108031 Wholesale of Medical Devices
F108011 Wholesale of Traditional Chinese Medicine
F108021 Wholesale of Western Pharmaceutical
F108040 Wholesale of Cosmetics
IG01010 Biotechnology Services
C802100 Cosmetics Manufacturing
C801030 Precision Chemical Material Manufacturing
CF01011 Medical Devices Manufacturing
CE01030 Optical Instruments Manufacturing
ZZ99999 All business activities that are not prohibited or restricted by law, except those that are subject to special approval.
C802060 Veterinary Drug Manufacturing
F102040 Wholesale of Nonalcoholic Beverages
F102170 Wholesale of Foods and Groceries
F107070 Wholesale of Veterinary Drugs
F203010 Retail sale of Food Products and Groceries
F207070 Retail Sale of Veterinary Drugs
F208031 Retail sale of Medical Equipments
Article 2-1: By resolution of the Board of Directors, the Company may become a limited liability shareholder of another company. The total investment amount shall not be limited to 40% of the Company's paid-in capital but shall not exceed the Company's paid-in capital unless otherwise stipulated by law. The preceding resolution of the Board of Directors shall be made with the presence of two-thirds or more of the Directors and the approval of a majority of the Directors present.
Article 3: The headquarters of the Company is set in Taoyuan City and may set a branches or offices domestically or overseas if necessary by resolution of the Board of Directors.The establishment or cancellation of a branch office shall be subject to the resolution of the Board of Directors or the approval of the competent authority.
Article 4: The Company’s announcement method shall follow Article 28 of the Company Act.
Article 4-1: The Company may provide external endorsement for business purposes.
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Chapter II: Shares

Article 5: The total capital of the Company shall be in the amount of NT$1,000,000,000,000 and divided into 100,000,000 shares at par value of NT$10,000,000 per share. The shares mentioned above may be issued as preferred shares.The Board of Directors is authorized to issue the shares in installments as necessary.

The previous capital amount of NT$80 million is reserved for issuing employee stock options for a total of 8 million shares, which may be issued in installments upon resolution of the Board of Directors.

When the Company issues employee stock options not subject to the restrictions of Article 53 of the “Regulations Governing the Offering and Issuance of Securities by Securities Issuers” or transfers them to employees at a price lower than the average price of the shares bought back, the Company shall obtain consent of two-thirds voting rights represented at a shareholders’ meeting attended by shareholders representing a majority of the total issued shares

Article 5-1: The Company may issue registered preferred shares A with the following rights, obligations, and principal conditions of issue:
Preferred Share Dividend

The preferred share dividend shall bear interest at 1% per annum, calculated based on the issue price per share and the actual number of days of issuance, and shall be paid in cash in one lump sum after the approval of the prior year's financial statements and the resolution to distribute earnings at the annual Shareholders' Meeting, and the Board of Directors is authorized to separately set the ex-dividend base date for the annual dividend of the preferred shares.Except for statutory reasons, the Company may not withhold the distribution of earnings in violation of a standing resolution.The distribution of cash dividends in the year of issuance shall be calculated based on the ratio of the actual number of days of issuance to the number of days of the year from the date of issuance.The date of issuance is defined as the reference date of the capital increase.

If there is no surplus or insufficient surplus to distribute dividends on the preferred shares in the final accounts of the year, or if the Company resolves not to distribute the surplus, the undistributed or insufficient dividends shall be accumulated and paid up in priority in subsequent years when there is surplus.In addition to receiving the aforementioned dividends, the preferred shares shall not participate in the distribution of common shares with respect to earnings and capital surplus.However, when the annual dividend allotted to common shares exceeds 1% of par value, this special shareholder shall be entitled to participate in the distribution in proportion to his or her shareholding.

Preferred Stock Conversion

The preferred shares may be converted into common shares in the ratio of 1 common share for every 1 preferred share from the day after the six month period after the issuance. The rights and obligations of the common shares converted from these preferred shares (except for transfer restrictions and unlisted circulation as stipulated in laws and regulations) are the same as those of other issued common shares of the Company.

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Election and Right to be Elected

The preferred shareholders shall have the right to vote and elect at the shareholders' meeting and the right to be elected as directors.

Liquidation Priority

The preferred shares shall have priority over the common shares in the distribution of the Company’s remaining property to the extent that each share shall not exceed the issue price plus the total amount of unpaid dividends payable. In addition to participating in the aforementioned remaining property distribution, the preferred shares shall not participate in the remaining property distribution of the common shares.

Issuance Period and Recovery

The preferred shares shall be issued for a period of four years and shall expire four years from the reference date of the capital increase, at which time the Company shall recover the preferred shares in cash at the issue price per share plus accrued dividends on the preferred shares. Upon the recovery of the preferred shares, the cash dividends payable as of the recovery date shall be calculated based on the ratio of the actual number of days of issuance to the number of days in the year.

New Share Warrants

When the Company issues new shares with additional cash, preferred shareholders have the same preferential warrants for new shares as common shareholders.

7. Capital Reduction

If, during the issuance of the preferred shares, the Company intends to make a capital reduction that would result in a proportional reduction in the number of preferred shares at the expense of the rights of the preferred shareholders, the Company shall obtain the consent of two-thirds voting rights represented at a preferred shareholders’ meeting attended by preferred shareholders representing a majority of the total issued preferred shares.

Issuing Preferred Shares

Any preferred shares issued by the Company before the total recovery and/or conversion of the preferred shares, if the preferred shares have the same rights or priority over the outstanding preferred shares, the Company shall obtain the consent of two-thirds voting rights represented at a preferred shareholders’ meeting attended by preferred shareholders representing a majority of the total issued preferred shares.

Article 6: The Company’s share certificates are name-bearing, affixed with the signatures or seals of the directors representing the Company and with the authorization of a bank legally authorized to act as the issuer of the shares.

The Company does not need to print the share certificates but a centralized securities depository enterprise shall be contacted for registering these shares.

The Company shall not increase its capital unless the total number of shares required is issued.

The total number of shares after the capital increase shall be issued in installments.

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The Company's stock affairs shall be handled in accordance with the "Regulations Governing the Administration of Shareholder Services of Public Companies" issued by the securities regulatory authorities.

Article 7: Any the record of Shareholders Register shall cease within 60 days before convening of an annual shareholders’ meeting, or within 30 days before convening a special shareholders’ meeting or within 5 days before the reference day of the Company deciding distribution of share interests, dividend or other benefit.
Article 7-1: The treasury shares acquired by the Company in accordance with the Company Act shall be transferred to employees of the controlling or affiliated companies who meet certain conditions.

The Company’s employee stock options shall be issued to employees of the controlling or affiliated companies who meet certain conditions.

When the Company issues new shares, the employees that have taken up the shares shall include employees of the controlling or affiliated companies who meet certain conditions.

The subjects of the Company's issuance of new shares with restricted employee rights include employees of controlling or affiliated companies who meet certain conditions.

Chapter III: Shareholders’ Meeting

Article 8: Shareholders’ meetings of the Company are of two types:
Annual shareholders’ meeting.
Special shareholders’ meeting.
Annual meetings shall be convened within six (6) months after the end of each fiscal year as required by law. Special meetings shall be convened as required by law if necessary.
Article 9: Shareholders, unable to attend shareholders’ meeting, may provide Shareholder Proxy Form printed by the Company, stating the scope of authorization and delegated person to attend. The rules for delegating an agent to attend shareholders’ meetings other than complying with the regulations under Article 177 of Company Act, shall be pursuant to the Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies.

Shareholders holding at least one percent of the total number of issued shares shall be allowed to propose a motion for an annual shareholders' meeting in writing. However, each motion shall be limited to one motion, each motion shall be limited to 300 words, and any motion with more than one proposal shall not be included.

Article 9-1: Shareholders’ meetings shall be convened by the Board, and the Chairman of the Board shall preside shareholders’ meetings. If the Chairman of the Board is on leave or absent, the Chairman of the Board shall designate one Board Director to act on behalf of the Chairman of the Board. For shareholders’ meetings convened by others with the right to convene, the convener shall preside the meeting, and if there are more than two conveners, than they should should one from themselves to preside the meeting.
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Article 10: Each shareholder of the Company shall have one vote per share unless otherwise stipulated by law.The shareholders may exercise their voting rights in writing or electronically, and the method of exercising their voting rights in writing or electronically shall be set forth in the notice of the shareholders' meeting.A shareholder who exercises his or her voting rights in writing or electronically as described above shall be deemed to have personally attended the shareholders’ meeting.However, it shall be regarded as abstaining from voting on the extempore motion of the Shareholders' Meeting and the amendment of the original motion.
Article 11: Except as otherwise stipulated in the Company Act, a resolution at a Shareholders’ Meeting shall be made with the presence of a majority of the shareholders representing the total number of outstanding shares and the consent of a majority of the attending shareholders.
Article 11-1: Resolution of Shareholders’ Meeting shall be reduced into minutes signed or affixed with seal by Chairman of the meeting and shall be distributed to every shareholder within 20 days after the meeting. It shall be retained in perpetuity for the duration of the Company’s existence. The production and distribution of the minutes shall be made in accordance with the provisions of Article 183 of the Company Act.
Article 11-2: Any revocation of the Company’s public issuing, shall firstly be approved by the Board of Directors, and then be approved by the shareholders’ meeting.

Chapter IV: Directors and Board of Directors

Article 12: The Company shall have seven to nine directors, who shall be elected for a term of three years and shall be eligible for re-election under the candidate nomination system stipulated in Article 192 of the Company Act.The total shareholdings of all Directors of the Company shall be in accordance with the regulations of the competent securities authorities.
The Company may purchase liability insurance for Directors during their term of office to the extent that they are legally liable for compensation in connection with the performance of their business.
Article 12-1: The number of independent director among the Directors mentioned above shall not be less than three and shall not be less than one-fifth of entire board member. The professional qualification, shareholding, restriction on sideline work, manner of nomination and election manner and other items to be complied shall follow related provisions of securities competent agency.
Article 12-2: In compliance with Article 14-4 of the Securities and Exchange Act, the Company shall establish an Audit Committee, which shall consist of all independent directors. The Audit Committee or the members of Audit Committee shall be responsible for those responsibilities of Supervisors specified under the Company Act, the Securities and Exchange Act and other relevant regulations.

The Company's Board of Directors may establish other committees, the number of members, terms of office, and authorities of which shall be set forth in the organizational rules of each committee and resolved by the Board of Directors.

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Article 13: The Board of Directors shall be organized with directors. The Chairman of the Board shall be elected by and among directors in a board meeting attended by more the twothird of directors and with consent of more than one-half of attending directors. The Chairman of the Board shall represent the Company externally.
The Board of Directors may, if necessary, establish an additional Vice Chairman of the Board, who shall be elected by and from among the Directors in accordance with the preceding method.
Article 14: The Board of Directors shall carry out the business of the Company in accordance with the relevant laws and regulations, the Articles of Incorporation, and the resolutions of the shareholders' meeting.
Article 15: In case of the Chairman’s personal leave or other causes preventing him/her from performing its duty, the deputy shall be arranged pursuant to Article 208 of Company Act.
Article 15-1: The Board of Directors shall be convened by the Chairman of the Board of Directors, upon written notice, E-mail, or fax to all the other Directors, at least seven days prior to the date of meeting, unless in case of urgent circumstances.
When Directors attend the Board Meeting, their representation shall be handled pursuant to Article 205 of the Company Law.
Article 16: The compensation of all directors of the Company shall be determined by the Board of Directors on the basis of the value of the Directors' participation in and contribution to the Company's operations, and with reference to the usual level of compensation in the industry. The Director's traveling expenses may be paid at the usual rate in the industry.

Chapter V: Management of the Company

Article 17: The Company may appoint a General Manager and several managers, and the appointment, removal and remuneration shall be handled in accordance with Article 29 of Company Act.
Article 17-1: The Company may purchase liability insurance for managers during their term of office to the extent that they are legally liable for compensation in connection with the performance of their business.

Chapter VI: Accounting

Article 18: The Company shall compile and prepare at the end of each fiscal year by the Board of Directors: (1) Business Report, (2) Financial Statements and (3) Proposal Concerning Appropriation of Earnings or Covering of Losses and submit to Shareholders’ Meeting and request for recognition.
Article 19: If the Company makes a profit in a year, it shall set aside not less than 5% as employee compensation, which shall be distributed in shares or cash by resolution of the Board of Directors to employees of the subordinate companies who meet certain criteria; the Company may set aside not more than 5% of the above-mentioned profit as remuneration to Directors by resolution of the Board of Directors.The remuneration to employees and remuneration to Directors shall be reported to the shareholders’ meeting.
44 -

However, if the Company still has accumulated losses, the amount of compensation shall be retained in advance, and the compensation to employees and Directors shall be provided in proportion to the aforementioned amount.

Article 19-1: If the Company’s annual final accounts have net profit after tax, they should first pay taxes to make up for past losses and set a 10% of their balance as statutory surplus reserve, but the statutory surplus accumulation has reached the Company. When the total amount of capital is exceeded, this is not the limit. The special surplus reserve is proposed or reversed in accordance with the relevant laws and regulations. If there is a balance, and the available-distributed surplus calculated from the undistributed surplus at the beginning of the period, the Board of Directors proposes a surplus distribution case, which is distributed after the resolution of the shareholders’ meeting.
Article 19-2: The Company is a technology and capital-intensive business and is in a growth phase. In order to meet the Company’s long-term capital planning for sustainable operation and stable growth, the dividend policy is to adopt a residual dividend policy.

The amount of dividends to shareholders shall be at least 50% of the current year’s net income, after setting aside all the reserves required by law. Under the principle of balanced dividends, undistributed earnings from prior years may be used to offset any shortfall in the current year’s net income after tax.Dividends are paid primarily in consideration of the Company’s future expansion plans and cash flow requirements, with at least 50% stock dividends and a portion of cash dividends.

The types and percentages of the appropriation of earnings may be adjusted by a resolution of the shareholders’ meeting, depending on the actual profit and capital situation of the year.

Chapter VII: Supplementary Provisions

Article 20: All matters not specifically provided for herein shall be dealt with in accordance with the regulations of the Company Act and other relevant laws and regulations.
Article 21: These Articles of Incorporation were first established on November 27, 1998. The first amendment was made on May 2, 2000.
The second amendment was made on August 31, 2001. The third amendment was made on July 29, 2002. The fourth amendment was made on May 3, 2003. The fifth amendment was made on September 25, 2003. The sixth amendment was made on May 18, 2004. The seventh amendment was made on June 24, 2005. The eighth amendment was made on June 29, 2006. The ninth amendment was made on January 19, 2007. The tenth amendment was made on June 29, 2007. The eleventh amendment was made on June 23, 2008. The twelfth amendment was made on June 28, 2010. The thirteenth amendment was made on May 25, 2011.
45 -

The fourteenth amendment was made on June 7, 2012. The fifteenth amendment was made on June 22, 2015. The sixteenth amendment was made on December 25, 2015. The seventeenth amendment was made on June 24, 2016. The eighteenth amendment was made on June 26, 2017. The nineteenth amendment was made on June 26, 2018. The twentieth amendment was made on June 26, 2019. The twenty-first amendment was made on June 29, 2020. The twenty-second amendment was made on July 12, 2021. The twenty-third amendment was made on June 21, 2022.

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Appendix II

Maxigen Biotech Inc.

Rules of Procedure of the Shareholders’ Meeting

Article 1: (Legal Basis)

To establish a strong governance system and sound supervisory capabilities for the Company’s shareholders’ meetings, and to strengthen management capabilities, these Rules are adopted pursuant to the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies.

Article 2: (Scope)

The rules of procedures for the Company's shareholders meetings, except as otherwise provided by law, regulation, or the articles of incorporation, shall be as provided in these Rules.

Article 3: (Convening Shareholders’Meeting and Shareholders’Meeting notices)

Unless otherwise provided by law or regulation, the Company’s shareholders meetings shall be convened by the Board of Directors.

The Company shall prepare electronic versions of the Shareholders' Meeting notice and proxy forms, and the origins of and explanatory materials relating to all proposals, including proposals for ratification, matters for deliberation, or the election or dismissal of directors, and upload them to the Market Observation Post System (MOPS) before 30 days before the date of a regular Shareholders' Meeting or before 15 days before the date of a special Shareholders' Meeting. The Company shall prepare electronic versions of the Shareholders' Meeting agenda and supplemental meeting materials and upload them to the MOPS before 21 days before the date of the regular Shareholders' Meeting15 days before the date of the Shareholders' Meeting, the Company shall also have prepared the Shareholders' Meeting agenda and supplemental meeting materials and made them available for review by shareholders at any time and shall be issued at the shareholders’ meeting.

The notice and announcement shall state the reason for the convening; the notice shall be given electronically with the consent of the relative parties.

Election or dismissal of directors, amendments to the articles of incorporation, reduction of capital, application for the approval of ceasing its status as a public company, approval of competing with the company by directors, surplus profit distributed in the form of new shares, reserve distributed in the form of new shares, the dissolution, merger, or demerger of the Company, or any matter under Article 185, paragraph 1 of the Company Act, Articles 26-1 and 43-6 of the Securities Exchange Act, Articles 56-1 and 60-2 of the Regulations Governing the Offering and Issuance of Securities by Securities Issuers shall be set out and the essential contents explained in the notice of the reasons for convening the Shareholders' Meeting. None of the above matters may be raised by an extempore motion.

47 -

Where re-election of all directors as well as their inauguration date is stated in the notice of the reasons for convening the Shareholders' Meeting, after the completion of the reelection in said meeting such inauguration date may not be altered by any extempore motion or otherwise in the same meeting.

A shareholder holding one percent or more of the total number of issued shares may submit to the Company a proposal for discussion at a regular Shareholders' Meeting. The number of items so proposed is limited to one only, and no proposal containing more than one item will be included in the meeting agenda.When the circumstances of any subparagraph of Article 172-1, paragraph 4 of the Company Act apply to a proposal put forward by a shareholder, the Board of Directors may exclude it from the agenda.A shareholder may propose a recommendation for urging the Company to promote public interests or fulfill its social responsibilities, provided procedurally the number of items so proposed is limited only to one in accordance with Article 172-1 of the Company Act, and no proposal containing more than one item will be included in the meeting agenda.

Prior to the book closure date before a regular Shareholders' Meeting is held, the Company shall publicly announce its acceptance of shareholder proposals in writing or electronically, and the location and time period for their submission; the period for submission of shareholder proposals may not be less than 10 days.

Shareholder-submitted proposals are limited to 300 words, and no proposal containing more than 300 words will be included in the meeting agenda. The shareholder making the proposal shall be present in person or by proxy at the regular Shareholders' Meeting and take part in discussion of the proposal.

Prior to the date for issuance of notice of a Shareholders' Meeting, the Company shall inform the shareholders who submitted proposals of the proposal screening results, and shall list in the meeting notice the proposals that conform to the provisions of this article. At the Shareholders' Meeting the Board of Directors shall explain the reasons for exclusion of any shareholder proposals not included in the agenda.

Article 4: (Attendance by Proxy at Shareholders’ Meetings and Authorization)

For each Shareholders' Meeting, a shareholder may appoint a proxy to attend the meeting by providing the proxy form issued by the Company and stating the scope of the proxy's authorization.

A shareholder may issue only one proxy form and appoint only one proxy for any given Shareholders' Meeting, and shall deliver the proxy form to the Company before five days before the date of the Shareholders' Meeting. When duplicate proxy forms are delivered, the one received earliest shall prevail unless a declaration is made to cancel the previous proxy appointment.

After a proxy form has been delivered to the Company, if the shareholder intends to attend the meeting in person or to exercise voting rights by correspondence or electronically, a written notice of proxy cancellation shall be submitted to the Company before two business days before the meeting date. If the cancellation notice is submitted after that time, votes cast at the meeting by the proxy shall prevail.

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Article 5: (Principles Determining the Time and Place of a Shareholders' Meeting)

The venue for a Shareholders' Meeting shall be the premises of the Company, or a place easily accessible to shareholders and suitable for a Shareholders' Meeting. The meeting may begin no earlier than 9 a.m. and no later than 3 p.m. Full consideration shall be given to the opinions of the independent directors with respect to the place and time of the meeting.

Article 6: (Preparation of Documents such as the Attendance Book)

The Company shall specify in its Shareholders' Meeting notices the time during which attendance registrations for shareholders will be accepted, the place to register for attendance, and other matters for attention. The Company shall furnish the attending shareholders with an attendance book to sign, or attending shareholders may hand in a sign-in card in lieu of signing in.

The time during which shareholder attendance registrations will be accepted, as stated in the preceding paragraph, shall be at least 30 minutes prior to the time the meeting commences. The place at which attendance registrations are accepted shall be clearly marked and a sufficient number of suitable personnel assigned to handle the registrations.

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

Shareholders or their proxies shall attend shareholders meetings based on attendance cards, sign-in cards, or other certificates of attendance. The Company may not arbitrarily add requirements for other documents beyond those showing eligibility to attend presented by shareholders. Solicitors soliciting proxy forms shall also bring identification documents for verification. When the government or a legal person is a shareholder, it may be represented by more than one representative at a Shareholders' Meeting.When a legal person is appointed to attend as proxy, it may designate only one person to represent it in the meeting.

Article 7: (Chairperson and Non-voting Participants of a Shareholders' Meeting)

If a Shareholders' Meeting is convened by the board of directors, the meeting shall be chaired by the Chairman of the Board. When the Chairman of the Board is on leave or for any reason unable to exercise the powers of the Chairperson, the Vice Chairman shall act in place of the Chairman; if there is no Vice Chairman or the Vice Chairman also is on leave or for any reason unable to exercise the powers of the vice Chairman, the Chairperson shall appoint one of the managing directors to act as Chairman, or, if there are no managing directors, one of the directors shall be appointed to act as Chairman. Where the Chairman does not make such a designation, the managing directors or the directors shall select from among themselves one person to serve as Chairperson.

When a managing director or a director serves as Chairperson, as referred to in the preceding paragraph, the managing director or director shall be one who has held that position for six months or more and who understands the financial and business conditions of the Company. The same shall be true for a representative of a legal person director that serves as Chairperson.

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It is advisable that shareholders meetings convened by the Board of Directors be chaired by the Chairman of the Board in person and attended by a majority of the directors, at least one supervisor in person, and at least one member of each functional committee on behalf of the committee. The attendance shall be recorded in the meeting minutes.

If a Shareholders' Meeting is convened by a party with power to convene but other than the board of directors, the convening party shall Chairperson the meeting. When there are two or more such convening parties, they shall mutually select a Chairperson from among themselves.

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

Article 8: (Documentation of a Shareholders' Meeting by Audio or Video)

The Company, beginning from the time it accepts shareholder attendance registrations, shall make an uninterrupted audio and video recording of the registration procedure, the proceedings of the Shareholders' Meeting, and the voting and vote counting procedures.

The recorded materials of the preceding paragraph shall be retained for at least one year. 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.

Article 9: (Calculation of the Number of Shares Attending the Shareholders’ Meeting and the Meeting)

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

The Chairperson shall call the meeting to order at the appointed meeting time and disclose information concerning the number of nonvoting shares and number of shares represented by shareholders attending the meeting.

However, when the attending shareholders do not representa majority of the total number of issued shares, the Chairperson may announce a postponement, provided that no more than two such postponements, for a combined total of no more than one hour, may be made. If the quorum is not met after two postponements and the attending shareholders still represent less than one third of the total number of issued shares, the Chairperson shall declare the meeting adjourned.

If the quorum is not met after two postponements as referred to in the preceding paragraph, but the attending shareholders represent one third or more of the total number of issued shares, a tentative resolution may be adopted pursuant to Article 175, paragraph 1 of the Company Act; all shareholders shall be notified of the tentative resolution and another Shareholders' Meeting shall be convened within one month.

When, prior to conclusion of the meeting, the attending shareholders representa majority of the total number of issued shares, the Chairperson may resubmit the tentative resolution for a vote by the Shareholders' Meetingpursuant to Article 174 of the Company Act.

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Article 10: (Discussion of Proposals)

If a Shareholders' Meeting is convened by the Board of Directors, the meeting agenda shall be set by the Board of Directors. Votes shall be cast on each separate proposal in the agenda (including extraordinary motions and amendments to the original proposals set out in the agenda). The meeting shall proceed in the order set by the agenda, which may not be changed without a resolution of the Shareholders' Meeting.

The provisions of the preceding paragraph apply mutatis mutandis to a Shareholders' Meeting convened by a party with the power to convene that is not the Board of Directors.

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

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

Article 11: (Shareholder Speech)

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

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

Except with the consent of the Chairperson, a shareholder may not speak more than twice on the same proposal, and a single speech may not exceed 5 minutes. If the shareholder’s speech violates the rules or exceeds the scope of the agenda item, the Chairperson may terminate the speech.

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

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

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

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Article 12: (Calculation of Voting Shares)

Voting at a Shareholders' Meeting shall be calculated based the number of shares.

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

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

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

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

Article 13: (Voting on Motions, Monitoring and Counting)

A shareholder shall be entitled to one vote for each share held, except when the shares are restricted shares or are deemed non-voting shares under Article 179, paragraph 2 of the Company Act.

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

A shareholder intending to exercise voting rights by correspondence or electronic means under the preceding paragraph shall deliver a written declaration of intent to the Company before two days before the date of the Shareholders' Meeting. When duplicate declarations of intent are delivered, the one received earliest shall prevail, except when a declaration is made to cancel the earlier declaration of intent.

After a shareholder has exercised voting rights by correspondence or electronic means, in the event the shareholder intends to attend the Shareholders' Meeting in person or online, a written declaration of intent to retract the voting rights already exercised under the preceding paragraph shall be made known to the Company, by the same means by which the voting rights were exercised, before two business days before the date of the

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Shareholders' Meeting. If the notice of retraction issubmitted after that time, the voting rights already exercised by correspondence or electronic means shall prevail. When a shareholder has exercised voting rights both by correspondence or electronic means and by appointing a proxy to attend a Shareholders' Meeting, the voting rights exercised by the proxy in the meeting shall prevail.

Except as otherwise provided in the Company Act and in the Company’s Articles of Incorporation, the passage of a proposal shall require an affirmative vote of a majority of the voting rights represented by the attending shareholders. At the time of a vote, for each proposal, the Chairperson or a person designated by the Chairperson shall first announce the total number of voting rights represented by the attending shareholders, followed by a poll of the shareholders. After the conclusion of the meeting, on the same day it is held, the results for each proposal, based on the numbers of votes for and against and the number of abstentions, shall be entered into the MOPS.

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

Vote monitoring and counting personnel for the voting on a proposal shall be appointed by the Chairperson, provided that all monitoring personnel shall be shareholders of the Company.

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

Article 14: (Election)

The election of directors at a Shareholders' Meeting shall be held in accordance with the applicable election and appointment rules adopted by the Company, and the voting results shall be announced on-site immediately, including the names of those elected as directors and the numbers of votes with which they were elected, and the names of directors not elected and number of votes they received.

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

Article 15:(Minutes and Signatures)

Matters relating to the resolutions of a Shareholders' Meeting shall be recorded in the meeting minutes. The meeting minutes shall be signed or sealed by the Chairperson of the meeting and a copy distributed to each shareholder within 20 days after the conclusion of the meeting. The meeting minutes may be produced and distributed in electronic form.

The Company may distribute the meeting minutes of the preceding paragraph by means of a public announcement made through the MOPS.

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The meeting minutes shall accurately record the year, month, day, and place of the meeting, the Chairperson’s full name, the methods by which resolutions were adopted, and a summary of the deliberations and their voting results (including the number of voting rights), and disclose the number of voting rights won by each candidate in the event of an election of directors. The minutes shall be retained for the duration of the existence of the Company.

Article 16: (Public Disclosure)

On the day of a Shareholders' Meeting, the Company shall compile in the prescribed format a statistical statement of the number of shares obtained by solicitors through solicitation, the number of shares represented by proxies and the number of shares represented by shareholders attending the meeting by correspondence or electronic means, and shall make an express disclosure of the same at the place of the Shareholders' Meeting.

If matters put to a resolution at a Shareholders' Meeting constitute material information under applicable laws or regulations or under Taiwan Stock Exchange Corporation (or Taipei Exchange Market) regulations, the Company shall upload the content of such resolution to the MOPS within the prescribed time period.

Article 17: (Maintaining Order at the Meeting Place)

Personnel handling administrative affairs of a Shareholders' Meeting shall wear identification cards or arm bands.

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

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

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

Article 18: (Recess and Resumption)

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

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

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

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Article 19: (Supplementary Provisions)

These Rules shall take effect after having been submitted to and approved by a Shareholders' Meeting. Subsequent amendments thereto shall be effected in the same manner.

Article 20:

These Rules were first established on June 18, 2010. The first amendment was made on June 18, 2013. The second amendment was made on June 22, 2015. The third amendment was made on June 26, 2018. The fourth amendment was made on June 29, 2020. The fifth amendment was made on July 12, 2021.

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Appendix III

Maxigen Biotech Inc.

Measures for Electing Directors

Article 1: These Measures are formulated in accordance with Articles 21 and 41 of the Code of Practice for Corporate Governance of Listed and OTC Companies for the purpose of fair, just and open selection of directors.
Article 2: Unless otherwise stipulated in laws or articles of association, the selection and appointment of directors of the Company shall be handled in accordance with these procedures.
Article 3: The selection and appointment of directors of the Company shall take into account the overall configuration of the board of directors. The composition of the board of directors should be considered Diversification, and formulate appropriate diversification policies according to its own operation, operation type and development needs, which should include but not be limited to the following two major standards:
Basic conditions and values: gender, age, nationality and culture.
Professional knowledge and skills: professional background (such as law, accounting, industry, finance, marketing or technology), professional skills and industrial experience.
Members of the board of directors should generally have the knowledge, skills and literacy necessary to perform their duties, and their overall abilities should be as follows:
Operational judgment.
Ability of accounting and financial analysis. Third, the management ability.
Fourth, the ability to deal with crises. 5. Industrial knowledge.

Sixth, the international market outlook. Seven, leadership. Eight, decision-making ability.

There should be more than half of the seats among directors, and there should be no kinship within spouse or second degree. The board of directors of the Company shall consider adjusting the composition of the board of directors based on the results of performance evaluation.

Article 4: The qualifications of independent directors of the Company shall conform to the provisions of Articles 2, 3 and 4 of the Measures for the Establishment of Independent Directors of Public Companies and Matters to Be Observed.
The selection and appointment of independent directors of the Company shall comply with the provisions of Articles 5, 6, 7, 8 and 9 of the Measures for the Establishment of Independent Directors of Public Companies, and shall be handled in accordance with Article 24 of the Code of Practice for Corporate Governance of Listed and OTC Companies.
Article 5: The election of directors of the Company shall be conducted in accordance with the procedures of the candidate nomination system stipulated in Article 192-1 of the Company Law.
If the directors are dismissed for some reason, resulting in less than five directors, the company shall hold a by-election at the latest shareholders' meeting. However, if the vacancy of directors reaches one third of the seats stipulated in the Articles of Association, the company shall convene an interim shareholders' meeting for by-election within 60 days from the date of the fact.
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If the number of independent directors is less than that stipulated in the proviso of Paragraph 1 of Article 14-2 of the Securities and Exchange Law, it shall be elected at the latest shareholders' meeting; When all the independent directors are dismissed, an interim shareholders' meeting shall be convened for by-election within 60 days from the date of the fact.

Article 6: The election of directors of the Company shall adopt the cumulative voting system. Each share shall have the same voting rights as the number of directors to be elected, and one person may be elected by centralized election or several people may be allocated.
Article 7: The board of directors shall prepare electoral votes equal to the number of directors to be elected, and fill in their weights, and distribute them to the shareholders attending the shareholders' meeting. The names of the electors may be replaced by the attendance card numbers printed on the electoral votes.
Article 8: The number of directors of the Company shall be determined in accordance with the Articles of Association, and those with more voting rights shall be elected in turn. If two or more directors have the same weight and exceed the specified number, they shall be decided by drawing lots by those with the same weight, and the chairman shall draw lots for those who are not present.
Article 9: Before the election begins, the chairman shall designate a number of scrutineers and a number of tellers to perform various related duties. The scrutineers should have the status of shareholders. The ballot box shall be prepared by the board of directors and inspected in public by the scrutineers before voting.
Article 10: An election ticket is invalid in any of the following circumstances:
No votes prepared by the person with the right to convene are required.
Put blank ballot papers into the ballot box.
The handwriting is illegible or altered.
The list of candidates for election and directors filled in is inconsistent after verification. Five, in addition to fill in the distribution of voting rights, write other words.
Article 11: Invoicing shall be made on the spot after the voting is completed, and the result of invoicing shall be announced on the spot by the chairman or his designated personnel, including the elected list of directors and their elected weights.
The electoral votes for the election mentioned in the preceding paragraph shall be sealed and signed by the scrutineers, and shall be properly kept and kept for at least one year. However, if a shareholder files a lawsuit in accordance with Article 189 of the Company Law, it shall be kept until the lawsuit is concluded.
Article 12: These Measures shall come into force after being approved by the shareholders' meeting, and the same applies to amendments.
These Measures were enacted on June 28th, 1999 in the Republic of China. It was first revised on June 18th, 2002 in the Republic of China. The second revision was made in the Republic of China on June 22nd, 2004. The third revision was made in the Republic of China on June 29th, 2009. The fourth revision was made in the Republic of China on July 12, 2021.
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Appendix IV

Share Ownership of Directors

The statutory ratio and number of shares of the Company’s current Directors are as follows:

The number of common shares issued by the Company: 89,070,115 shares.

The statutory minimum number of shares that Directors as a whole should hold: 7,125,609 shares (10% * 80%)

Upon the date for suspension of share transfer for this Shareholders’ Meeting (April 15, 2024), the shareholding of all Directors. Shares held as below table:

Title	Name	Number of Shares Held (Share)	Percentage (%)
Chairman of the Board	TCI Co., Ltd. Representative Yung-Hsiang Lin	20,304,762	22.80%
Director	TCI Co., Ltd. Representative Jing-Ting Chen
Director	TCI Co., Ltd. Representative Zhen-Zhen Fu
Director	TCI Co., Ltd. Legal Director Representative Cong-Jie Qiu
Director	China Investment and Development Co., Ltd. Representative Xiu-Yuan Li	1,376,688	1.55%
Director	Formosa Biomedical Technology Corp. Legal Director Representative Shi-Ming Lai	8,702,040	9.77%
Independent Director	Sung-Yuan Liao	0	0.00%
Independent Director	Shih-Ming Li	0	0.00%
Independent Director	Zhong-Ming Zeng	0	0.00%
Number of Shares Held by All Directors		30,383,490

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AI assistant

MBI — AGM Information 2024

51920_rns_2024-06-26_4b1ad2f3-cfac-45e9-99a7-383220955616.pdf

MAXIGEN BIOTECH INC.

2024 Annual Shareholders’ Meeting Meeting Handbook

Table of Contents

Maxigen Biotech Inc.

Meeting Procedures for 2024 Shareholders' Meeting

Maxigen Biotech Inc.

Meeting Agenda for 2024 Shareholders’ Meeting

Status Report

Matters for Ratification

Maxigen Biotech Inc. Earnings Distribution Table 2023

Matters for Discussion

1. Proposed by the Board

Election Matters

Other Matters

Extempore Motions

Adjournment

Maxigen Biotech Inc. Business Report

Dear Shareholders,

2023 Financial Performance

1. Operational Results:

2. Analysis of Financial Performance

Audit Committee Report

INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE

Opinion

Basis for opinion

Key audit matters

Existence and occurrence of top ten customers

Description

How our audit addressed the matter

Other matter – Parent company only financial statements

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

Auditors’ responsibilities for the audit of the consolidated financial statements

Hsu, Ming-Chuan

Chih, Ping-Chiun

MAXIGEN BIOTECH INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2023 AND 2022

MAXIGEN BIOTECH INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2023 AND 2022

MAXIGEN BIOTECH INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2023 AND 2022

MAXIGEN BIOTECH INC.9 AND SUBSIDIARIES AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2023 AND 2022

Equity attributable to owners of the parent

MAXIGEN BIOTECH INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2023 AND 2022

INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE

Opinion

Basis for opinion

Key audit matters

Existence and occurrence of top ten customers

Description

How our audit addressed the matter

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

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

Hsu, Ming-Chuan

Chih, Ping-Chiun

MAXIGEN BIOTECH INC.

PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2023 AND 2022

MAXIGEN BIOTECH INC.

PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2023 AND 2022

MAXIGEN BIOTECH INC.

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2023 AND 2022

MAXIGEN BIOTECH INC.

PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2023 AND 2022

MAXIGEN BIOTECH INC.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2023 AND 2022

MAXIGEN BIOTECH INC.

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS YEARS ENDED DECEMBER 31, 2023 AND 2022

Attachment 4

Remuneration of Individual Directors and Inde endent Directors p

Maxigen Biotech Inc.

Table for Comparison of Amendments to the Articles of Incorporation with the Current Version

Removal of Non-Competition Restrictions for Directors

Yung-Hsiang Lin

Zhen-Zhen Fu

Zhi-cheng Tsai

Shih-Ming Lai

Sung-Yuan Liao

Shih-Ming Li

Zhong-Ming Zeng

MBI AGM Information 2024