PLOTECH — AGM Information 2026

Jun 5, 2026

Plotech Co., Ltd.

Annual Shareholders’ Meeting – Fiscal Year 2026

Meeting Agenda Booklet

• Date: June 24, 2026
• Venue: No. 33, Dayou Street, Kengkou Village, Luzhu District, Taoyuan City
• Method: Physical Shareholders’ Meeting

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Plotech Co., Ltd.

Table of Contents

I. Reports

1. Business Report for Fiscal Year 2026
2. Audit Committee’s Review of Final Statements for Fiscal Year 2026
3. Report on Distribution of Employee Compensation and Directors’ Remuneration for Fiscal Year 2026
4. Report on Payment of Directors’ Compensation for Fiscal Year 2026
5. Report on Implementation of Improvement Plan for Excess Endorsements, Guarantees, and Loans by the Company and Subsidiaries
6. Report on Accumulated Losses Reaching Half of Paid-in Capital

II. Matters for Ratification

1. Approval of Final Statements for Fiscal Year 2026
2. Approval of Loss Appropriation for Fiscal Year 2026

III. Matters for Discussion

1. Amendment to the Company’s “Election Procedures for Directors”
2. Amendment to the Company’s “Procedures for Endorsements and Guarantees”
3. Proposal for Capital Reduction to Offset Losses
4. Proposal for Private Placement of Common Shares to Raise Capital

IV. Other Proposals and Extraordinary Motions

V. Appendix

1. Business Report – Page 29
2. Statement of Loss Appropriation – Page 32
3. Audit Committee Review Report – Page 33
4. Statement of Directors’ Compensation for Fiscal Year 2025 – Page 34
5. Comparison Table of Amendments to the “Director Election Procedures” – Page 35
6. Director Election Procedures (Before Amendment) – Page 36
7. Comparison Table of Amendments to the “Endorsement and Guarantee Procedures” – Page 37
8. Endorsement and Guarantee Procedures (Before Amendment) – Page 38
9. Rules of Procedure for Shareholders’ Meetings – Page 42
10. Articles of Incorporation – Page 45
11. Statement of Shareholdings of All Directors – Page 48

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Plotech Co., Ltd.
Annual Shareholders’ Meeting – Fiscal Year 2026

Meeting Procedure

1. Call to Order (Announced once the number of shares represented reaches the statutory quorum)
2. Chairperson’s Opening Remarks
3. Reports
4. Matters for Ratification
5. Matters for Discussion
6. Other Proposals and Extraordinary Motions
7. Adjournment

2

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Plotech Co., Ltd.

Annual Shareholders’ Meeting – Fiscal Year 2026

Agenda
- Date: Wednesday, June 24, 2026 – 9:00 AM
- Venue: No. 33, Dayou Street, Kengkou Village, Luzhu District, Taoyuan City

Opening
- Report on attendance and shares represented; declaration of quorum
- Chairperson’s opening remarks

I. Reports

1. Business Report for Fiscal Year 2025

2. Please refer to Appendix I.

3. Audit Committee’s Review of Final Statements for Fiscal Year 2025

4. Please refer to Appendix III.

5. Report on Distribution of Employee Compensation and Directors’ Remuneration for Fiscal Year 2025

6. Explanation: As the Company incurred losses in FY2025, no employee or director compensation was distributed in accordance with the Articles of Incorporation.

7. Report on Payment of Directors’ Compensation for Fiscal Year 2025

8. Explanation:
9. In line with Article 10-1 of the Corporate Governance Best Practice Principles, listed companies should report directors’ compensation, including policy, amounts, and linkage to performance.
10. The Articles of Incorporation stipulate that regardless of profit or loss, directors may receive transportation allowances up to NT$2,000,000, with allocation determined by the Board.

11. Please refer to Appendix IV for details.

12. Report on Implementation of Improvement Plan for Excess Endorsements, Guarantees, and Loans by the Company and Subsidiaries

13. Explanation: In compliance with FSC letters dated April 17, 2025 and July 15, 2025, the Company established an improvement plan. Execution was monitored quarterly by the Board and completed by Q3 FY2025.

14. Report on Accumulated Losses Reaching Half of Paid-in Capital

15. Explanation: According to the CPA-audited Q4 FY2025 financial report, accumulated losses totaled NT$1,121,085,909, exceeding half of paid-in capital. Reported pursuant to Article 211 of the Company Act.

II. Matters for Ratification

1. Ratification of Final Statements for Fiscal Year 2025 (Proposed by the Board)
2. Explanation:
3. FY2025 financial statements audited and certified by CPAs Lin Chi-Ping and Peng Li-Chen of Cheng Feng & Co.
4. Approved by the Board and reviewed by the Audit Committee.
5. Please refer to pages 16 – 35 and Appendix I.
6. Resolution: [To be decided by shareholders]

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1. Ratification of Loss Appropriation for Fiscal Year 2025 (Proposed by the Board)
2. Explanation:
3. Beginning accumulated losses: NT$596,278,076
4. Net loss after tax: NT$527,167,891
5. Other comprehensive loss: NT$2,360,058
6. Ending accumulated losses: NT$1,121,085,909
7. No dividend distribution proposed due to losses.
8. Please refer to Appendix II.
9. Resolution: [To be decided by shareholders]

III. Matters for Discussion

1. Amendment to the Company’s “Election Procedures for Directors” (Proposed by the Board)
2. Explanation:
3. To align with practical operational needs, certain provisions of the “Election Procedures for Directors” are proposed for amendment.
4. Please refer to Appendix V and Appendix VI for the comparison table of amended articles and the original text.

5. Resolution: [To be decided by shareholders]

6. Amendment to the Company’s “Procedures for Endorsements and Guarantees” (Proposed by the Board)

7. Explanation:
8. To meet operational requirements, certain provisions of the “Procedures for Endorsements and Guarantees” are proposed for amendment.
9. Please refer to Appendix VII and Appendix VIII for the comparison table of amended articles and the original text.

10. Resolution: [To be decided by shareholders]

11. Proposal for Capital Reduction to Offset Losses (Proposed by the Board)

12. Explanation:
13. As of December 31, 2025, audited financials show paid-in capital of NT$1,133,540,050 (113,354,005 shares at NT$10 par value each). Accumulated losses total NT$1,121,085,909.
14. To improve financial structure, the Company proposes a capital reduction of NT$233,540,050 by canceling 23,354,005 shares. Paid-in capital after reduction will be NT$900,000,000.
15. Reduction ratio: approx. 20.6027%. For every 1,000 shares, about 206.02717 shares will be canceled, leaving approx. 793.97283 shares.
16. Shareholders may consolidate odd-lot shares before the book closure date. Odd-lot shares not consolidated will be compensated in cash at par value. Odd-lot shares will be purchased by designated persons authorized by the Chairman.
17. New shares after reduction will be issued in dematerialized form, with rights and obligations identical to existing shares.
18. Upon shareholder approval and regulatory clearance, the Board will be authorized to set the reduction record date, share exchange plan, and other related matters.
19. Any subsequent changes due to capital increases, private placements, buybacks, or treasury share cancellations will be handled with full authority granted to the Chairman.
20. Resolution: [To be decided by shareholders]

4

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5

1. Proposal for Private Placement of Common Shares (Proposed by the Board)

2. Explanation:

3. To meet funding needs, strengthen competitiveness, and repay bank loans, the Company proposes a private placement of common shares under Article 43-6 of the Securities and Exchange Act.

4. Maximum issuance: up to 30,000,000 shares at NT$10 par value each, within one year from shareholder approval, in up to three tranches.

5. Pricing Basis:

6. Private placement price will be set at no less than 80% of the higher of:
7. The average closing price of common shares over 1, 3, or 5 business days prior to pricing date (adjusted for ex-dividend/ex-rights and capital reduction).
8. The average closing price over 30 business days prior to pricing date (adjusted similarly).

9. Pricing complies with regulations and considers transfer restrictions (three-year lock-up).

10. Selection of Specific Investors:

11. Limited to insiders, affiliates, or strategic investors as defined by law.
12. Strategic investors must provide direct or indirect benefits to the Company’s operations, market expansion, or R&D.
13. Insiders or affiliates must have deep understanding of the Company’s operations and contribute to long-term development.

14. Final selection of investors will be subject to Board approval.

15. Necessity and Expected Benefits:

16. Private placement ensures timeliness, convenience, and cost efficiency compared to public offering.

17. Funds will be used to strengthen working capital and repay bank loans, reducing interest expenses and improving financial structure.

18. Issuance Method:

19. Shares will be issued in dematerialized form.
20. Rights and obligations identical to existing common shares.

21. After three years, the Board may apply for listing of these shares.

22. Authorization:

23. The Board is authorized to determine issuance details (number of shares, price, investors, record date, etc.) and handle related matters.

24. The Chairman is authorized to sign contracts, negotiate, and execute all necessary documents.

25. Resolution: [To be decided by shareholders]

IV. Other Proposals and Extraordinary Motions

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Independent Auditors’ Report

No. 25611140A

To Plotech Co., Ltd.:

Opinion

We have audited the individual balance sheet of Plotech Co., Ltd. as of December 31, 2025, and the individual statements of comprehensive income, changes in equity, and cash flows for the year then ended, as well as the notes to the individual financial statements (including a summary of significant accounting policies).

In our opinion, the accompanying individual financial statements present fairly, in all material respects, the financial position of Plotech Co., Ltd. as of December 31, 2025, and its financial performance and cash flows for the year then ended, in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

Our audit was conducted in accordance with the Regulations Governing Auditing and Attestation of Financial Reports by Certified Public Accountants and auditing standards generally accepted in the Republic of China. We are independent of Plotech Co., Ltd. in accordance with the Code of Professional Ethics for Certified Public Accountants, and we have fulfilled our other ethical responsibilities. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Emphasis of Matter

Due to consecutive years of losses, as of December 31, 2025, the Company’s accumulated deficit amounted to NT$1,121,086 thousand, exceeding half of its paid-in capital. The Company’s operational and financial improvement plans are disclosed in Note 12(1). Our opinion is not modified in respect of this matter.

Key Audit Matters

Key audit matters are those that, in our professional judgment, were of most significance in our audit of the individual financial statements for the year ended December 31, 2025. We addressed these matters in the context of our audit of the financial statements as a whole, and we do not provide a separate opinion on these matters.

1. Impairment Assessment of Investments in Property, Plant, and Equipment under the Equity Method

2. Relevant accounting policies: Note 4(9)

3. Estimation uncertainty: Note 5
4. Subsidiaries operate in capital-intensive industries facing economic and competitive pressures. The impairment assessment involves forecasting and discounting future cash flows, which inherently involves significant uncertainty.

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• Audit procedures performed included:
• Understanding impairment policies and procedures, and evaluating management’s identification of cash-generating units.
• Reviewing independent valuation reports, assessing assumptions, and evaluating the qualifications and independence of external appraisers.

2. Existence of Sales Revenue

• Relevant accounting policies: Note 4(11)
• Revenue disclosures: Note 6(15)
• The Company manufactures and sells printed circuit boards, with major customers being well-known enterprises. Given the high concentration of revenue among the top ten customers, the existence of such revenue was considered a key audit matter.
• Audit procedures performed included:
• Reviewing credit approval processes for major new customers.
• Testing detailed sales transactions and supporting documents for the top ten customers.
• Testing subsequent collections and confirming accounts receivable balances with major customers.

Other Matter

The individual financial statements of Plotech Co., Ltd. for the year ended December 31, 2024 were audited by other auditors, who expressed an unmodified opinion on March 31, 2025.

Responsibilities of Management and Those Charged with Governance

Management is responsible for preparing financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and for maintaining necessary internal controls to ensure the financial statements are free from material misstatement, whether due to fraud or error. Management is also responsible for assessing the Company’s ability to continue as a going concern, disclosing relevant matters, and using the going concern basis of accounting unless liquidation or cessation of operations is intended or unavoidable.

Those charged with governance (including the Audit Committee) are responsible for overseeing the financial reporting process.

Auditors’ Responsibilities

Our objective is to obtain reasonable assurance about whether the financial statements are free from material misstatement, whether due to fraud or error, and to issue an audit report. Reasonable assurance is a high level of assurance but not a guarantee that an audit conducted in accordance with auditing standards will always detect material misstatements.

Our responsibilities include:

• Identifying and assessing risks of material misstatement.
• Understanding internal control relevant to the audit.
• Evaluating accounting policies and estimates.
• Concluding on the appropriateness of the going concern assumption.
• Evaluating overall presentation of the financial statements.
• Obtaining sufficient appropriate audit evidence regarding the financial information of components to express an opinion.

We communicated with those charged with governance regarding the planned scope and timing of the audit, significant findings, and independence matters.

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Baker Tilly Clock & Co

Auditors:
- Lin Chi-Ping
- Peng Li-Chen

Approval Numbers: FSC Ref. No. 1100377905, 1050025873

Date: March 31, 2026

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Plotech Co., Ltd.
Balance Sheet - Parent Company Only
December 31, 2025 and 2024
Unit: NT$1,000

	Assets	Notes	December 31, 2025		December 31, 2024
			Amount	%	Amount	%
Current asset
1100	Cash and cash equivalents	6 (1)	$ 107,241	9	$ 104,160	7
1110	Financial assets at fair value through profit or loss - current	6(2) and 12(4)	328	-	145	-
1150	Notes receivable - net	6 (3)	4,479	-	5,587	-
1170	Accounts receivable - net	6 (3)	280,592	24	240,063	15
1200	Other receivables		4,310	-	3,192	-
1210	Other accounts receivable - related parties	7	434,921	37	422,365	27
130X	Inventories	6 (4)	75,274	6	54,229	3
1410	Prepayments		12,631	1	7,204	1
1479	Other current assets		203	-	-	-
11XX	Total current assets		919,979	77	836,945	53
Non-current assets
1510	Financial assets at fair value through profit or loss - non-current	6 (2)	20,025	2	27,600	2
1550	Investment accounted for using the equity method	6 (5)	-	-	447,489	28
1600	Property, Plant and Equipment	6 (6) and 8	232,598	20	260,593	16
1755	Right-of-use asset	6 (7)	3,395	-	3,423	-
1780	Intangible asset		115	-	204	-
1840	Deferred tax assets	6 (22)	10,300	1	9,623	1
1900	Other non-current assets		3,042	-	3,838	-
15XX	Total non-current assets		269,475	23	752,770	47
1XXX	Total assets		$ 1,189,454	100	$ 1,589,715	100

(cont'd)

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Plotech Co., Ltd.
Balance Sheet - Parent Company Only
December 31, 2025 and 2024

Unit: NT$1,000

	Liabilities and Equity	Notes	December 31, 2024		December 31, 2023
			Amount	%	Amount	%
Current liabilities
2100	Short-term borrowings	6 (9)	$ 146,000	12	$ 235,000	15
2130	Lease liabilities - current	6 (15)	4,874	1	10,212	1
2150	Notes payable		-	-	4,395	-
2170	Accounts payable		100,053	8	67,957	4
2200	Other payables	6 (10)	136,163	11	120,684	8
2200	Other payables-related parties	7	6,568	1	120,684	8
2230	Current tax liabilities	6 (21)	18,447	2	3,549	-
2280	Lease liabilities - Current	6 (7)	1,986	-	2,122	-
2300	Other current liabilities		1,311	-	1,443	-
21XX	Total current liabilities		415,402	35	445,362	28
Non-current liabilities
2570	Deferred tax liabilities	6 (21)	1,848	-	1,901	-
2580	Lease liabilities - Non-current	6 (7)	1,445	-	1,348	-
2600	Other non-current liabilities	6 (11)	1,902	-	8,273	1
2650	Equity-method investments – credit	6(5)
	balance		102,129	9	-	-
25XX	Total non-current liabilities		107,324	9	11,522	1
2XXX	Total Liabilities		522,726	44	456,884	29
Equity
	Share capital	6 (12)
3110	Common share capital		1,133,540	95	1,133,540	71
	Capital surplus	6 (13)
3200	Capital surplus		536,008	45	441,624	28
	Retained earnings	6 (14)
3310	Legal reserve		146,087	12	146,087	9
3320	Special reserve		157,505	13	164,929	10
3350	Undistributed earnings (to be used to offset losses)		( 1,121,086)	( 94)	603,703)	( 38)
	Other equities
3400	Other equities		( 185,326)	( 15)	( 149,646)	( 9)
3XXX	Total equity		666,728	56	1,132,831	71
3X2X	Total liabilities and equities		$ 1,189,454	100	$ 1,589,715	100

The notes to the unconsolidated financial statements are an integral part of these unconsolidated financial statements.

Chairman: Li Chi-Liang
Manager: Hung Tsung-Yi
Head of Accounting: Lu Fang-Cheng

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Plotech Co., Ltd.
Balance Sheet - Parent Company Only
December 31, 2025 and 2024
Unit: NT$1,000

Item	Notes	2025		2024
		Amount	%	Amount	%
4000	Operating income	6 (15)	$ 885,110	100	$ 760,195
5000	Operating costs	6 (4) (20)	( 708,324	( 80)	( 668,442)
5900	Gross profit		176,786	20	91,753
6100	Operating expenses	6 (20)
6200	Selling expenses		( 33,266)	( 4)	( 37,481)
6200	Administrative expenses		( 52,997)	( 6)	( 53,266)
6450	Expected credit impairment losses	6(3)	( 733)	-	1,900
6000	Total operating expenses		( 86,996)	( 10)	( 88,847)
6900	Operating loss		89,790	10	2,906
7100	Non-operating income and expense
7100	Interest income	6 (16)	13,025	1	17,186
7010	Other income	6 (17)	1,017	-	959
7020	Other gains or losses	6 (18)	( 8,537)	( 1)	10,498
7050	Financial costs	6 (19)	( 4,410)	-	( 4,721)
7055	Expected credit impairment losses	6(6)	( 13,930)	( 1)	-
7070	Share of profit or loss of subsidiaries, associates and joint ventures accounted for using the equity method	6 (5)
7000	Total non-operating incomes and expenses		( 589,942)	( 67)	( 933,365)
7900	Loss before tax		( 602,777)	( 68)	( 909,443)
7950	Income tax (benefits) expenses	6 (21)	( 14,180)	( 2)	( 5,980)
8200	Net loss for the period		( $ 527,167)	( 60)	( $ 912,517)
8300	Other comprehensive income (net)
8310	Items not reclassified subsequently to profit or loss
8311	Remeasurement of the defined benefit plan	6 (11)	$ 2,950	-	$ 3,076
8349	Income taxes related to the items not re-classified		( 590)	-	( 615)
8361	Exchange differences on translation of the financial statements of foreign operations		( 35,680)	( 3)	15,282
8300	Other comprehensive income (net)		( $ 33,320)	( 3)	$ 17,743
8500	Total comprehensive income in the current period		( $ 560,487)	( 63)	( $ 894,774)
8500	Basic loss per share	6 (22)
9750	Net loss for the period		( $ 4.65)	( $ 8.05)

The notes to the unconsolidated financial statements are an integral part of these unconsolidated financial statements.

Chairman: Li Chi-Liang
Manager: Hung Tsung-Yi
Head of Accounting: Lu Fang-Cheng

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Plotech Co., Ltd.
Statement of Changes in Equity - Parent Company Only
January 1 to December 31, 2025 and 2024
Unit: NT$1,000

	Notes	Common share capital	Capital surplus		Retained earnings			Exchange differences on translation of the financial statements of foreign operations	Total Equity
			Capital surplus - share premium account	Capital surplus - change in ownership of subsidiaries recognized	Legal reserve	Special reserve	Undistributed earnings (to be used to offset losses)
2024
Balance as of January 1, 2024		$ 1,133,540	$ 136,230	$ 75,926	$ 146,087	$ 157,505	$ 313,777	($ 164,928)	$ 1,798,137
Net income (loss)		-	-	-	-	-	( 912,517 )	-	( 912,517 )
Other comprehensive income for the period		-	-	-	-	-	2,461	15,282	17,743
Total comprehensive income in the current period		-	-	-	-	-	( 910,056 )	15,282	( 894,774 )
Earning appropriation and distribution
Reversal of special reserve		-	-	-	-	7,424	( 7,424 )	-	-
Change in ownership in subsidiaries	6 (24)	-	-	229,468	-	-	-	-	229,468
Balance as of December 31, 2024		$ 1,133,540	$ 136,230	$ 305,394	$ 146,087	$ 164,929	($ 603,703 )	($ 149,646 )	$ 1,132,831
2025
Balance as of January 1, 2025		$ 1,133,540	$ 136,230	$ 305,394	$ 146,087	$ 164,929	($ 603,703 )	($ 149,646 )	$ 1,132,831
Net income (loss)		-	-	-	-	-	( 527,1677 )	-	( 527,167 )
Other comprehensive income for the period		-	-	-	-	-	2,360	( 35,680 )	( 33,320 )
Total comprehensive income in the current period		-	-	-	-	-	( 524,807 )	( 35,680 )	( 560,487 )
Earning appropriation and distribution
Recognition of special reserve		-	-	-	-	( 7,424 )	7,424	-	-
Change in ownership in subsidiaries		-	-	94,384	-	-	-	-	94,384
Balance as of December 31, 2025		$ 1,133,540	$ 136,230	$ 399,778	$ 146,087	$ 157,505	($ 1,121,086 )	($ 185,326 )	$ 666,728

The notes to the unconsolidated financial statements are an integral part of these unconsolidated financial statements.

Chairman: Li Chi-Liang

Manager: Hung Tsung-Yi

Head of Accounting: Lu Fang-Cheng

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Plotech Co., Ltd.
Statement of Cash Flows - Parent Company Only
January 1 to December 31, 2025 and 2024
Unit: NT$1,000

	Notes	2025	2024
Cash flows from operating activities
Loss before tax for the period		($ 512,987)	($ 906,537)
Adjustments
Income/expenses items
Depreciation expense	6 (6) (7)
	(20)	43,464	52,748
Amortization	6 (20)	700	3,210
Reversal of expected credit losses	12(3)	14,663	( 1,900 )
Net loss (gain) from financial assets at fair value through profit or loss	6 (2) (18)
		7,392	2,990
Interest expenses	6 (19)	4,410	4,721
Interest income	6 (16)	( 13,025 )	( 17,186 )
Share of profit or loss under the equity method	6 (5)	589,942	933,365
Gains on disposal of property, plant and equipment	6 (18)
		( 591 )	( 39 )
Others		( 269 )
Change in assets/liabilities related to operating activities
Notes receivable - net		1,108	( 2,779 )
Accounts receivable		( 41,262 )	6,546
Other receivables		( 1,118 )	( 963 )
Inventories		( 21,045 )	( 1,567 )
Prepayments		( 5,427 )	( 1,746 )
Other current assets		( 203 )	-
Lease liabilities - current		( 5,338 )	( 276 )
Notes payable		( 4,395 )	( 360 )
Accounts payable		32,096	( 28,143 )
Other payables		787	8,640
Other payables-related parties		6,568	-
Other current liabilities		( 132 )	( 1,454 )
Accrued pension liabilities		( 4,012 )	( 4,245 )
Cash provided by operating activities		91,316	45,025
Interest received		717	17,186
Interest paid		( 4,354 )	( 4,811 )
Income tax returned		3	10,235
Net cash inflow from operating activities		87,692	67,635
Cash flows from investing activities
Proceeds from capital reduction of investees accounted for under the equity method	6 (5)
		18,380	29,458
Payment for acquisition of property, plant and equipment	6 (24)
		( 12,244 )	( 20,326 )
Proceeds from disposal of property, plant and equipment		591	39
Decrease (Increase) in refundable deposits		185	( 1,192 )
Increase in other accounts receivable - related parties		-	( 115,961 )
Net cash outflow from investing activities		6,912	( 107,982 )
Cash flows from financing activities
Proceeds from short-term borrowings	6 (25)	305,000	770,000
Repayment of short-term borrowings	6 (25)	( 394,000 )	( 715,000 )
Repaid principal of lease liabilities	6 (25)	( 2,532 )	( 3,263 )
Net cash inflow from financing activities		( 91,523 )	51,737
Decrease (increase) in cash and cash equivalents during the period		3,081	11,390
Cash and cash equivalents at the beginning of the year		104,160	92,770
Cash and cash equivalents at the end of the year		$ 107,241	$ 104,160

The notes to the unconsolidated financial statements are an integral part of these unconsolidated financial statements.

Chairman: Li Chi-Liang
Manager: Hung Tsung-Yi
Head of Accounting: Lu Fang-Cheng

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Independent Auditors’ Report

No. 25611140CA

To Plotech Co., Ltd.:

Opinion

We have audited the consolidated balance sheet of Plotech Co., Ltd. and its subsidiaries as of December 31, 2025 (ROC Year 114), and the consolidated statements of comprehensive income, changes in equity, and cash flows for the year then ended, as well as the notes to the consolidated financial statements (including a summary of significant accounting policies).

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the financial position of Plotech Co., Ltd. and its subsidiaries as of December 31, 2025, and their financial performance and cash flows for the year then ended, in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), interpretations, and announcements as endorsed and issued by the Financial Supervisory Commission.

Basis for Opinion

Our audit was conducted in accordance with the Regulations Governing Auditing and Attestation of Financial Reports by Certified Public Accountants and auditing standards generally accepted in the Republic of China. We are independent of Plotech Co., Ltd. and its subsidiaries in accordance with the Code of Professional Ethics for Certified Public Accountants, and we have fulfilled our other ethical responsibilities. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Emphasis of Matter

For the year ended December 31, 2025, Plotech Co., Ltd. and its subsidiaries incurred a consolidated net loss of NT$527,167 thousand. As of December 31, 2025, current liabilities exceeded current assets by NT$2,201,657 thousand, and accumulated losses amounted to NT$1,121,086 thousand. The Company’s operational improvement and financial restructuring plans are disclosed in Note 12(1). Our opinion is not modified in respect of this matter.

Key Audit Matters

Key audit matters are those that, in our professional judgment, were of most significance in our audit of the consolidated financial statements for the year ended December 31, 2025. We addressed these matters in the context of our audit of the consolidated financial statements as a whole, and we do not provide a separate opinion on these matters.

1. Impairment Assessment of Property, Plant, and Equipment

2. Relevant accounting policies: Note 4(9)

3. Estimation uncertainty: Note 5
4. PPE disclosures: Note 6(7)

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• The Company and its subsidiaries operate in capital-intensive industries facing economic and competitive pressures. The impairment assessment involves forecasting and discounting future cash flows, which inherently involves significant uncertainty.

• Audit procedures performed included:

• Understanding impairment policies and procedures, and evaluating management’s identification of cash-generating units.
• Reviewing independent valuation reports, assessing assumptions, and evaluating the qualifications and independence of external appraisers.

2. Existence of Sales Revenue

• Relevant accounting policies: Note 4(11)
• Revenue disclosures: Note 6(19)

• The Company and its subsidiaries manufacture and sell printed circuit boards, with major customers being well-known enterprises. Given the high concentration of revenue among the top ten customers, the existence of such revenue was considered a key audit matter.

• Audit procedures performed included:

• Reviewing credit approval processes for major new customers.
• Testing detailed sales transactions and supporting documents for the top ten customers.
• Testing subsequent collections and confirming accounts receivable balances with major customers.

Other Matter

The consolidated financial statements of Plotech Co., Ltd. and its subsidiaries for the year ended December 31, 2024 (ROC Year 113) were audited by other auditors, who expressed an unmodified opinion on March 31, 2025.

Plotech Co., Ltd. also prepared individual financial statements for the year ended December 31, 2025, which were audited by us, and we issued an unmodified opinion with an emphasis of matter paragraph.

Responsibilities of Management and Those Charged with Governance

Management is responsible for preparing consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRS as endorsed by the FSC, and for maintaining necessary internal controls to ensure the consolidated financial statements are free from material misstatement, whether due to fraud or error. Management is also responsible for assessing the Company’s ability to continue as a going concern, disclosing relevant matters, and using the going concern basis of accounting unless liquidation or cessation of operations is intended or unavoidable.

Those charged with governance (including the Audit Committee) are responsible for overseeing the financial reporting process.

Auditors’ Responsibilities

Our objective is to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement, whether due to fraud or error, and to issue an audit report. Reasonable assurance is a high level of assurance but not a guarantee that an audit conducted in accordance with auditing standards will always detect material misstatements.

Our responsibilities include:
- Identifying and assessing risks of material misstatement.

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• Understanding internal control relevant to the audit.
• Evaluating accounting policies and estimates.
• Concluding on the appropriateness of the going concern assumption.
• Evaluating overall presentation of the consolidated financial statements.
• Obtaining sufficient appropriate audit evidence regarding the financial information of components to express an opinion.

We communicated with those charged with governance regarding the planned scope and timing of the audit, significant findings, and independence matters.

Baker Tilly Clock & Co

Auditors:
- Lin Chi-Ping
- Peng Li-Chen

Approval Numbers: FSC Ref. No. 1100377905, 1050025873

Date: March 31, 2026

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Plotech Co., Ltd. and subsidiaries

Consolidated Balance Sheets

December 31, 2025 and 2024

Unit: Amounts expressed in thousands of New Taiwan Dollars

	Assets	Notes	December 31, 2025		December 31, 2024
			Amount	%	Amount	%
Current asset
1100	Cash and cash equivalents	6 (1)	$ 135,356	3	$ 202,086	3
1110	Financial assets at fair value through profit or loss - current	6(2)	328	-	145	-
1136	Financial assets measured at amortized cost - current	6 (3) and 8	235,725	4	245,925	4
1150	Notes receivable - net	6 (4)	10,169	-	34,594	1
1170	Accounts receivable - net	6 (4)	687,539	13	629,765	10
1200	Other receivables	6(4)	58,750	1	63,412	1
130X	Inventories	6 (5)	180,797	4	177,831	3
1410	Prepayments		16,584	-	25,459	-
1470	Other current assets	6(6) and 8	65,309	1	217,729	4
11XX	Total current assets		1,390,837	26	1,596,946	26
	Non-current assets
1510	Financial assets at fair value through profit or loss - non-current	6 (2)	20,025	-	27,600	1
1600	Property, Plant and Equipment	6(7) and 8	3,803,365	72	4,328,919	72
1755	Right-of-use asset	6 (8)	25,683	-	27,080	-
1780	Intangible asset		25,229	1	4,678	-
1840	Deferred tax assets	6 (25)	10,300	--	36,934	1
1900	Other non-current assets	6(10) and 8	36,086	1	7,662	-
15XX	Total non-current assets		3,920,688	74	4,432,873	74
1XXX	Total assets		$ 5,311,525	100	$ 6,029,819	100

(cont'd)

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

Chairman: Li Chi-Liang

Manager: Hung Tsung-Yi

Head of Accounting: Lu Fang-Cheng

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Plotech Co., Ltd. and subsidiaries

Consolidated Balance Sheets

December 31, 2025 and 2024

Unit: Amounts expressed in thousands of New Taiwan Dollars

	Liabilities and Equity	Notes	December 31, 2025		December 31, 2024
			Amount	%	Amount	%
Current liabilities
2100	Short-term borrowings	6 (11)	$ 1,230,480	23	$ 1,516,671	25
2130	Lease liabilities - current	6 (19)	88,970	2	85,576	1
2150	Notes payable		-	-	4,395	-
2170	Accounts payable		388,707	8	423,865	7
2200	Other payables	6 (12)	1,322,783	25	1,197,685	20
2220	Other payables to related parties	7	311,955	6	169,570	3
2230	Current tax liabilities	6(25)	18,447	-	3,549	-
2280	Lease liabilities - Current	6(8)	1,986	-	2,351	-
2320	Long-term debts due within one year	6 (13)
	or within one operating cycle		197,870	4	437,437	7
2399	Other current liabilities - others		31,296	-	1,443	-
21XX	Total current liabilities		3,592,494	68	3,842,542	58
Non-current liabilities
2540	Long-term borrowings	6 (13)	959,197	18	956,816	16
2570	Deferred tax liabilities	6 (25)	1,877	-	1,916	-
2580	Lease liabilities - Non-current	6(8)	1,445	-	1,587	-
2600	Other non-current liabilities	6 (14)	118,415	2	49,197	1
25XX	Total non-current liabilities		1,080,934	20	1,009,516	17
2XXX	Total Liabilities		4,673,428	88	4,852,058	75
Equity attributable to owners of the company
	Share capital	6 (16)
3110	Common share capital		1,133,540	21	1,133,540	19
	Capital surplus	6 (17)
3200	Capital surplus		536,008	10	441,624	7
	Retained earnings	6 (18)
3310	Legal reserve		146,087	3	146,087	2
3320	Special reserve		157,505	2	164,929	3
3350	Losses to be offset		( 1,121,086 )	( 21 )	( 603,703 )	( 10 )
3400	Other equities		( 185,326 )	( 3 )	( 149,646 )	( 2 )
31XX	Equity attributable to owners of the parent		666,728	12	1,132,831	19
36XX	Non-controlling interest		( 28,631 )	-	44,930	1
3XXX	Total equity		638,097	12	1,177,761	20
3X2X	Total liabilities and equities		$ 5,311,525	100	$ 6,029,819	100

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

Chairman: Li Chi-Liang

Manager: Hung Tsung-Yi

Head of Accounting: Lu Fang-Cheng

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Plotech Co., Ltd. and subsidiaries
Consolidated Statements of Comprehensive Income
January 1 to December 31, 2025 and 2024
Unit: Amounts expressed in thousands of New Taiwan Dollars
(except loss per share in NTD)

	Item	Notes	2025		2024
			Amount	%	Amount	%
4000	Operating income	6 (19)	$ 1,794,200	100	$ 2,288,680	100
5000	Operating costs	6(5)(24)	( 1,639,042)	( 92)	( 2,531,364)	( 111)
5950	Gross profit - net		155,158	8	( 242,684)	( 11)
	Operating expenses	6 (24)
6100	Selling expenses		( 53,455)	( 3)	( 79,765)	( 3)
6200	Administrative expenses		( 220,616)	( 12)	( 262,703)	( 11)
6300	R&D expenses		( 67,280)	( 4)	( 110,031)	( 5)
6450	Expected credit impairment losses	6(4)	( 20,050)	( 1)	( 11,899)	( 1)
6000	Total operating expenses		( 361,401)	( 20)	( 464,398)	( 20)
6900	Operating loss		( 206,243)	( 12)	( 707,082)	( 31)
	Non-operating income and expense
7100	Interest income	6 (20)	13,681	1	20,838	1
7010	Other income	6 (21)	34,045	2	35,641	1
7020	Other gains or losses	6 (22)	( 307,405)	( 17)	( 200,548)	( 9)
7050	Financial costs	6 (23)	( 124,907)	( 7)	( 124,216)	( 5)
7055	Expected credit impairment losses	6(4)	( 27,936)	( 2)	-	-
7000	Total non-operating incomes and expenses		( 412,522)	( 23)	( 268,285)	( 12)
7900	Loss before tax		( 618,765)	( 35)	( 975,367)	( 43)
7950	Income tax (benefits) expenses	6 (25)	( 40,804)	( 2)	( 26,807)	1
8200	Net loss for the period		( $ 659,569)	( 37)	( $ 1,002,174)	( 44)
	Other comprehensive income (net)
8311	Remeasurement of the defined benefit plan	6 (15)	$ 2,950	-	$ 3,076	-
8349	Income taxes related to the items not re-classified	6 (25)	( 590)	-	( 615)	-
	Items that may be reclassified subsequently to profit or loss
8361	Exchange differences on translation of the financial statements of foreign operations		( 42,460)	( 2)	41,808	2
8300	Other comprehensive income (net)		( 40,100)	( 2)	44,269	2
8500	Total comprehensive income in the current period		( $ 699,669)	( 39)	( $ 957,905)	( 42)
	Net loss attributable to:
8610	Owners of the parent		( $ 527,167)	( 30)	( $ 912,517)	( 40)
8620	Non-controlling interest		( 132,402)	( 7)	( 89,657)	( 4)
			( $ 659,569)	( 37)	( $ 1,002,174)	( 44)
	Total comprehensive income attributable to:
8710	Owners of the parent		( $ 560,487)	( 31)	( $ 894,774)	( 39)
8720	Non-controlling interest		( 139,182)	( 8)	( 63,131)	( 3)
			( $ 699,669)	( 39)	( $ 957,905)	( 42)
	Basic loss per share	6 (28)
9750	Total basic loss per share		( $ 4.65)	$	8.05

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

Chairman: Li Chi-Liang
Manager: Hung Tsung-Yi
Head of Accounting: Lu Fang-Cheng

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Plotech Co., Ltd. and subsidiaries

Consolidated Statements of Changes in Equity

January 1 to December 31, 2025 and 2024

Unit: Amounts expressed in thousands of New Taiwan Dollars

	Equity attributable to owners of the company
		Capital surplus		Retained earnings				Exchange differences on translation of the financial statements of foreign operations	Total	Non-controlling interest	Total Equity
		Contest	Capital surplus - share premium account	Capital surplus - change in ownership of subsidiaries recognized	Legal reserve	Special reserve	Undistributed earnings (to be used to offset losses)
2024
Balance as of January 1, 2024		$ 1,133,540	$ 136,230	$ 75,926	$ 146,087	$ 157,505	$ 313,777	($ 164,928)	$ 1,798,137	$ 26,829	$ 1,824,966
Net loss for the period		-	-	-	-	-	( 912,517 )	-	( 912,517 )	( 89,657 )	( 1,002,174 )
Other comprehensive income for the period		-	-	-	-	-	2,461	15,282	17,743	26,526	44,269
Total comprehensive income in the current period		-	-	-	-	-	( 910,056 )	15,282	( 894,774 )	( 63,131 )	( 957,905 )
Earning appropriation and distribution	6 (19)
Recognition of special reserve		-	-	-	-	7,424	( 7,424 )	-	-	-	-
Change in ownership in subsidiaries	6 (29)	-	-	229,468	-	-	-	-	229,468	81,232	310,700
Balance as of December 31, 2024		$ 1,133,540	$ 136,230	$ 305,394	$ 146,087	$ 164,929	($ 603,703 )	($ 149,646 )	$ 1,132,831	$ 44,930	$ 1,177,761
2025
Balance as of January 1, 2025		$ 1,133,540	$ 136,230	$ 305,394	$ 146,087	$ 164,929	($ 603,703 )	($ 149,646 )	$ 1,132,831	$ 44,930	$ 1,177,761
Net loss for the period		-	-	-	-	-	( 527,167 )	-	( 527,167 )	( 132,402 )	( 659,569 )
Other comprehensive income for the period		-	-	-	-	-	2,360	( 35,680 )	17,743	26,526	44,269
Total comprehensive income in the current period		-	-	-	-	-	( 524,807 )	( 35,680 )	( 560,487 )	( 139,182 )	( 699,669 )
Earning appropriation and distribution	6 (19)
Recognition of special reserve		-	-	-	-	( 7,424 )	7,424	-	-	-	-
Change in ownership in subsidiaries	6 (29)	-	-	94,384	-	-	-	-	94,384	65,621	160,005
Balance as of December 31, 2025		$ 1,133,540	$ 136,230	$ 399,778	$ 146,087	$ 157,505	($ 1,121,086 )	($ 185,326 )	$ 666,728	($ 28,631 )	$ 638,097

Chairman: Li Chi-Liang

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

Manager: Hung Tsung-Yi

Head of Accounting: Lu Fang-Cheng

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Plotech Co., Ltd. and subsidiaries

Consolidated Statements of Cash Flows

January 1 to December 31, 2025 and 2024

Unit: Amounts expressed in thousands of New Taiwan Dollars

(except loss per share in NTD)

Cash flows from operating activities

Loss before tax for the period		($)	618,765 )	($)	975,367 )
Adjustments
Income/expenses items
Depreciation expense	6(8)(9)		270,063		308,674
Amortization	6 (25)		10,618		9,571
Expected credit impairment losses	12(3)		47,986		11,899
Net loss from financial assets at fair value through profit or loss	6(2)(23)		7,392		2,990
Interest expenses	6 (24)		124,907		124,216
Interest income	6 (21)	(	13,681 )	(	20,838 )
(Gain) loss on disposal of property, plant and equipment	6 (23)		85,511	(	6,508 )
Impairment loss recognized in profit or loss, property, plant and equipment	6(10)(23)		96,910		196,270
Net loss (gain) on foreign exchange			19,685		112,193
Others		(	156 )		-
Change in assets/liabilities related to operating activities
Net change in assets/ liabilities related to operating activities
Notes receivable			24,542		15,907
Accounts receivable		(	81,447 )		440,473
Other receivables			5,758	(	54,603 )
Inventories		(	3,619 )		278,355
Prepayments			8,939		8,851
Other current assets			30,319	(	39,466 )
Contract liabilities			3,097		71,942
Notes payable		(	4,.395 )	(	359 )
Accounts payable			30,968	(	204,282 )
Other payables			241,947		49,428
Advance receipts			29,126	(	1,454 )
Accrued pension liabilities		(	4,011 )	(	4,244 )
Cash provided by (used in) operating activities			311,504		323,648
Interest received			13,715		21,012
Interest paid		(	114,365 )	(	104,801 )
Income tax returned			29,643		9,531
Net cash inflow (outflow) from operating activities			240,507		249,390

(cont'd)

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Plotech Co., Ltd. and subsidiaries

Consolidated Statements of Cash Flows

January 1 to December 31, 2025 and 2024

Unit: Amounts expressed in thousands of New Taiwan Dollars

(except loss per share in NTD)

Cash flows from investing activities

Payment for acquisition of property, plant and equipment	6 (30)	($	480,042)	($	466,066)
Proceeds from disposal of property, plant and equipment			435,646		130,197
Acquisition of financial assets measured at amortized cost		(	330,015)	(	722,475)
Disposal of financial assets measured at amortized cost			330,015		722,475
Decrease (increase) in refundable deposits			34,048		20,318
Increase in intangible assets		(	28,588)	(	531)
Increase in other non-current assets		(	7,227)	(	177)
Decrease (increase) in other financial assets			64,986		66,006
Net cash outflow from investing activities			18,823	(	250,253)
Cash flows from financing activities
Proceeds from short-term borrowings	6(31)		2,217,537		2,121,131
Repayment of short-term borrowings	6(31)	(	2,507,671)	(	2,492,686)
Proceeds from long-term borrowings	6(31)		-		259,182
Repayments of long-term borrowings	6(31)	(	243,062)	(	466,582)
Increase in guarantee deposits received	6(31)	(	6,262)		1,699
Increase in Other payables			285,494		-
Decrease in Other payables		(	141,657)		-
Increase in Other payables-Related Party			179,794		169,570
Decrease in Other payables-Related Party		(	39,565)		-
Repaid principal of lease liabilities	6(31)	(	2,505)	(	3,493)
Cash capital increase by subsidiaries	6 (29)		-		310,701
Net cash (outflow) inflow from financing activities		(	257,897)	(	100,478)
Effect of exchange rate changes on cash and cash equivalents		(	67,883)	(	152,119)
Decrease in cash and cash equivalents during the period		(	66,450)	(	253,460)
Cash and cash equivalents at the beginning of the year			202,086		455,546
Cash and cash equivalents at the end of the year		$	135,636	$	202,086

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

Chairman: Li Chi-Liang
Manager: Hung Tsung-Yi
Head of Accounting: Lu Fang-Cheng

22

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Plotech Co., Ltd.
Business Report - Fiscal Year 2025

I. Business Performance in FY2025

1. Operating Results

• Net operating revenue: NT$1,794,200 thousand (down NT$494,480 thousand from FY2024)
• Gross margin: 8.65%
• Gross profit: NT$155,158 thousand (up NT$397,842 thousand from FY2024)
• Operating loss: NT$206,243 thousand
• Net loss attributable to parent company: NT$527,167 thousand
• Loss per share: NT$4.65

2. Budget Execution

• No financial forecasts were published for FY2025.

3. Cash Flow and Profitability Analysis

• Cash inflow from operations: NT$240 million
• Cash inflow from investments: NT$18 million
• Cash outflow from financing: NT$258 million
• Ending cash balance: NT$136 million

Profitability Ratios

Item			2025	2024
Profitability	Return on assets		(9.87)	(13.61)
	Return on equity		(72.65)	(66.75)
	to paid-in capital (%)	Operating revenue	(18.19)	(62.38)
		Income before income tax	(54.59)	(86.05)
	Net margin		(36.76)	(43.79)
	Earnings (loss) per share		(4.65)	(8.05)

23

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24

1. Research and Development
2. Focused on AI servers, HPC, automotive, and industrial computer applications.
3. Emphasis on advanced high-transmission materials, composite thick copper lamination, and precision control of shrinkage/expansion.
4. Key R&D priorities: reducing signal attenuation, refining back-drill tolerances, improving yield stability, and optimizing process design.

II. FY2026 Business Plan Overview

1. Management Strategy
2. Business Development:
3. Focus on high-growth semiconductor test board products (Probe Card, Load Board, Burn-in Board).
4. Strengthen AI/HPC server HDI board market, especially M9 CCL material applications.
5. Production Technology & Efficiency:
6. Enhance drilling precision (4MIL, smaller back-drill sizes).
7. Advance line width to 15 - 20 μ m, plating aspect ratio up to 50.
8. Expand semiconductor test boards from 35 layers to 40 - 50 layers.

9. Upgrade MIS and inplan systems for faster delivery and higher service quality.

10. Projected Sales

11. Printed Circuit Boards: 2,752,800 SF (based on customer orders and market growth).

12. Key Production & Sales Policies

13. Invest in new equipment (e.g., vacuum etching machines).
14. Improve MIS systems for efficiency and delivery speed.
15. Expand semiconductor test board development and trial production.
16. Increase orders for high-margin, high-density test boards.

III. Future Development Strategy
- Taiwan plant to focus on small-volume samples and composite material R&D.
- Target high-margin, niche markets (high-density, fine-line, back-drill, high-reliability boards).

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• Develop advanced test boards with high-speed/high-frequency applications.
• Continue equipment upgrades to meet customer demands for speed and quality.
• Strengthen R&D talent, AI management interfaces, and long-term technical succession.

IV. External Environment Impact

1. Competitive Environment:

2. Post-pandemic and geopolitical tensions (Ukraine war, trade barriers) have reshaped global supply chains, with Taiwanese firms shifting operations to Southeast Asia.

3. Regulatory Environment:

4. Compliance with RoHS, greenhouse gas inventory (2025), and use of halogen-free, lead-free materials.

5. UL certification achieved, enhancing customer confidence.

6. Macroeconomic Environment:

7. Rapid changes in global demand require flexible decision-making.
8. Continuous ERP and process optimization to respond quickly to market dynamics.

Responsible Person: Li Chi-Liang Manager: Hung Tsung-Yi Chief Accountant: Lu Fang-Cheng

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Plotech Co., Ltd.

Statement of Loss Compensation

Fiscal Year2025

Item	Amount	Remarks
Undistributed earnings at the beginning of the period	(596,278,076)
Add: Current Period Profit (Loss)	(527,167,891)
Other Comprehensive Income (Actuarial Gains/Losses of Defined Benefit Plans, net of tax)	2,360,058
Net Loss after Tax plus Other Comprehensive Income	(524,807,833)
Losses to be compensated at the end of the period	(1,121,085,909)

Responsible Person: Li Chi-Liang Manager: Hung Tsung-Yi Chief Accountant: Lu Fang-Cheng

Notes (per FSC Letter Ref. No. 1010059296, dated December 28, 2012):

1. The Board of Directors, on March 30, 2026 (ROC Year 2026), proposed distribution of employee compensation in cash: NT$0, and directors' and supervisors' remuneration: NT$0.
2. If the proposed distribution of employee compensation and directors' remuneration differs from the amount recognized as expenses, the difference, reasons, and treatment must be disclosed. No such situation applies.
3. Estimated EPS after distribution of employee compensation and directors' remuneration: Not applicable.
4. Ratio of employee stock compensation to total earnings distribution: Not applicable.

26

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27

Plotech Co., Ltd.

Audit Committee Review Report

The Board of Directors has submitted the Company’s Fiscal Year 114 Business Report, Financial Statements, and Loss Compensation Statement. The financial statements (including consolidated financial statements) were audited by Baker Tilly Clock & Co. Certified Public Accountants, and an audit report was issued.

After review, the Audit Committee finds that the Business Report, Financial Statements, and Loss Compensation Statement comply with relevant provisions of the Company Act. In accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act, this report is hereby prepared and respectfully submitted for examination.

To: The Annual Shareholders’ Meeting of Plotech Co., Ltd. (Fiscal Year 2026)

Audit Committee Convener: Chen Shu-Fen

Date: March 30, 2026

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Plotech Co., Ltd.

Statement of Directors' Compensation

Fiscal Year 2026 Unit: NT$ thousand; thousand shares

Title	Name	Remuneration of Directors	Sum of A, B, C and D and as % of net income	Compensation received as an employee	Sum of A, B, C, D, E, F and G and as % of net income	Remun-nerati on received from investee enter prises other than subsidiaries or from the parent company
Compensation (A)	Pension (B)	Remuneration of Directors ©	Business execution expenses (D)	Salary, bonus and allowance (E)	Pension scheme (F)	Employee's remuneration (G)
Parent Company	All companies included in the financial reports	Parent Company	All companies included in the financial reports	Parent Company	All companies included in the financial reports	Parent Company	All companies included in the financial reports	Parent Company
Chairman & Director	Li Chi-Liang	0	0	0	0	0	0	60
Director	Li Chi-Ming	0	0	0	0	0	0	60
Director & General Manager	Hung Tsung-Yi	0	0	0	0	0	0	60
Director (Note 1)	Tseng Po-Wei	0	0	0	0	0	0	35
Independent Director (Note 1)	Chen Shu-Fen	0	0	0	0	0	0	71
Independent Director	Kan Chin-Ti	0	0	0	0	0	0	144
Independent Director (Note 1)	Lin Hui-Yu	0	0	0	0	0	0	71
Director (Note 2)	Lai Hung-Lin	0	0	0	0	0	0	30
Independent Director (Note 2)	Huang Chun-Yu	0	0	0	0	0	0	78
Independent Director (Note 2)	Chen Yi-Liang	0	0	0	0	0	0	78

1. Independent Directors' Compensation Policy: Compensation is determined in accordance with the Company's Articles of Incorporation. The Board of Directors may allocate up to $1\%$ of net income as directors' remuneration, based on responsibilities, risks, and time commitment.
2. Additional Disclosure: Other than the amounts disclosed above, no directors received compensation for services provided to the parent company, subsidiaries, or other investee companies (e.g., consultancy fees).

Note 1: Newly appointed on June 23, 114.
Note 2: Resigned on June 23, 114.

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29

Plotech Co., Ltd.

• Comparison Table of Amendments to the “Director Election Procedures”

| Amended Article
Article 5 | Original Article
Article 5 (Before Amendment): | Explanation |
| --- | --- | --- |
| (Deleted) | If the candidate is a shareholder, the voter must fill in the candidate’s account name and shareholder account number in the “Candidate” column of the ballot. If the candidate is not a shareholder, the voter must fill in the candidate’s name and national ID number. However, if the candidate is a government entity or a corporate shareholder, the “Candidate” column must state the name of the government or corporation, and may also include the name of its representative. If there are multiple representatives, each representative’s name must be listed separately. | Amended to align with practical operational needs of the Company. |

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Plotech Co., Ltd.

Director Election Procedures (Before Amendment)

Article 1 The election of directors of the Company shall be conducted in accordance with these Procedures.

Article 2 The election of directors shall adopt the cumulative voting system with ballots bearing the names of candidates. Unless otherwise provided in the Articles of Incorporation, each share shall have voting rights equal to the number of directors to be elected, which may be concentrated on one candidate or distributed among several candidates. The qualifications and election of independent directors shall comply with the “Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies.” Independent directors and non-independent directors shall be elected together, but votes shall be counted separately, and winners shall be determined separately.

Article 3 Before the election begins, the chairperson shall appoint shareholders to serve as ballot inspectors and vote counters. The ballot box shall be prepared by the Board of Directors and inspected publicly by the ballot inspectors before voting.

Article 4 The Board of Directors shall prepare ballots equal to the number of directors to be elected, with voting rights indicated, and distribute them to shareholders attending the shareholders’ meeting. The voter’s name may be replaced by the attendance certificate number printed on the ballot.

Article 5 If the candidate is a shareholder, the voter must fill in the candidate’s account name and shareholder account number in the “Candidate” column of the ballot. If the candidate is not a shareholder, the voter must fill in the candidate’s name and national ID number. If the candidate is a government entity or corporate shareholder, the “Candidate” column must state the name of the government or corporation, and may also include the name of its representative. If there are multiple representatives, each representative’s name must be listed separately.

Article 6 The election of directors shall follow the candidate nomination system under Article 192-1 of the Company Act. The qualifications, background, and compliance with Article 30 of the Company Act shall be reviewed, and no additional documentation beyond legal requirements shall be requested. The review results shall be provided to shareholders for reference to ensure the election of suitable directors. The number of directors shall be as specified in the Articles of Incorporation. Independent and non-independent directors shall be elected separately, with candidates receiving the highest number of votes elected

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in order. In case of a tie exceeding the number of positions, the winners shall be determined by drawing lots. If a candidate is absent, the chairperson shall draw lots on their behalf.

Article 7 Ballots shall be deemed invalid under the following circumstances:

1. Ballots not prepared by the convener.
2. Blank ballots placed in the ballot box.
3. Ballots with illegible handwriting or alterations.
4. Candidate names not matching the official list of director candidates.
5. Ballots containing additional text other than allocation of voting rights.

Article 8 After voting, ballots shall be counted immediately, and the results announced by the chairperson, including the list of elected directors and their vote counts. Ballots shall be sealed and signed by the ballot inspectors, properly preserved for at least one year. If a shareholder initiates litigation under Article 189 of the Company Act, ballots shall be preserved until the conclusion of the litigation.

Article 9 The Board of Directors shall issue election notices to the elected directors.

Article 10 Matters not provided in these Procedures shall be handled in accordance with the Company Act and the Articles of Incorporation.

Article 11 These Procedures shall take effect upon approval by the shareholders’ meeting. Amendments shall follow the same process.

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Plotech Co., Ltd.

Comparison Table of Amendments to the “Endorsement and Guarantee Procedures”

Amended Article	Original Article	Explanation
Article 4 – Limits on Endorsements and Guarantees	Article 4 – Limits on Endorsements and Guarantees
1. The total amount of endorsements and guarantees provided externally by the Company shall not exceed 100% of the Company’s net worth. For a single enterprise, the limit shall not exceed 20% of net worth, except for subsidiaries in which the Company directly or indirectly holds more than 50% of ordinary shares, where the limit may be up to 100%. Net worth shall be based on the most recent CPA-audited or reviewed financial statements.
2. For endorsements and guarantees arising from business dealings, the amount shall not exceed the transaction amount between the parties (defined as the higher of purchase or sales amount).
3. The combined total amount of endorsements and guarantees by the Company and its subsidiaries shall not exceed 500% of the Company’s net worth, and the combined amount for a single enterprise shall not exceed 500% of the Company’s net worth.	1. The total amount of endorsements and guarantees provided externally by the Company shall not exceed 100% of the Company’s net worth. For a single enterprise, the limit shall not exceed 20% of net worth, except for subsidiaries in which the Company directly or indirectly holds more than 50% of ordinary shares, where the limit may be up to 100%. Net worth shall be based on the most recent CPA-audited or reviewed financial statements.
2. For endorsements and guarantees arising from business dealings, the amount shall not exceed the transaction amount between the parties (defined as the higher of purchase or sales amount).
3. The combined total amount of endorsements and guarantees by the Company and its subsidiaries shall not exceed 300% of the Company’s net worth, and the combined amount for a single enterprise shall not exceed 300% of the Company’s net worth.	Amended to align with the Company’s operational needs.

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Plotech Co., Ltd.

Endorsement and Guarantee Procedures (Before Amendment)

Article 1 All matters relating to endorsements and guarantees by the Company shall be carried out in accordance with these Procedures.

Article 2 - Scope of Application

1. Financing endorsements and guarantees:
2. Discounting of commercial paper.
3. Endorsements or guarantees for financing purposes of other companies.

4. Issuance of notes to non-financial enterprises as collateral for the Company’s financing purposes.

5. Customs duty guarantees: Endorsements or guarantees related to customs duties of the Company or other companies.

6. Other endorsements and guarantees: Matters not classified under the above categories.

7. Collateral guarantees: Provision of movable or immovable property as collateral for loans of other companies.

Article 3 - Eligible Parties for Endorsements and Guarantees

1. The Company may provide endorsements and guarantees to:
2. Companies with business dealings with the Company.
3. Companies in which the Company directly or indirectly holds more than 50% of voting shares.
4. Companies that directly or indirectly hold more than 50% of the Company’s voting shares.

5. Subsidiaries in which the Company directly or indirectly holds more than 90% of voting shares, provided the amount does not exceed 10% of the net worth of the public company. This restriction does not apply to subsidiaries wholly owned (100%) by the Company.

6. The Company may provide endorsements and guarantees without being subject to the above restrictions in cases such as:

7. Mutual guarantees between contractors or co-builders under contractual requirements.
8. Joint investment relationships where all shareholders provide guarantees proportionate to their shareholding.

9. Performance guarantees under pre-sale housing contracts in accordance with consumer protection laws.

10. If the guarantee recipient is a subsidiary with net worth less than half of its paid-in capital, the Company shall continuously monitor its financial, business, and credit status.

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For subsidiaries with no par value shares or par value other than NT$10, paid-in capital shall be calculated as share capital plus capital surplus (share premium).

Article 4 - Limits on Endorsements and Guarantees

1. The total amount of endorsements and guarantees shall not exceed 100% of the Company’s net worth. For a single enterprise, the limit is 20% of net worth, except for subsidiaries in which the Company holds more than 50% of shares, where the limit may be up to 100%.
2. For endorsements and guarantees arising from business dealings, the amount shall not exceed the transaction amount between the parties (defined as the higher of purchase or sales amount).
3. The combined total amount of endorsements and guarantees by the Company and its subsidiaries shall not exceed 300% of the Company’s net worth, and the combined amount for a single enterprise shall not exceed 300% of the Company’s net worth.

Article 5 - Decision-Making and Authorization Levels

1. Endorsements and guarantees shall be approved by the Board of Directors. Independent directors’ opinions shall be fully considered and recorded. For subsidiaries in which the Company holds more than 50% of shares, the Board may authorize the Chairman to approve within 100% of net worth, subject to later ratification by the Board.

2. For subsidiaries in which the Company holds more than 90% of shares, Board approval is required before endorsements and guarantees can be made. This restriction does not apply to wholly owned subsidiaries.

3. If endorsements and guarantees exceed the limits set forth in these Procedures but are deemed necessary, Board approval is required, with more than half of directors jointly assuming liability. The Procedures must then be amended and submitted to the shareholders’ meeting for ratification. If not approved, a plan must be established to eliminate the excess within a specified period.

Article 6 - Procedures for Endorsements and Guarantees

1. Applications must be submitted by the requesting company to the Finance Department, which shall conduct credit checks and risk assessments, subject to approval by the General Manager and Chairman. Collateral may be required.

2. Risk assessment shall include:

3. Necessity and reasonableness of the endorsement or guarantee.

4. Whether cumulative amounts remain within limits.
5. Whether amounts arising from business dealings remain within limits.
6. Impact on the Company’s operations, financial condition, and shareholders’ equity.
7. Need for collateral and its valuation.

8. Documentation of credit checks and risk assessments.

9. The Finance Department shall maintain a register of endorsements and guarantees, including details of counterparties, amounts, approval dates, and evaluations.

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1. If circumstances change such that endorsements or guarantees exceed limits or no longer comply, an improvement plan shall be submitted to the Audit Committee and executed accordingly.

Article 8 - Internal Control

1. Internal auditors shall audit endorsement and guarantee procedures at least quarterly and prepare written reports. Significant violations shall be reported to the Audit Committee.
2. Violations shall result in disciplinary action against responsible managers and staff.

Article 9 - Custody of Seals and Procedures

1. The Company shall use its official seal registered with the Ministry of Economic Affairs exclusively for endorsements and guarantees. The seal and related documents shall be kept by designated personnel, subject to Board approval for changes.
2. Guarantee letters issued to foreign companies shall be signed by authorized persons designated by the Board.

Article 10 - Public Disclosure Procedures

The Company shall disclose and report endorsement and guarantee balances by the 10th of each month. If balances meet any of the following thresholds, disclosure shall be made within two days of occurrence:

1. Balances exceeding 50% of the Company’s net worth.
2. Balances with a single enterprise exceeding 20% of net worth.
3. Balances with a single enterprise exceeding NT$10 million, and combined with investments and loans exceeding 30% of net worth.
4. New endorsements and guarantees exceeding NT$30 million and 5% of net worth. For non-public subsidiaries, disclosures under item 4 shall be made by the Company.

Article 11

Subsidiaries intending to provide endorsements or guarantees shall establish their own procedures in accordance with these rules.

Article 12

Internal auditors shall review subsidiaries’ procedures and self-inspection reports.

Article 13

Matters not covered herein shall be handled in accordance with relevant laws and Company regulations.

Article 14

These Procedures shall be approved by at least half of the Audit Committee members, then submitted to the Board and shareholders’ meeting. If not approved by the Audit Committee, approval by two-thirds of all directors is required, with independent directors’ opinions recorded.

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Plotech Co., Ltd.

Rules of Procedure for Shareholders’ Meetings

Article 1 To establish sound corporate governance for shareholders’ meetings, strengthen supervisory functions, and enhance management efficiency, these Rules are adopted in accordance with Article 5 of the Corporate Governance Best Practice Principles for TWSE/TPEx Listed Companies.

Article 2 The venue of the shareholders’ meeting shall be located at the Company’s premises or at a place convenient for shareholders to attend and suitable for holding the meeting. The meeting shall not begin earlier than 9:00 a.m. or later than 3:00 p.m.

Article 2-1 The Company shall specify in the meeting notice the time and place for shareholder registration and other matters requiring attention. Registration shall begin at least 30 minutes before the meeting, with clear signage and adequate personnel. Shareholders or their proxies must present attendance certificates, sign-in cards, or other documents to attend. Solicitors of proxy forms must also present identification for verification.

Article 3 Shareholders (or proxies) attending the meeting shall submit sign-in cards in lieu of signing the attendance register.

Article 4 Attendance shall be calculated based on shares represented. Shares represented include those attending in person and those exercising voting rights in writing or electronically. Shareholders exercising voting rights in writing or electronically are deemed present, but shall be considered abstaining on ad hoc motions or amendments to original proposals. Written or electronic votes must be received by the Company two days before the meeting. If duplicate submissions occur, the earliest received shall prevail unless a revocation is declared.

Article 5 Shareholders unable to attend may appoint proxies in accordance with Article 177 of the Company Act and relevant proxy solicitation rules.

Article 6 When convened by the Board, the Chairman shall preside. If absent, the Chairman shall appoint a director to act as proxy; if not appointed, directors shall elect one among themselves. If convened by other authorized parties, the convener shall preside. If multiple conveners exist, one shall be elected among them. The Company may appoint lawyers, accountants, or relevant personnel to attend.

Article 7 Meeting staff shall wear identification badges or armbands.

Article 8 The entire meeting shall be audio or video recorded and preserved for at least one year. If litigation is initiated under Article 189 of the Company Act, records shall be preserved until conclusion of the case.

Article 9 If shareholders representing more than half of issued shares are present at the scheduled time, the Chairman shall declare the meeting open. If quorum is not met, the Chairman may postpone up to twice, each by 30 minutes. If still below quorum but shareholders representing one-third of issued shares are present, provisional resolutions may be adopted under Article 175 of the Company Act, with notice to shareholders for reconvening within one month. If quorum is later reached during the meeting, provisional resolutions shall be resubmitted for formal voting under Article 174 of the Company Act.

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Article 10 When convened by the Board, the agenda shall be set by the Board. Proposals (including ad hoc motions and amendments) shall be voted on item by item. The meeting shall proceed according to the agenda and may not be altered without resolution. If convened by other authorized parties, the same rules apply. Before the agenda is completed, the Chairman may not declare adjournment without resolution. If adjourned improperly, shareholders holding more than half of voting rights may elect a new Chairman to continue the meeting.

Article 11 – 14
- Shareholders wishing to speak must submit a speech slip stating their topic. The Chairman determines speaking order.
- Each shareholder may speak up to twice per proposal, each not exceeding five minutes, unless otherwise permitted.
- Corporate shareholders may appoint only one representative to speak per proposal.
- The Chairman or designated personnel may respond to shareholder questions.

Article 15 – 19
- The Chairman may declare discussion closed and submit proposals for voting.
- Ballot inspectors and vote counters shall be appointed, with inspectors being shareholders. Votes shall be counted publicly and results announced immediately.
- The Chairman may declare recess or suspend the meeting in case of force majeure.
- Voting results (for, against, abstain) shall be reported to the Market Observation Post System on the same day.
- If multiple proposals exist (original, amendments, alternatives), voting order shall be determined by the Chairman. Once one proposal passes, others are deemed rejected.

Article 20 – 23
- The Chairman may direct marshals or security personnel to maintain order.
- Each share carries one vote, except restricted shares or those without voting rights under Article 179 of the Company Act.
- Shareholders with conflicts of interest harmful to the Company shall abstain from voting and may not act as proxies.
- Minutes shall be prepared, signed, and distributed within 20 days, and may be provided electronically. Minutes must record date, venue, Chairman, resolutions, proceedings, and voting results. Election results must disclose vote counts per candidate. Minutes shall be permanently preserved.

Article 24 Deleted.

Article 25 These Rules shall take effect upon approval by the shareholders’ meeting. Amendments shall follow the same process.

Article 26 Matters not covered herein shall be handled in accordance with the Company Act, the Articles of Incorporation, and other relevant laws.

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Plotech Co., Ltd.
Articles of Incorporation

Chapter I – General Provisions

Article 1 The Company is organized in accordance with the Company Act and named Plotech Co., Ltd.

Article 2 The Company’s business scope includes:

1. Trading of keyboards, printers, and integrated circuits.
2. Trading of agricultural machinery, barcode machines, magnetic card machines, and related parts.
3. Planning and design of computer automation software, application packages, and computer automated testing software.
4. Import and export of software related to the above products.
5. Acting as agent for domestic and foreign manufacturers in quotation, bidding, and sales of the above products.
6. Printed circuit board and film design services.
7. Metal surface treatment.
8. Manufacturing, processing, trading, and drilling of printed circuit boards.
9. ZZ99999 – Except for businesses requiring permits, the Company may engage in any business not prohibited or restricted by law.

Article 2-1 The Company may invest in other businesses as resolved by the Board of Directors, without being subject to the 40% paid-in capital limit under Article 13 of the Company Act.

Article 2-2 The Company may provide guarantees for business purposes.

Article 3 The Company’s headquarters shall be located in Taipei City. Branch offices may be established domestically or abroad upon resolution of the Board of Directors.

Article 4 Deleted.

Chapter II – Shares

Article 5 The Company’s total capital is NT$3 billion, divided into 300 million shares at NT$10 per share. Unissued shares are authorized to be issued in installments by the Board of Directors. Of the total capital, NT$100 million (10 million shares) is reserved for employee stock options, authorized to be issued in installments by the Board.

Article 6 Deleted.

Article 7 Shares may be issued without physical certificates and registered with a centralized securities depository. Shareholders shall provide their name, address, specimen seal, and ID number for registration. Changes must also be reported. Share transfers, loss reports, inheritance, gifts, seal changes, or address changes shall be handled in accordance with the “Guidelines for Handling Stock Affairs by Public Companies.”

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Article 8 No share transfers shall be processed within 60 days before the annual shareholders’ meeting, 30 days before a special shareholders’ meeting, or 5 days before the record date for dividend or bonus distribution.

Chapter III – Shareholders’ Meetings

Article 9 Shareholders’ meetings are classified as regular or special. Regular meetings shall be convened annually within six months after fiscal year-end, with 30 days’ notice. Special meetings shall be convened as necessary, with 15 days’ notice. For shareholders holding fewer than 1,000 registered shares, notice may be given by public announcement. Notices may be delivered electronically with shareholder consent.

Article 9-1 Shareholders’ meetings may be held via video conference or other methods announced by the Ministry of Economic Affairs.

Article 10 Shareholders unable to attend may appoint proxies using Company-issued forms. Each shareholder may issue only one proxy to one person. If duplicate proxies are issued, the earliest received shall prevail unless revoked. A proxy may not represent more than 3% of total voting rights. Excess voting rights shall not be counted.

Article 11 Each share carries one vote, except restricted shares or those without voting rights under Article 179 of the Company Act.

Article 12 Resolutions shall be adopted by shareholders representing more than half of issued shares present, with approval by a majority of voting rights represented.

Chapter IV – Directors and Audit Committee

Article 13 The Company shall have 5 – 7 directors, elected under the candidate nomination system, serving three-year terms and eligible for re-election. At least three independent directors shall be appointed, comprising no less than one-third of the Board. Qualifications, shareholding, restrictions, independence, nomination, and election shall comply with regulations of the competent authority. An Audit Committee shall be established, composed of all independent directors. One shall serve as convener, and at least one shall have accounting or financial expertise.

Article 14 The Board shall elect a Chairman from among directors by majority vote with at least two-thirds attendance. The Chairman represents the Company externally. The Board determines business policies and may establish functional committees.

Article 14-1 Board meetings shall be convened with seven days’ notice, except in emergencies. Notices may be delivered in writing, email, or fax. Directors unable to attend may appoint another director as proxy, limited to one proxy per director.

Article 15 If the Chairman is unable to perform duties, substitution shall follow Article 208 of the Company Act.

Article 16 Directors’ remuneration shall be determined by the Board. Regardless of profit or loss, directors may receive transportation allowances up to NT$2 million, with allocation determined by the Board.

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Chapter V – Managers

Article 17 The Company shall appoint a General Manager, Deputy General Managers, and Assistants, who shall manage all business under the Chairman’s direction. Appointment, dismissal, and remuneration shall follow Article 29 of the Company Act.

Chapter VI – Accounting

Article 18 The fiscal year ends on December 31. The Board shall prepare:

1. Business Report.
2. Financial Statements.
3. Proposal for profit distribution or loss appropriation. These shall be submitted to the Audit Committee and shareholders’ meeting.

Article 19 If profits are earned, at least 1% shall be allocated as employee compensation, of which at least 10% shall be distributed to basic-level employees. Compensation may be in cash or stock, and may include employees of subsidiaries meeting certain conditions. Up to 1% may be allocated as directors’ remuneration. If accumulated losses exist, amounts shall first be reserved for offset.

Article 19-1 Profits shall first be used to pay taxes, offset losses, and allocate 10% to legal reserve. Special reserves shall be allocated or reversed as required. Remaining earnings, combined with undistributed earnings, shall be proposed by the Board for distribution. Cash dividends shall account for 10% – 100% of total dividends; stock dividends shall account for 0% – 90%.

Chapter VII – Supplementary Provisions

Article 20 Matters not covered herein shall be handled in accordance with the Company Act.

Article 21 This Charter was established on November 20, 1997, and has been amended twenty times, most recently on June 23, 2025.

Chairman: Li Chi-Liang

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Plotech Co., Ltd.

Statement of Shareholdings of All Directors

1. Issued Shares and Total Number: Common shares: 113,354,005 shares.
2. Statutory Minimum Shareholding for All Directors: 8,000,000 shares.
3. Details of Shareholdings:

Title	Name	Election Date	Term	Shares at Election	Shares as of 2026/04/26	Shareholding Ratio (%)
Chairman	Li Chi-Liang	2025/06/23	3 years	8,668,246	8,668,246	7.65
Director	Li Chi-Ming	2025/06/23	3 years	2,884,248	2,884,248	2.54
Director	Hung Tsung-Yi	2025/06/23	3 years	607,632	607,632	0.54
Director	Tseng Po-Wei	2025/06/23	3 years	0	0	0.00
Independent Director	Chen Shu-Fen	2025/06/23	3 years	13,900	13,900	0.01
Independent Director	Kan Chin-Ti	2025/06/23	3 years	0	0	0.00
Independent Director	Lin Hui-Yu	2025/06/23	3 years	0	0	0.00

Total Shareholdings of All Directors: 12,174,026 shares (10.74%).

Note: April 26, 2026 was the book closure date for the shareholders' meeting. The shareholdings are based on the shareholder register as of that date.