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POWERTECH AGM Information 2026

Apr 24, 2026

52310_rns_2026-04-24_530bb8c4-b105-4da3-96e5-9954ee365972.pdf

AGM Information

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Stock Code: 3296

POWERTECH

POWERTECH INDUSTRIAL CO., LTD

2026 Annual General Shareholders’ Meeting Meeting Handbook

MEETING TIME: May 25, 2026 at 9:00 AM

PLACE: 10F., No. 407, Sec. 2, Zhong Shan Rd.,
Zhonghe Dist. New Taipei City 23558,
Taiwan (R.O.C)


Table of Contents
I. Meeting Procedure P1
II. Meeting Agenda P2
1. Management Presentation P3
2. Recognition P8
3. Questions and Motions P12
III. Attachments
1. 2025 Business Report P14
2. Audit Committee Audit Report on the year 2025 Financial Statements P17
3. Directors’ remuneration P18
4. The report on financial and business transactions between the company and related parties P20
5. Financial Statements for the year 2025 P21
IV. Appendices
1. Articles of Incorporation P23
2. Rules of Procedures for Shareholders Meetings P28
3. Shareholding of Directors P31
4. Acceptance of proposals submitted by shareholders this annual general shareholders’ meeting P32

  • 1 -

POWERTECH INDUSTRIAL CO., LTD.

2026 Annual General Shareholders’ Meeting Procedure

  1. Report the number of shares to attend
  2. Chairman to announce the commencement of meeting
  3. Chairman Remarks
  4. Management Presentation
  5. Recognition
  6. Questions and Motions
  7. Adjournment

POWERTECH INDUSTRIAL CO., LTD
2026 Annual General Shareholders’ Meeting
Agenda

Time: 09:00 a.m. May 25, 2026 (Monday)

Place: 10F., No.407, Sec. 2, Zhong Shan Rd., Zhonghe Dist., New Taipei City 23558, Taiwan (R.O.C)

I. Report the number of shares to attend
II. Chairman to announce the commencement of meeting
III. Chairman Remarks
IV. Management Presentation:
1. Report on Business of the year 2025.
2. Audit Committee’s Audit Report on the year 2025 Financial Statements.
3. Directors' Remuneration Report of the 2025.
4. Report on financial and business transactions between the company and related parties.
V. Recognition:
1. Revised of the Proposal for 2024 Profit and loss compensation plan.
2. Adoption of the 2025 Business Report and Financial Statements.
3. Adoption of the Proposal for 2025 Profit and loss compensation plan.
VI. Questions and Motions.
VII. Adjournment.

  • 2 -

Management Presentation
- 3 -


  • 4 -

No. 1

Proposed by the Board of Directors

Proposal:
Report on Business of the year 2025.

Explanatory Notes:
1. 2025 Business Report is attached hereto as Attachment 1.


  • 5 -

No. 2

Proposed by the Board of Directors

Proposal:
Audit Committee’s Review Report for the 2025 Financial Statements.

Explanatory Notes:
1. Audit Committee Audit Report for the year 2025 Financial statements is attached hereto as Attachment 2.


  • 6 -

No. 3

Proposed by the Board of Directors

Proposal:
Report Directors' Remuneration of the 2025.

Explanatory Notes:

  1. Pursuant to Article 20 of the Company's Articles of incorporation, the Board of Directors is authorized to pay the remuneration of directors in accordance with their participation in the Company's operations and the value of their contributions, taking into account the general level of the industry. In addition, if there is a profit in the current year, no more than 3% shall be set aside as director's remuneration in accordance with Article 23 of the Company's Articles of incorporation. However, if the Company still has accumulated losses, it shall reserve funds in advance to make up for them.
  2. The Company incurred a profit and loss provision in 2025, and no directors' remuneration was distributed.
  3. Details of directors' remuneration in 2025 are as shown in Attachment 3.

No. 4

Proposed by the Board of Directors

Proposal:

Report on financial and business transactions between the company and related parties.

Explanatory Notes:

  1. The report on financial and business transactions between the company and related parties is attached hereto as Attachment 4.

  2. 7 -


  • 8 -

Recognition


No. 1

Proposed by the Board of Directors

Proposal:
Revised of the Proposal for 2024 Profit and loss compensation plan

Explanatory Notes:
1. The company’s net profit after tax in 2024 was NT$48,399,539.
2. According to the company's articles of association, losses should be covered first, and then 10% should be allocated to the statutory surplus reserve.

Resolution:

  • 9 -

  • 10 -

No. 2

Proposed by the Board of Directors

Proposal:
Adoption of the 2025 Business Report and Financial Statements

Explanatory Notes:
1. The Company’s 2025 financial statements have been audited by Chen Ming-Hui and Lee, Tzu-Hui, certified public accountants from KPMG, who have issued and Audit Report.
2. The “2025 Business Report” and “2025 Financial Statements” are attached hereto as Attachments 1 & 5

Resolution:


  • 11 -

No. 3

Proposed by the Board of Directors

Proposal:
Adoption of the Proposal for 2025 Profit and loss compensation plan.

Explanatory Notes:
1. The company’s net profit after tax in 2025 was NT$59,443,748.
2. The Company has no surplus to distribute in 2025 due to the compensation of accumulated losses..

Resolution:


  • 12 -

Questions and Motions


  • 13 -

Adjournment


Attachment 1

2025 Business Report

Operating Report of 2025

A. The implementation of business plans
Unit: in thousand NTD

Item 2025 2024 Increase/decrease
NTD % NTD % NTD %
Operating Income 1,597,212 100.00% 1,624,244 100.00% -27,032 -1.66%
Operating Margin 337,827 21.15% 359,960 22.16% -22,133 -6.15%
Operating Interest 49,390 3.09% -4,164 -0.34% 53,554 1,286.12%
Pre-tax net profit 71,072 4.45% 54,539 3.28% 16,533 30.31%
After-tax profit 59,443 3.72% 48,399 2.98 11,044 22.82%

Source: KPMG audited Financial Statements of 2025

The Company's overall operations remained stable in 2025. Revenue recognized in New Taiwan Dollars declined slightly compared to 2024 due to exchange rate fluctuations, but profits increased. Global economic growth in 2025 is expected to slow moderately compared to 2024. Uncertainty surrounding the economy caused by changes in tariffs and trade policies, geopolitical tensions such as the Russia-Ukraine war and the Middle East conflict, as well as shortages of key raw materials and supply chain price fluctuations, will result in insufficient global demand recovery. Corporate procurement and end-consumer spending will generally be more cautious and conservative, leading to a slower overall market recovery. The Company will continue to focus on its existing product lines and market presence, with major product categories maintaining steady growth. However, IoT smart home electrical safety products saw a significant decline in revenue in the North American market due to delayed customer inventory adjustments and intensified price competition, becoming the main factor contributing to the slight overall revenue decline. The revenue performance of the product lines in 2025 compared to 2024 is as follows:

1) Audio-visual power filter: The 20% year-on-year increase was the main driver of the company's revenue growth and profitability in expanding the commercial market.
2) Information peripheral lightning protection power socket: Annual growth of approximately 7%, maintaining stable growth.
3) IoT smart power saving and electricity safety products: Due to slow inventory clearance by clients and pressure from low-price competition in the market, sales decreased by approximately 60% year-on-year.

In recent years, our company has completed the relocation of its main production lines to Vietnam. Through local supply chain integration and production cost optimization, we have continuously improved manufacturing efficiency and overall competitiveness, laying a more flexible operational structure for future growth.

Looking ahead to 2026, the global economy is showing resilient growth, supported by continued slowing inflation and a gradual recovery in end-user demand. Nevertheless, fluctuations in raw material prices (including persistently high copper prices) continue to put pressure on manufacturing costs, resulting in a relatively moderate pace of overall economic recovery. International institutions generally expect the global economy to maintain a slow and stable growth pattern. Our company will continue to focus on enhancing product competitiveness, strengthening manufacturing efficiency, and expanding markets, and will implement the following strategies across our main product lines:

  1. Audio-Visual Power Filters: Responding to the explosive growth in professional audio-visual demands in the AI era (remote conferencing, virtual production, immersive experiences, post-production studios, etc.), the requirements for power quality have risen to commercial/industrial grades. The company has developed high-efficiency noise filtering, voltage regulation, surge protection, and high safety power filters for high-end conference rooms, theater-level systems, recording studios, and live streaming applications. Future expansion will include multi-channel high-current, intelligent adjustment, and remote monitoring functions, with a significant increase in market penetration and revenue/profit expected by

2026, solidifying its leading position in professional power filtering.

  1. Information Peripherals Surge-Proof Power Sockets: Riding the wave of AI PC growth, the company continues to consolidate its position in the information technology market, adding features such as USB-C fast charging, hub, and HDMI to enhance added value and create economies of scale. Simultaneously, it is expanding into professional power supply applications and sales for medical equipment and industrial control.
  2. IoT Smart Energy Saving and Power Safety Products: Adapting to global ESG and net-zero carbon reduction trends and stringent carbon emission regulations, the company is actively expanding its existing power management and smart energy saving product lines, developing more precise energy monitoring systems and smart sockets to drive related revenue and profit growth.
  3. High-Density Smart Power Distributors (PDUs): In response to the development and deepening applications of AI, and the computing power growth driven by HPC (High-Performance Computing), the power density of data center racks continues to increase, creating an urgent need for high-efficiency, high-stability power systems. The company will strengthen the R&D of high-density smart PDUs, focusing on integrated design of high efficiency, low loss, and high reliability, and enhancing smart monitoring and energy management functions to meet market demands for stable power supply and energy consumption optimization, driving the growth momentum of this product line.

Analysis of financial revenue and expenditure and profitability Unit : in thousands NTD

Item 2025 2024
Revenue and Expenditure Revenue 1,597,212 1,624,244
Operating margin 337,827 359,960
Net profit after tax 59,443 48,399
Profitability ROA(%) 3.20% 2.91%
ROE(%) 4.75% 4.05%
Net return (%) 3.72% 2.98%
Retrospective EPS(元) 0.61 0.50

Research and development status

The R&D expenses invested by the Company in 2025 :

Unit : in thousands NTD

Item Amount
R&D costs 78,427
Net operating income 1,597,212
Accounting for net operating income ratio 4.91%

B. Operating principles:

  1. Actively develop new customers, new markets and new applications to expand the company's operating scale.
  2. Strengthen core technology research and development, increase competition barriers, and improve profitability.
  3. Carry out patent layout and strengthen intellectual property protection to increase industry entry barriers and maintain competitive advantage.
  4. Strictly control costs, improve management efficiency, and enhance international competitiveness.

  • 16 -

Important production and marketing policies

  1. Continue to invest in innovative research and development to improve product quality and reduce production costs.
  2. Strengthen process management and improve production efficiency.
  3. Understand the price fluctuations of raw materials, strengthen inventory control, and leverage procurement advantages.
  4. Understand market development trends, develop new products, and explore new application markets to improve profitability and expand product breadth and depth.

The future development strategy of the company

  1. In line with market trends, we actively develop green energy products to seek new growth drivers in the future.
  2. Strengthen marketing channels, improve competitiveness in quality, price and delivery time, and increase market share.

By the external competitive environment, regulatory environment and the overall operating environment

Facing increasingly stringent global sustainability regulations, a rapidly evolving industry environment, and intensifying external competition, our management team will continue to prudently grasp market trends and strengthen organizational governance, talent development, and R&D deployment to enhance innovation capabilities in new technologies and products, as well as market expansion efficiency. We will also continue to deepen our ESG strategy, actively promote green product design and sustainable supply chain management, and establish a digital carbon inventory and management system to monitor emissions data, achieve carbon reduction targets, and steadily promote low-carbon transformation. Through the integration of the supply chain and upstream and downstream resources, we are committed to enhancing the overall value of our products and services and strengthening the execution of sustainable development, ensuring that sustainability results are implemented simultaneously in operations and governance.

The management team will continue to assess the potential impact of external uncertainties on the company's operations and adopt appropriate risk management and resource allocation strategies to ensure the company maintains a sound financial position, enhances market competitiveness, and supports future growth momentum.

Our company will uphold the core principles of sound operation and sustainable development, guided by long-term value, and continuously strengthen its operational resilience and technological leadership to create greater sustainable operating results for shareholders, customers, employees, and stakeholders.

The above is a report on the 2025 operating results and the summary of the 2026 operating plan. We once again thank all shareholders for their support. All employees of our company will strive to develop even stronger operational capabilities than before, rewarding shareholders for their support with superior performance. We hope that our shareholders will continue to support and encourage us in creating a bright future together. We wish all shareholders good health and all the best!

Sincerely yours,

Chairman of the Board and CEO: Yi-Hsiung Chou

CFO: Eric Hsieh


Attachment 2 Audit Committee's Review Report for the year 2025 Financial Statements

AUDIT COMMITTEE'S REVIEW REPORT

The Board of Directors has prepared the Company's 2025 Financial Statements. The CPA firm of KPMG, by CPA Chen Ming-Hui and Lee, Tzu-Hui was retained to audit the Company's Financial Statements and has issued an audited report relating to the Financial Statements. The Financial Statements, Business Report, and the Proposal for loss recovery of 2025 Deficits have been reviewed and determined to be correct and accurate by Supervisors. According to Article 219 of the Company Law, we hereby submit this report.

Convener: Shin-Rong Shiah-Hou

March 10, 2026

  • 17 -

  • 18 -

Attachment 3 Directors' remuneration

  1. The remuneration of the Company's directors and independent directors shall be paid in accordance with the provisions of the Company's Articles of Association and shall be determined based on their duties, degree of participation and contribution, and in consideration of the general standards of the industry. The remuneration received by directors who also serve as employees shall be paid in accordance with the salary management regulations of the Company. Business execution expenses are the travel expenses of directors to attend board meetings and other meetings, and are paid based on actual attendance. The above remuneration is reviewed by the Remuneration Committee and submitted to the Board of Directors for approval.

  2. In addition to the above disclosures, remuneration received by the company's directors for services rendered (such as serving as consultants to the parent company/all companies included in the financial report/invested businesses who are not employees, etc.) in the most recent year: None.

  3. *: Director KJ Huang and Independent Director Ah-Yee Lee took office on May 28, 2025.

*: Director Chin-Yang Cheng and Independent Director Chun-Chi Yang resigned on May 28, 2025.


Title Name Remuneration Ratio of Total Remuneration (A+B+C+D) to Net Income (%) Relevant Remuneration Received by Directors Who are Also Employees Ratio of Total Compensation (A+B+C+D+E+F+G) to Net Income (%) Compensation Paid to Directors from an Invested Company Other than the Company's Subsidiar
Base Compensation (A) Severance Pay (B) Bonus to Directors (C) Allowances (D) Salary, Bonuses, and Allowances (E) Severance Pay (F) Profit Sharing- Employee Bonus (G)
The company All companies in the consolidated financial statements The company Companies in the consolidated financial statements The company Companies in the consolidated financial statements The company
Chairman Jonie Chou 4,278 4,278 214 214 -
Director Jennifer Lai - - - - -
Director Michael TS Lee - - - - -
Director Roer Chang - - - - -
Director Kj Huang - - - - -
Independent Director Tsung Pei Lee - - - - -
Independent Director Shin-Ro ng Shiah-H ou - - - - -
Independent Director MingChi Chen - - - - -
Independent Director Ab-Yee Lee - - - - -
Director Chin-Ya ng Cheng - - - - -
Independent Chun Chi Yang - - - - -

  • 20 -

Attachment 4 The report on financial and business transactions between the company and related parties.

Funds loan to company Loan to company Amount Funding Method Loans and nature of funds Interest rate pricing period
Quan Sheng electric co.,ltd Hong Fu Electrical Ltd RMB 8,000,000 Recyclable Short-term financing Annual interest rate on regular demand deposits at local banks 2025/3/12-2026/3/11
TREASURE POWER-TECH USD 5,000,000 Recyclable Short-term financing Annual interest rate on regular demand deposits at local banks 2025/11/7-2026/11/6

Attachment 5

PowerTech Industrial Co., Ltd
Financial Report

Reference to https://www.power-tech.com.tw/aboutUs/investor/financial/report

  • 21 -

PowerTech Industrial Co., Ltd and its Subsidiary
Consolidated Financial Report
Reference to https://www.power-tech.com.tw/aboutUs/investor/financial/report
- 22 -


Appendix 1

Article of Incorporation of Powertech Industrial Co., Ltd

2025.05.28 revised

Chapter 1 General Provisions

Article 1 This company is organized in accordance with the provisions of the Company Law for joint-stock companies and is named Shengde International Research & Development Co., Ltd. (English name: POWERTECH INDUSTRIAL CO.,LTD.)

Article 2: The scope of business operations of this company is as follows:

  1. CC01020 Wire and Cable Manufacturing
  2. CC01030 Electrical and Audio-Visual Electronic Products Manufacturing
  3. CC01110 Computer and Peripheral Equipment Manufacturing
  4. CC01060 Wired Communication Machinery and Equipment Manufacturing
  5. CC01070 Wireless Communication Machinery and Equipment Manufacturing
  6. CC01080 Electronic Components Manufacturing
  7. CC01990 Other Electrical and Electronic Machinery and Equipment Manufacturing
  8. F401010 International Trade
  9. F401021 Import of Telecommunications Controlled Radio Frequency Equipment
  10. CE01021 Manufacturing of Weighing Instruments
  11. F401181 Import of Weighing Instruments
  12. JA02051 Repair of Weighing Instruments
  13. ZZ99999 In addition to licensed businesses, the company may engage in businesses not prohibited or restricted by law.

Article 3 This company has its headquarters in Zhonghe District, New Taipei City. Upon necessary approval from the Board of Directors, it may establish branches domestically and internationally.

Article 4 The company's announcement procedures shall comply with Article 28 of the Company Act.

Article 4.1 This company may make external investments as needed for its business operations, and may become a limited liability shareholder in other companies upon approval from the Board of Directors. The total amount of such investment is not subject to the restrictions on the amount of external investments stipulated in Article 13 of the Company Act.

Article 4.2 This company may provide guarantees to external parties for its business needs.

Chapter 2 Shares

Article 5 The company's capital is set at NT$1.5 billion, divided into 150 million shares, all of which are common shares, each priced at NT$10. Unissued shares are authorized to be issued by the Board of Directors in tranches.

Of the aforementioned total capital, 15 million shares are reserved for employee stock options, stock options bonds, and preferred shares with stock options.

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If the Company issues employee stock options at a price lower than the closing price on the issuance date, the issuance shall be permitted only with the attendance of shareholders representing more than half of the total issued shares at the most recent shareholders' meeting and the approval of more than two-thirds of the voting rights of the attending shareholders.

Article 5-1 When the Company repurchases its own shares in accordance with Article 28-2, Paragraph 1, Subparagraph 1 of the Securities and Exchange Act and transfers them to employees at a price lower than the average price of the shares actually repurchased, this shall be permitted only with the attendance of shareholders representing more than half of the total issued shares at the most recent shareholders' meeting and the approval of more than two-thirds of the voting rights of the attending shareholders.

Article 6 All shares of the Company are registered, signed or sealed by the directors representing the Company, and issued after being certified by a bank legally authorized to act as the stock issuer. Shares issued by the Company may be exempt from printing stock certificates, but must be registered with a securities custodian institution.

Article 7 Registration of share transfers shall not be made within sixty days prior to the Annual General Meeting, within thirty days prior to the Extraordinary General Meeting, or within five days prior to the record date for the company's decision to distribute dividends, bonuses, or other benefits.

Article 7-1 The Company's shareholding affairs shall be handled in accordance with the "Guidelines for Shareholding Affairs of Publicly Offered Companies" promulgated by the competent authority.

Chapter 3 Shareholders' Meetings

Article 8 Shareholders' meetings are divided into annual meetings and extraordinary meetings. An annual meeting shall be convened at least once a year, within six months after the end of each fiscal year. Extraordinary meetings shall be convened as necessary in accordance with relevant laws and regulations.

Article 8-1 Shareholders representing more than one percent of the Company's shares may submit written proposals to the Company for the annual general meeting, limited to one proposal per shareholder. Proposals exceeding one item shall not be included in the agenda, and related procedures shall be handled in accordance with the Company Act and relevant regulations.

Article 9 If a shareholder is unable to attend a shareholders' meeting due to unforeseen circumstances, they may authorize a proxy to attend on their behalf by issuing a power of attorney issued by the Company specifying the scope of authorization. Except as provided in Article 177 of the Company Act, the procedures for shareholder proxy attendance shall be governed by the "Rules for the Use of Proxy Forms by Publicly Listed Companies Attending Shareholders' Meetings" promulgated by the competent authority.

Article 10 Each share of the Company's shareholders carries one vote, unless otherwise stipulated by law.

Article 11 Resolutions of the shareholders' meeting shall be passed with the consent of more than half of the shareholders representing more than half of the total issued shares, either in person or by proxy, unless otherwise stipulated by relevant laws.

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Article 11.1 If the Company subsequently withdraws from its public offering, this Article shall remain unchanged and shall not be amended during the listing period.

Article 12 Shareholders' meetings shall be convened by the Board of Directors, with the Chairman as the Chairperson. In the absence of the Chairman, the Chairman shall designate one director to act as his proxy; if no director is designated, the directors shall elect one to act as his proxy. If the meeting is convened by a person other than the Board of Directors with the right to convene, that person shall serve as the Chairperson. If there are two or more persons with the right to convene, they shall mutually elect one of them.

Article 13 Resolutions of the shareholders' meeting shall be recorded in minutes, signed or sealed by the chairman of the shareholders' meeting, and distributed to all shareholders in writing or electronically within twenty days after the meeting; the distribution of the aforementioned minutes may be made by public announcement.

Chapter 4 Board of Directors and Audit Committee

Article 14 The Company shall have five to nine directors, appointed by the shareholders' meeting from a list of candidates through a nomination system. The term of office is three years, and directors may be re-elected. Of the aforementioned directors, no fewer than three shall be independent directors, and no fewer than one-fifth of the board seats. The professional qualifications, shareholding, concurrent positions, nomination and election methods, and other matters to be followed by independent directors shall be handled in accordance with the relevant regulations of the securities regulatory authority.

Article 14.1 When one-third of the directors are vacant or all independent directors are dismissed, the board of directors shall convene an extraordinary shareholders' meeting within sixty days to elect replacements, whose term of office shall be limited to the period of filling the original vacancy.

Article 14-2 In accordance with Article 14-4 of the Securities and Exchange Act, the Company establishes an Audit Committee to replace the Supervisory Committee. The Audit Committee is composed of all independent directors, and its professional qualifications, shareholding restrictions, concurrent positions, nomination and selection methods, and other matters to be followed shall be handled in accordance with the relevant regulations of the securities regulatory authority.

The Company may establish other functional committees, the organizational procedures of which shall be formulated by the Board of Directors.

Article 15 The Board of Directors organizes its meetings, requiring the attendance of at least two-thirds of the directors and the consent of more than half of the attending directors, to elect one person as Chairman to represent the Company externally. When the Chairman is absent or unable to exercise his/her powers for any reason, his/her proxy shall be handled in accordance with Article 208 of the Company Act.

Article 16 The Board of Directors shall meet quarterly, and the reason for the meeting shall be stated and all directors shall be notified seven days in advance; however, in case of emergency, the meeting may be convened at any time. Notice of the Board meeting may be given in writing, by fax, electronically, or other means.

Article 17 Directors may authorize other directors in writing to attend the Board meeting on

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their behalf, but a power of attorney shall be issued for each meeting, specifying the scope of authorization, and the authorization shall be limited to one person.

Article 18. Resolutions of the Board of Directors shall, unless otherwise stipulated by the Company Law, require the attendance of more than half of the directors and the consent of more than half of the attending directors.

Article 19. Minutes of the Board of Directors' meetings shall be prepared, signed or sealed by the chairman of the meeting, and distributed to all directors within twenty days after the meeting.

Article 19-1. Matters concerning the Company's Board of Directors' meetings shall be handled in accordance with the Company's "Rules of Procedure for Board Meetings."

Article 20. The remuneration of directors shall be authorized by the Board of Directors based on their level of participation and contribution to the Company's operations and with reference to general industry standards. Furthermore, the Company may purchase liability insurance for directors during their term of office for legally incurred liabilities arising from their performance of duties.

Chapter 5. Managers

Article 21. The Company may appoint managers; their appointment, dismissal, and remuneration shall be handled in accordance with Article 29 of the Company Law.

Chapter VI Accounting

Article 22 At the end of each fiscal year, the Board of Directors shall prepare the following list and submit it to the Annual General Meeting for approval thirty days prior to the meeting.

  1. Business Report
  2. Financial Statements
  3. Proposal on Profit Distribution or Loss Coverage.

Article 23 If the Company makes a profit in a given year (profit refers to pre-tax profit before deducting employee and director remuneration), it shall allocate 2% to 15% to employee remuneration and no more than 3% to director remuneration. However, if the Company has accumulated losses (including adjustments to retained earnings), a reserve shall be set aside to cover them. The aforementioned employee remuneration distributed to frontline employees shall not be less than 10% of the total allocation for that period.

The aforementioned employee remuneration may be paid in shares or cash, and the recipients may include employees of subsidiaries who meet the conditions set by the Board of Directors. The aforementioned director remuneration may only be paid in cash.

The preceding two items shall be decided by the Board of Directors and reported to the Shareholders' Meeting.

Article 23-1 If the Company's annual financial statements show a net profit after tax for the current period, accumulated losses (including adjustments to retained earnings) shall be used first, followed by a 10% allocation to the statutory surplus reserve; however, this does

  • 26 -

not apply if the statutory surplus reserve has reached the Company's total paid-in capital. A special surplus reserve shall then be allocated or reversed in accordance with laws or regulations of the competent authority. Subsequent profits, together with the beginning retained earnings (including adjustments to retained earnings), shall be subject to a profit distribution proposal drafted by the Board of Directors and submitted to the Shareholders' Meeting for resolution on the distribution of dividends to shareholders.

The Company's dividend policy primarily considers the Company's future operational development and funding needs. To meet future funding needs and long-term financial planning, cash dividends shall not be less than 20% of the total dividends paid. Article 25 These Articles of Incorporation were prescribed by the promoters on November 9, 2000.

The 1st amendment was made on February 4, 2002;
The 2nd amendment was made on October 25, 2002;
The 3rd amendment was made on December 5, 2002;
The 4th amendment was made on June 20, 2003;
The 5th amendment was made on June 18, 2004;
The 6th amendment was made on June 23, 2005;
The 7th amendment was made on June 23, 2005;
The 8th amendment was made on June 14, 2006;
The 9th amendment was made on June 15, 2007;
The 10th amendment was made on June 13, 2008;
The 11th amendment was made on May 26, 2010;
The 12th amendment was made on May 30, 2011;
The 13th amendment was made on June 18, 2012;
The 14th amendment was made on June 28, 2013;
The 15th amendment was made on June 7, 2016;
The 16th amendment was made on June 14, 2018
The 17th amendment was made on June 10, 2020
The 18th amendment was made on May 28, 2025

POWERTECH INDUSTRIAL CO.,LTD.
CHAIRMAN & PRESIDENT
JONIE CHOU


Appendix 2

Rules of Procedures for Shareholders Meeting

Passed by the General Shareholders Meeting on June 14, 2017

  1. In addition to the provisions of the laws and regulations of the Company, the shareholders' meeting of the Company shall be handled in accordance with these Standards.

  2. The shareholders referred to in these Rules shall mean the representatives or agents entrusted by the shareholders themselves and the shareholders.

  3. The Company shall convene a shareholders' meeting and may exercise its voting rights in writing or electronically; its exercise shall be set out in the notice convened by the shareholders' meeting. The company has to set up a signature card for attendance by the shareholders, or by the shareholders to pay the attendance card to sign on behalf of the card. The number of shares to be attended by the attendance card or the attendance card. In addition to the provisions of Article 179 of the Company, the attendance and voting of the shareholders' meeting shall be based on the shares.

  4. The place where the shareholders' meeting will be held shall be at the place where the Company is located or facilitated by the shareholders and suitable for the convening of the shareholders' meeting; the meeting shall not be earlier than 9 am or later than 3 pm.

  5. If the chairman of the board of directors is appointed by the chairman of the board of directors, the chairman of the board of directors shall be represented by the chairman of the board of directors, or if the chairman of the board of directors fails to exercise his or her duties, he shall be represented by the deputy chairman or vice chairman or vice chairman of the board of directors. The chairman of the board of directors appointed by the chairman of the agent; its no executive director, designated director of a proxy, the chairman did not specify the agent, by the executive director or director of each other. If the shareholders are convened by the convenor other than the board of directors, the chairman of the board of directors shall be appointed by the convenor.

  6. After the meeting has been adjourned, the shareholders shall not continue to hold the meeting at the original site or another place. However, if the chairman violates the rules of procedure, he announces that the meeting will be elected by a majority of the shareholders to attend the meeting.

  7. The company shall keep the whole process of recording or recording of the meeting of the shareholders' meeting and keep it for at least one year.

  8. The company may appoint an appointed lawyer, accountant or related person to attend the shareholders' meeting.

The management staff of the shareholders' meeting shall wear a recognition certificate or armband.

  1. If the chairman of the meeting has not been represented by a majority of the total number

  2. 28 -


of shares to be issued, the chairman may declare a postponement of the meeting. The delay shall be limited to two times, and the delay shall not exceed one hour. If there is less than one third of the total number of issued shares, the shareholders may attend the meeting.

If the number of shares to be represented is less than half of the total number of issued shares before the meeting is not completed, the chairman shall resubmit the decision to resubmit the meeting in accordance with the provisions of the Company Law.

  1. The meeting shall be made by the board of directors, and the meeting shall be conducted on the basis of the scheduled agenda and shall not be changed without the resolution of the shareholders' meeting.

If the shareholders are convened by the convenor other than the board of directors, the provisions of the preceding paragraph shall be used.

Agenda 2 Before the proceedings (including provisional motion) are not terminated, the President shall not adjourn the meeting by resolution.

  1. Before attending a statement, the applicant must first fill in the statement to specify the purpose of the statement, the number of members and the name of the board, by the chairman to specify the order of their speeches.

Attendance of the shareholders only to speak but not speakers, as not speak. The content of the statement and the statement of the statement does not match, to speak content shall prevail.

At the time of the presentation of the shareholders, the other shareholders shall not speak in any way except with the consent of the chairman and the shareholders of the statement, and the chairman of the violation shall cease.

The same motion shall not be repeated by the Chairman, and shall not exceed two times, not more than five minutes. If the shareholder speaks in violation of the preceding paragraph or exceeds the scope of the question, the chairman shall stop his speech.

  1. Any legal entity designated as proxy by a shareholder(s) to be present at the shareholders meeting may appoint only one representative to attend such meeting. If a corporate shareholder who designated two or more representatives to represent may speak on any one discussion item.

  2. After the presentation of the shareholders, the chairman has personally or designated the relevant personnel to reply.

  3. The bill of directors of the motion and the counting of votes, designated by the chairman, but the prisoners should have a shareholder status. The result of the vote shall be reported on the spot and made into record.

  4. The meeting is in progress and the chairman has the time to declare his rest. If a meeting fails to end, the Assembly will be resolved by resolution within five days and free from the notice and announcement.

  5. The resolution of the resolution shall be approved by the majority of the shareholders' voting rights in addition to the provisions of Company Law and the Articles of Association.

Vote on the motion:

a. When the Chairman is consulted and all the participants are not dissenting, they shall be deemed to have passed the same objection without the objection.

b. The same is true of the votes cast against the motion and the remainder of the objection is the same as the vote.

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c. In the case of an amendment or an alternative to the same motion, the Chairman shall, in the same order as the original proposal. If the other case has been passed, the other motions shall be deemed to have been vetoed.

  1. The chairman has commanded the captain (or security officer) to assist in maintaining the order of the venue. When the captain (or the security officer) is present to assist in maintaining the order, the mark of the "picker" should be worn.

  2. The Rules shall be implemented after the adoption of the Shareholders' Meeting.

  3. This rule shall come into effect upon approval by the shareholders' meeting, and the same applies to any amendments.

(Revised June 14, 2017)


Appendix 3

POWERTECH INDUSTRIAL CO.,LTD.

Shareholding of Directors

Book closure date: March 27, 2026

Position Name Date elected Current shareholding
Shares Shareholding ratio%
Chairman Jonie Chou 5.28. 2025 6,579,150 6.80%
Director Michael Tian-Shyug Lee 1,336,458 1.38%
Director Jennifer Lai 283,141 0.29%
Director LiuPifeng Investment 1,214,000 1.26%
Director KJ Huang 0 0%
Independent Director Tsung-Pei Lee 0 0%
Independent Director Shin-Rong Shiah-Hou 0 0%
Independent Director Mingchih Chen 0 0%
Independent Director Ah-Yee Lee 0 0%
Total Shares of Directors' 9,412,749 9.73%

Note . All directors of the company are legally required to hold 7,737,956 shares as of March 27 2026 the number of shares held was 9,412,749, which complies with legal requirements.


Appendix 4

Acceptance of proposals submitted by shareholders this annual general shareholders’ meeting:

  1. Acceptance of proposals submitted by Company Act, shareholder(s) holding one percent (1%) or more of the total number of outstanding shares of a company may propose to the company a proposal for discussion at a general shareholders’ meeting, provided that only one matter shall be allowed in each single proposal. The number of words of a proposal to be submitted by a shareholder shall be limited to not more than three hundred (300) words (including proposal, explanatory notes and punctuation marks), and any proposal containing more than 300 words shall not be included in the agenda of the shareholders’ meeting. The shareholder who has submitted a proposal shall attend, in person or by a proxy, the general shareholders’ meeting where at his proposal is to be discussed and shall take part in the discussion of such proposal.

  2. The proposal accepting period of 2026 Annual General Shareholders Meeting is from March 20 2026 to March 30 2026.

  3. No proposals are raised by shareholders during the said accepting period.

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