Stock Code: 6914

PSS

PSS CO., LTD.

2026 Annual Shareholders' Meeting

Meeting Handbook

Time: June 26, 2026 (Friday) 9:00 AM

Location: 3F, No. 4, Sanmin Rd., Tucheng Dist., New Taipei City

(Tucheng Industrial Park Service Center, Ministry of Economic Affairs)

§Table of Contents§

One. Meeting Procedures 2
Two. Meeting Agenda 3
I. Report Items 4
II. Matters of Recognition 6
III. Matters for discussion 7
IV. Extraordinary motions 9
V. Adjournment 9

Three. Attachments
I. The 2025 Business Report 10
II. The 2025 Audit Committee's Review Report 18
III. The Remuneration of the Directors in 2025 and Correlation of Policy With Performance 19
IV. 2025 Independent Auditors’ Report and Parent Company Only and Consolidated Financial Statements 23
V. Earnings Distribution Table 43

Four. Appendix
I. The Articles of Incorporation 44
II. Rules and Procedures of Shareholders’ Meeting 52
III. Shareholdings of All Directors. 64

One. Meeting Procedure

PSS Co., Ltd.

2026 Annual Shareholders' Meeting Procedure

I. Call the meeting to order
II. Chairman's Address
III. Report Items
IV. Matters of Recognition
V. Matters for discussion
VI. Extraordinary motions
VII. Adjournment

Two. Meeting Agenda

PSS Co., Ltd.

2026 Annual Shareholders' Meeting Agenda

Venue: Physical shareholders meeting
Time: June 26, 2026 (Friday) 09:00 AM
Location: 3F, No. 4, Sanmin Road, Tucheng District, New Taipei City (Tucheng Industrial Park Service Center, Ministry of Economic Affairs)

I. Call the meeting to order
II. Chairman's Address
III. Report Items
(I) The 2025 business report.
(II) Audit Committee's review report on the 2025 end-of-year settlement statements.
(III) Report of the 2025 remuneration distribution to employees and directors.
(IV) 2025 cash dividend distribution report.
(V) Report on the Directors' Remuneration for 2025.

IV. Matters of Recognition
(I) The 2025 Business Report, Financial Statements, and Earnings Distribution Table Proposal.

V. Matters for discussion
(I) Issuance of new shares from the Company's earnings.

VI. Extraordinary motions
VII. Adjournment

Report Items

Proposal 1

Proposal: The 2025 business report

Description: Please refer to Attachment 1 (Pages 10-17) for the 2025 business report.

Proposal 2

Proposal: Audit Committee's review report on the 2025 end-of-year settlement statements.

Description: Please refer to Attachment 2 (Page 18) for the 2025 Audit Committee's Review Report.

Proposal 3

Proposal: Report of the 2025 remuneration distribution to employees and directors.

Description: The 2025 directors' remuneration and employees' remuneration have been approved by the Board of Directors on March 10, 2026, and the 2025 profit distribution of NTD 0 as remuneration to directors and NTD 15,312,000 to employees, all in cash. No difference from the expenses recognized in 2025.

Proposal 4

Proposal: 2025 cash dividend distribution report.

Description: I. In accordance with Article 17 of the Company's Articles of Incorporation, the board of directors was authorized to resolve to distribute all or part of the dividends and bonuses that should be distributed in the form of cash, and to report to the shareholders' meeting.

II. Cash dividends totaling NTD 397,356,000 are allocated to shareholders. For each share, NTD 6 is to be distributed. Each cash dividend payment was rounded down to the nearest NT$1 in proportion to distribution percentages, and the fractional amount is transferred to the Company's other income.

III. After the Board of Directors has approved the proposal, the Chairman is authorized to set the ex-dividend date and dividend distribution date. If the number of outstanding shares is affected by a cash capital increase and the dividend distribution to shareholders is subsequently changed, the Chairman is authorized to have full authority to handle such matters.

Proposal 5

Proposal Report on the Directors' Remuneration for 2025.

Description: I. The remuneration payment policy, system, standards, and structure for the Company’s general directors and independent directors are determined based on their responsibilities, risks, and time commitment, and are linked to the Company’s operating performance, sustainability performance, and the results of the Board of Directors’ performance evaluations. For evaluation items, weighting, and content, please refer to Attachment 3 of this manual (page 19-20).

II. For the breakdown of individual director remuneration for 2025, please refer to Attachment 3 (page 21-22) of this handbook.

Matters of recognition

Proposal 1 Proposed by the Board of Directors

Proposal The 2025 Business Report, Financial Statements, and Earnings Distribution Table Proposal.

Description: I. The Company's 2025 parent company only and consolidated financial statements have been audited and certified by CPAs Chen Yen-Chun and Chen Chien-Wei of Deloitte & Touche.

II. For the 2025 parent company only financial report, consolidated financial report, and auditor's report, please refer to Attachment 4 (pages 23-42) of this handbook.

III. The above statements, along with the Business Report and Earnings Distribution Table, have been reviewed by the Audit Committee. Please refer to Attachment 1 and Attachment 5 (pages 10-17 and page 43) of this handbook for shareholders' ratification.

Resolution:

Matters for Discussion

Proposal 1 Proposed by the Board of Directors

Proposal Issuance of new shares from the Company’s earnings.

Description: I. In consideration of capital planning, the Company proposed to allocate NT$132,452,000 from distributable earnings to issue 13,245,200 new shares at a par value of NT$10 per share, resulting in a paid-in capital of NT$794,712,000 after the capital increase.

II. Once the new shares from the aforementioned capital increase are approved by the shareholders’ meeting and the competent authority, the Board of Directors will convene a separate meeting to determine the ex-rights date for the new shares issued. The shareholders and the shares they hold will be calculated proportionally based on the shareholder registry as of the ex-rights date. Two hundred shares will be allocated free for each thousand shares held. Shareholders with fractional shares less than one share may register with the Company’s stock service agent to consolidate them into whole shares within five days from the date share transfers are suspended. Shares not consolidated by the deadline will be deemed waived, and the shares will be submitted to the regular shareholders’ meeting for approval to authorize the chairman to negotiate a subscription with designated parties at face value, with distribution made in cash. The fractional share amount will be calculated to the nearest dollar, with any amount less than one dollar discarded.

III. The rights and obligations of the new shares issued in this capital increase are the same as those of the existing shares.

IV. If changes in the Company’s share capital affect the number of outstanding shares, and consequently alter the shareholder’s share ratio, the proposal is to authorize the chairman to handle all related amendments at the shareholders’ meeting.

V. If the above capital increase matters are approved by the competent authorities for amendment or require revision due to changing circumstances, the Board of

Directors shall be authorized by the shareholders’ meeting to handle such matters.

VI. Proposal for discussion.

Resolution:

Extraordinary Motions

Adjournment

Attachment 1. The 2025 Business Report

PSS Co., Ltd.
The 2025 business report

Dear Shareholders,

Thank you for your full support and trust. We hereby present the 2025 business report and 2026 business plan as follows:

I. The 2025 business report:

(I) Operating results

The Company's consolidated revenue for 2025 reached NT$5.67822 billion, a 20.38% increase from NT$4.71698 billion in 2024. Net profit for 2025 was NT$635.72 million, up 38.60% from NT$458.68 million in 2024, primarily driven by the expansion of system sales and parking facilities, which boosted both revenue and profit. The highlights of the Company's 2025 consolidated operating results are as follows:

Unit: NTD thousands; EPS in NTD

Item	2025		2024		Increase (decrease) amount
	Amount	%	Amount	%	Amount of difference	Increase (decrease) (%)
Operating revenue	5,678,227	100.00%	4,716,986	83.07%	961,241	20.38%
Gross operating profit	1,243,271	21.90%	963,406	16.97%	279,865	29.05%
Operating expenses	353,011	6.22%	326,575	5.75%	26,436	8.09%
Operating profit	890,260	15.68%	636,831	11.22%	253,429	39.80%
Net profit before tax	790,834	13.93%	581,696	10.24%	209,138	35.95%
Net profit after tax	635,721	11.20%	458,689	8.08%	177,032	38.60%
Earnings per share	9.60		7.14		2.46	34.45%

(II) 2025 budget execution results

The Company did not issue financial forecasts for 2025, and thus there was no budget implementation.

(III) Overview of net assets and liabilities

As of end of 2025, total consolidated assets reached NT$10.32816 billion, with total liabilities of NT$6.63289 billion, representing 64.22% of total assets. Total equity amounted to NT$3.69527 billion, or 35.78% of total assets, resulting in a net asset value per share of NT$55.80.

(IV) Analysis of financial income, expenses and profitability

Item		2025	2024
Financial structure	Debt ratio (%)	64.22	62.25
	Long-term capital to fixed assets ratio (%)	658.20	639.82
Solvency	Current ratio (%)	86.90	92.43
	Quick ratio (%)	78.95	84.53
	Interest coverage ratio (%)	6.99	6.82
Profitability	Return on assets (%)	7.60	6.56
	Return on shareholders' equity (%)	17.78	16.00
	Net profit margin (%)	11.19	9.72
	Earnings per share (NTD)	9.60	7.14

(V) Research and development

For this year, the Company’s core development focus is “smart operation, digital drive, and data value-added”. We have fully adopted AI, AIoT, edge computing, and cloud platform technologies to continuously enhance product performance, operational efficiency, and market competitiveness. Through the construction of a data infrastructure and the promotion of service automation and process standardization, the Company is accelerating its transformation toward a "high-efficiency, low-manpower, and high value-added" operating model. The main R&D progress is as follows:

Upgrade the monthly membership service with smart features to create a fully cloud-based, AI-driven operational model.

The Company is migrating its monthly rental service to the cloud. The migration of

data, interface processes, and membership management systems to the cloud was expected to be completed this year. This will enable the system to have higher scalability, high availability, and real-time data processing capabilities, and further allow for member behavior analysis, traffic forecasting, and anomaly detection through AI algorithms.

The Company will build an automated customer service and membership service process, combined with NLP (natural language processing) to enhance the interactive experience. In terms of after-sales service, the Company introduced a context-aware recommendation model that automatically pushes services including car washing, vehicle inspection, maintenance, valet parking, and insurance based on member behavior to create a high value-adding mobile ecosystem and strengthen the long-term revenue structure.

2. Full-scale upgrade of the roadside smart parking management system: leveraging AIoT and data feedback to improve the operational efficiency of parking lots

We completed the modular architecture and hot-swappable maintenance design for the new generation parking management system in 2025, further improving maintenance efficiency. The system has been officially mass-produced and promoted this year. By integrating an AIoT equipment monitoring platform and predictive maintenance technology, the system can monitor equipment health in real time and predict potential issues, reducing on-site maintenance costs and parking lot downtime.

In addition, the Company continues to build a cloud-based operation and maintenance database and constantly optimizes the system algorithm through data feedback models to improve the stability of station operations. This approach ensures service consistency, and enhances the Company's competitive advantage in new parking lots.

3. Enhancement of smart roadside ticketing system: Establishing a large-scale IoT device data governance framework

For the Group’s more than 10,000 roadside payment terminals, the Company uses AI to perform in-depth analysis of data at the device level, including edge computing, signal quality detection, environmental interference analysis, and hardware lifespan modeling.

The Company uses machine learning for equipment anomaly prediction, allowing it to proactively identify areas for hardware design improvement. This has gradually improved ticket issuing efficiency, reduced error rates, and assisted government units

in enhancing the accuracy of law enforcement. At the city level, the Company has built a big data platform for parking space utilization, which provides real-time trend analysis, hot spot flow models, and occupancy forecasting to support data-driven decision-making for smart city traffic management.

Deepening of smart building management systems: Promoting fully automated, remote, and robot-assisted management

With the completion of commercial office equipment deployment, the Company has integrated data from access control, monitoring, security, and visitor management systems. We have leveraged AI image recognition, behavior analysis, and abnormal event detection technologies to build a smart building model, providing enhanced security and operational efficiency.

In response to declining birth rates and labor shortages, the Company has expanded its adoption of collaborative robots for tasks including inspection, guidance, security alerts, and environmental recording. By utilizing a cloud-based remote control platform, the Company has achieved the goal of "managing multiple buildings with a single person", significantly reducing property management personnel costs.

In the long run, the Company aims to move toward a BAS (Building Automation System) integrated platform to build a cloud-based building management system that spans across buildings and cities, becoming the strategic focus for future growth.

New-generation smart payment service for healthcare: Introducing efficient payment technology and process reengineering

The new generation of smart payment kiosks has been officially launched, featuring a high-speed coin mechanism, single-deposit cash acceptance, and a fault-tolerant payment module, significantly improving user payment speed. The system improves the identification rate through machine vision and sensing technology, reducing the risk of card jams.

The Company has also extended its automatic parking payment experience to medical institutions, introducing QR Code, NFC, and electronic payment integration platforms to help hospitals significantly reduce cash handling personnel and improve financial reconciliation efficiency through back-end data management.

This solution will become an important infrastructure for the digital transformation of medical institutions, and the Company will also be able to expand its market share in the field of medical smart services.

II. Future development strategies of the Company

Faced with a rapidly growing market demand for global smart transportation, urban management, and digital governance, the Company will continue to adhere to its core principles of “steady expansion, technology-driven, and efficiency improvement” to strengthen its smart parking services and expand its operations both domestically and internationally. By integrating AI, cloud platforms, and AIoT technologies, our priority is to build a highly automated and standardized operational system to enhance long-term competitiveness. The key points of the future strategy are as follows:

(I) Expand the "CITY PARKING" network coverage to create the nation's leading parking ecosystem

To strengthen our leading position in the domestic parking service market, the Company will continue to expand its CITY PARKING’s operations. We expect to increase the number of stations nationwide to over 1,450 this year. This will comprehensively improve our regional coverage and service density, and strengthen our presence at core transportation hubs, medical institutions, and commercial areas.

Increasing the density of parking lots not only improves convenience for car owners, but also helps to:

Create a more comprehensive urban parking data network.
Support the operation of AI traffic flow prediction models.
Provide members with more integrated cross-domain services.
Enhance the capability to add value-added after-sales services.

In the future, the Company will actively pursue strategic alliances with vehicle warranty, car insurance, leasing, and electric vehicle energy service providers to develop more engaging owner membership services and create an integrated “car travel and lifestyle service platform”. We will also increase the proportion of long-term sustainable revenue and enhance customer lifetime value.

(II) Strengthen PSS system sales capabilities and drive a comprehensive upgrade of smart venue and building automation integration solutions

With the rapid increase in demand for digitization and high-efficiency management from enterprises and property management units, the Company will continue to strengthen the core competitiveness of its PSS solutions. By doing this, we will provide a highly integrated one-stop intelligent management system

to the market through AI, machine vision, AIoT sensing, and cloud technology. Moving forward, we will launch more automation management elements for large commercial buildings and mixed-use spaces, including:

Smart visitor registration and access control system.
Automated services for traffic lanes and visitor flows.
AI camera and building security incident detection.
Intelligent inspection robots, unmanned counter service.
Digital background management interface and cross-building integration platform.

The aforementioned system can help parking lot owners reduce their reliance on manpower, improve management standardization, and reduce operating costs. The Company will continue to enhance product flexibility through a modular architecture and deepen integration with the AIoT platform to increase the market penetration of its PSS solutions both domestically and internationally.

(III) Promote the upgrade of smart roadside parking services and launch a new generation of energy-saving smart sensor equipment to help the government implement urban digital governance

The Company has been deeply involved in roadside parking management services for many years, and has deployed equipment in over 10,000 parking spaces across Taiwan. This year, the Company will launch a new generation upgrade of its smart roadside parking equipment, including:

Smart sensing device with higher identification accuracy.
Low energy consumption detector with solar power support.
New-generation AI algorithm for identifying occupied parking spaces.
Integrated platform for device information to improve ticket creation efficiency.

Through the introduction of new technologies, government units can significantly improve the efficiency of roadside parking management, reduce labor costs and ticket error rates, and leverage city-level parking big data as a reference for traffic management decision-making. These include traffic hotspot analysis, occupancy trend prediction, and road utilization efficiency evaluation.

We will continue to assist cities in accelerating their transition to smart traffic and smart governance with smart management tools, strengthen public sector

cooperation, and expand market opportunities.

(IV) Actively promote overseas development, expand regional market participation, and enhance international competitiveness

To expand its business and diversify its revenue streams, the Company has planned to establish a “CITY PARKING” branch in Bangkok, Thailand this year, as a base for entering the Southeast Asian market. The new locations will help the Company quickly adopt mature domestic parking management models and technologies, and jointly develop the market with local partners.

In addition, the Company is simultaneously evaluating the feasibility of entering the markets of Japan, the Philippines and South Korea, including:

Analysis of regional parking patterns and regulatory environment.
Discussion of business cooperation or joint venture models.
Procurement, operations model, and financial feasibility testing.
Evaluation of potential M&A targets and adaptability analysis.

The Company will accelerate its expansion into overseas markets with a prudent and proactive strategy. Additionally, we will enhance global service capabilities and reduce reliance on single markets to build a solid foundation for long-term growth.

III. Impacts from external competition, regulatory environment, and overall business environment

The Company currently operates primarily in the parking lot business in Taiwan, which is a domestic service industry. The Company’s operations are closely related to urban parking demand, business district foot traffic, local government parking policies, and changes in land, labor, and energy costs. In recent years, market competition has gradually shifted from a focus on the number of traditional lots to a more comprehensive competition encompassing site acquisition, intelligent management, dynamic pricing, electronic payment, and integrated charging services. In addition, the Ministry of Transportation and Communications continues promoting regulations for the installation of dedicated parking spaces for electric vehicle charging. Due to this, private off-street public parking lots will need to continue investing in relevant equipment and management resources, increasing the barriers to entry and capital requirements for the industry.

In terms of the overall business environment, demand for the parking industry is closely

tied to private consumption, commercial activity, employment levels, tourism and recreation, and transportation needs. Overall, domestic demand and urban transportation activities continue to provide a stable foundation for parking demand. However, operationally, management still faces cost pressures from rising land rents and land prices, minimum wage adjustments, fluctuating electricity costs, and interest rates. Particularly with rising labor costs, parking lot operators must accelerate the adoption of automated, unmanned, and smart management systems to improve operational efficiency and reduce reliance on manual labor. Meanwhile, if future energy prices and financing costs remain relatively high, this will also have a certain impact on investment plans for new parking lot expansion, equipment upgrades, and charging facility construction.

The parking market in Taiwan still has a stable domestic demand base, but the industry's operating environment has gradually shifted towards stricter regulations, deeper technology integration, stronger cost controls, and increased regional competition. Faced with external competition, regulatory adjustments, and changes in the overall business environment, the Company will continue to adhere to sound management principles, deepen its parking lot development capabilities, and enhance the efficiency of smart operations management. At the same time, we will evaluate investment projects and adjust our business strategy in a timely manner to align with market demand and policy trends in order to maintain its overall competitive advantage, improve business performance, and create long-term stable value for shareholders.

Finally, on behalf of the management team and all employees of PSS, I would like to thank our shareholders for their support and encouragement over the past year. Looking to the future, we will continue to work hard, forge a consensus among all of our employees to overcome the challenges with stronger execution power. We look forward to our shareholders' continued guidance and advice.

Wishing you good health and all the best.

Chairman:
Wen-Chieh Yang

President:
Hao-Hsin Pan

Accounting Supervisor:
Kun-Hsien Lin

Attachment 2. The 2025 Audit Committee's Review Report

PSS Co., Ltd.

Audit Committee's Review Report

The Board of Directors has submitted the Company's 2025 Business Report, Financial Statements (including parent company only and consolidated financial statements), and Earnings Distribution Proposal. The financial statements have been audited by CPAs Chen Yen-Chun and Chen Chien-Wei of Deloitte & Touche, who have issued their audit report. The above-mentioned business report, financial statements (including parent company only and consolidated financial statements) and earnings distribution proposal have been audited by the Audit Committee, and are found to be in conformity with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act. Please review.

To:

PSS Co., Ltd.

Audit Committee Convener: Ming-Yang Lai

March 10, 2026

Attachment 3-1. 2025 Board Remuneration Policy and Performance Correlation

Description:

I. According to the Articles of Incorporation, the Board of Directors is authorized to determine the remuneration to directors of the Company based on the degree of involvement and contribution of the directors to the Company's operations and the level of remuneration in the industry:

(I) The remuneration to directors shall be determined by the Board of Directors in accordance with the provisions of the Company's Articles of Incorporation, based on their level of participation in the Company’s operations and the value of their contributions, with reference to domestic and international industry standards. Key evaluation indicators and their weights are as follows. The reasonableness of the relevant performance evaluations and remuneration was reviewed by the Remuneration Committee and the Board:

Management ability

Considering annual business revenue growth of 20.38%, operating profit growth of 39.80%, net profit before tax growth of 35.95%, and return on shareholders’ equity growth of 11.11%, accounting for 30% of the overall evaluation.

Sustainability performance:

ESG indicators (information security, occupational safety and health, and sustainable green procurement) are incorporated and comprehensively evaluated based on annual performance, accounting for 40% to the overall evaluation. The Company's information security plan achievement rate was 92.5%; occupational safety and health measures were effectively implemented (with a 73% achievement rate for training and a 100% achievement rate for workplace risk assessments), and there were no major

occupational accidents. We will continue to strengthen workplace safety and health in the future.

Self-evaluation of the Board of Directors and functional committees:

Including, but not limited to, individual directors’ contributions to the Company’s performance, attendance rates, and number of their speeches. The Board of Directors received an overall average score of 4.86 (out of 5, Excellent); directors’ self-evaluation scored 4.83 (Excellent); the Audit Committee scored 4.89 (Excellent), and the Remuneration Committee scored 4.96 (Excellent), accounting for 30% of the overall evaluation. The reasonableness of the relevant performance evaluations and remuneration was reviewed by the Remuneration Committee and the Board of Directors.

After comprehensive evaluation, the remuneration to directors will remain at the current level due to the significant increase in revenue and pre-tax profit growth rates, as well as the Company’s excellent sustainability performance.

(II) The Company's Articles of Incorporation stipulate that remuneration to directors shall not exceed 2% of annual profits, and that directors who also serve as managers are excluded from this provision. In accordance with the Remuneration Committee Charter and the “Remuneration Management Policy for Directors and Managerial Officers”, directors who also serve as managers are not eligible for the distribution.

Attachment 3-2. 2025 Remuneration to Directors

Unit: NTD thousands; %

Job Title	Name	Directors' Remuneration	The sum of A, B, C, and D as a percentage of net income after tax	Remuneration received from concurrently serving as an employee	The sum of A, B, C, D, E, F and G as a percentage of net income after tax	Remuneration from reinvested businesses other than subsidiaries or the parent company
Remuneration (A)	Severance pay and pension (B)	Remuneration to directors (C)	Business execution expenses (D)	Salaries, bonuses, and allowances (E)	Severance pay and pension (F)	Employee remuneration (G)
The Company	All companies included in the financial statements	The Company	All companies included in the financial statements	The Company	All companies included in the financial statements	The Company
Chairman	Wen-Chieh Yang	3,003	-	108	-	-
Director	Representative of Hsin You Co., Ltd.: Shih-Chung Lai	-	-	-	-	-
Director	Representative of Su Hsin Co., Ltd.: Kuan-Chin Lin	-	-	-	-	-
Director	Fen-Mei Lo	672	-	-	-	-
Independent Director	Ming-Yang Lai	672	-	-	-	-
Independent Director	Po-Shen Hsu	672	-	-	-	-
Independent Director	Lyon Liu	672	-	-	-	-
Note 1: The remuneration policies, systems, standards and structures of the Company's general directors and independent directors, and their linkage to the amount of remuneration paid based on their responsibilities, risks and time commitment: 1. According to the Company's Articles of Incorporation, the Board of Directors is authorized to determine the remuneration to directors based on the degree of their participation in and contribution to the Company's operations and the standards in the industry at home and abroad. 2. The Articles of Incorporation also stipulate that no more than 2% of the annual profit shall be distributed as remuneration to directors.

Director compensation is paid as attendance fees for each board meeting attended, as resolved by the Board of Directors. Independent directors receive fixed monthly compensation, and director remuneration is distributed according to the company's Articles of Incorporation, with no other variable compensation provided. Director compensation fully considers the Company's operational objectives, financial situation, and director responsibilities, and is linked to operating performance and profitability. It is reviewed by the Compensation Committee before being submitted to the Board of Directors for resolution.

Note 2: Remuneration to directors for rendering services (such as consultants of parent company/all companies in the financial report/investees to non-employees) in the most recent fiscal year other than the disclosures in the above table: None.

Attachment 4. 2025 Independent Auditors’ Report and Parent Company Only and Consolidated Financial Statements

Independent Auditors’ Report

To: PSS Co., Ltd.

Audit Opinions

We have completed the audit of the parent company only balance sheets of PSS Co., Ltd. as of December 31, 2025 and 2024, as well as the parent company only statements of comprehensive income, changes in equity, and cash flows for the periods from January 1 to December 31, 2025 and 2024, and the notes to the parent company only financial statements (including a summary of significant accounting policies).

In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the parent company only financial position of PSS Co., Ltd. as of December 31, 2025 and 2024, and its parent company only financial performance and its parent company only cash flows for the years ended December 31, 2025 and 2024 in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for the Audit Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountant and auditing standards in the R.O.C.. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Parent Company Only Financial Statements section of our report. The personnel of the accounting firm to which I belong who are subject to independence requirements have maintained independence from PSS Co., Ltd. in accordance with the Code of Professional Ethics for Certified Public Accountants, and have fulfilled other responsibilities under these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the parent company only financial statements of PSS Co., Ltd. for the year 2025. These matters were addressed in our audit of the Parent Company Only Financial Statements as a whole, and in forming our audit opinion. We do not provide a separate opinion on these matters.

The key audit matters in respect of the parent company only financial statements of PSS Co., Ltd. for the year 2025 are described as follows:

Recognition of Parking Revenue from Equity Method Investments in Subsidiaries

PSS Co., Ltd. accounts for its investments in subsidiaries Yua-Yung Co., Ltd. and Horng Suey Marketing Co., Ltd. using the equity method, which represent significant entities for PSS Co., Ltd. Their main source of revenue is parking facility income. Since the calculation of this revenue heavily relies on automated systems and involves a large volume of data, with transaction information processed through frontend parking management systems, any manual modification of system records could potentially affect the recognition of temporary parking revenue. The authenticity of system rate settings will significantly impact the calculation of parking facility revenue. Therefore, assessing the authenticity of temporary parking rates for specific sites is considered a significant risk and has been identified as a key audit matter.

The main audit procedures that we have implemented for the above-mentioned temporary parking income include:

Understanding management's relevant internal controls for parking revenue recognition and testing their operational effectiveness;
For the parking management system that records parking information, sampling and testing whether its rate settings and changes have been properly approved;
Sampling and reviewing vehicle entry and exit records to confirm the authenticity of parking duration records in the parking management system;
Sampling calculations of parking fees in the management system and verifying them against recorded revenue.

Responsibilities of Management and Governing Units for Financial Reports

The management is responsible for the preparation and fair presentation of the Parent Company Only Financial Statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and for maintaining the necessary internal control related to the preparation of the Parent Company Only Financial Statements to ensure there is not any misrepresentation of fraud and error.

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

PSS Co., Ltd.’s unit in charge of governance (Audit Committee) is responsible for supervising the financial reporting process.

Auditors’ Responsibilities for the Audit of the Parent Company Only Financial Statements

Our objectives are to obtain reasonable assurance about whether the Parent Company Only Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report. Reasonable assurance is a high level of assurance, but is not a guarantee that the audit conducted in accordance with the Standards on Auditing will always detect material misstatements in the Parent Company Only Financial Statements. Misstatements can arise from fraud or error. If the individual amounts or the aggregate amount can be reasonably expected to influence the economic decisions of the users of the Parent Company Only Financial Statements, the misstatements are considered material.

We exercise professional judgment and professional skepticism during the audit in accordance with the International Standards on Auditing. We also perform the following tasks:

Identifying and assessing the risks of material misstatement of the parent company only financial statements, whether due to fraud or error; designing and implementing appropriate responses to those assessed risks; and obtaining sufficient and appropriate audit evidence to provide a basis for our audit opinion. Because fraud may involve collusion, forgery, intentional omission, misstatement or violation of internal control, the risk of material misstatement resulting from fraud is higher than that resulting from error.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of PSS Co., Ltd.'s internal control.
Evaluate the appropriateness of the accounting policies adopted by the management and the reasonableness of the accounting estimates and related disclosures made by the management.
Assess the appropriateness of management's use of the going concern basis of accounting based on the audit evidence obtained, and whether there are significant uncertainties in events or conditions that may cast significant doubt on PSS Co., Ltd.'s ability to continue as a going concern. If we are of the opinion that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the Parent Company Only Financial Statements or, modify our opinion when such disclosures are inappropriate. Our conclusion is based on the audit evidence obtained up to the date of the audit report. However, future events or conditions may cause PSS Co., Ltd. no longer having the ability to continue as a going concern.

Evaluate the overall presentation, structure, and content of the Parent Company Only Financial Statements (including related notes), and whether the Parent Company Only Financial Statements adequately present related transactions and events.
Obtain sufficient and appropriate audit evidence regarding the financial information of the entity of PSS Co., Ltd., and express an opinion on the Parent Company Only Financial Statements. We are responsible for the guidance, supervision, and execution of the audit of the Company. We remain solely responsible for our audit opinion of PSS Co., Ltd..

The matters communicated between us and the governing unit include the planned scope and time of the audit, and major audit findings (including significant deficiencies in internal control identified during the audit).

We also provide the governance unit with a statement that we have complied with the Code of Ethics for Professional Accountants in terms of independence, and we communicate with the governance unit all relationships and other matters that may be considered to affect the independence of the accountants (including related protective measures).

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the 2024 Parent Company Only Financial Statements of PSS Co., Ltd. and are therefore the key audit matters. We describe such matters in the audit report unless the law does not permit public disclosure of a particular matter or, in extremely rare circumstances, we decide not to communicate a particular matter in the audit report if it can be reasonably expected that the negative impact generated from the communication is greater than the public interest otherwise promoted.

Deloitte Taiwan

CPA Chen Yen-Chun (Signature Chen Yen-Chun)

CPA Chen Yen-Chun (Signature Chen Chien-Chang)

Document Number of Approval by the Financial Supervisory Commission

Letter No. Jin-Guan-Zheng-Shen-Zi 1100356048

Document Number of Approval by the Financial Supervisory Commission

Letter No. Jin-Guan-Zheng-Shen-Zi 1130349292

March 10, 2026

1885

Parent Company Only National All Financial Position

December 31, 2024 and 2024

Unit: NTD thousands

代碼	Assets	December 31, 2025		December 31, 2024
		Amount	%	Amount	%
Current assets
1100	Cash and cash equivalents	$ 414,470	10	$ 819,225	22
1140	Contract assets - current	30,098	1	14,470	-
1170	Accounts receivable	89,642	2	122,119	3
1180	Accounts receivable - Related parties	117,851	3	148,585	4
1210	Other receivables - Related parties	35,319	1	25,797	1
1220	Current income tax assets	453	-	-	-
130X	Inventory	187,735	5	151,894	4
1479	Other current assets	59,099	1	59,730	1
11XX	Total current assets	934,667	23	1,341,820	35
Non-current assets
1510	Financial assets measured at fair value through profit or loss - Non-Current	5,307	-	4,873	-
1550	Investment under equity method	2,579,636	64	2,029,037	54
1600	Property, plant and equipment	268,900	7	160,590	4
1755	Right-of-use assets	91,796	2	101,855	3
1760	Investment Property	11,943	-	12,073	-
1780	Intangible Assets	5,460	-	7,723	-
1840	Deferred income tax assets	28,408	1	26,230	1
1920	Refundable deposits	30,964	1	29,279	1
1930	Long-term receivable	60,893	2	66,687	2
1980	Other financial assets - non-current	6,462	-	11,679	-
1990	Other non-current assets - Others	1,831	-	301	-
15XX	Total non-current assets	3,091,600	77	2,450,327	65
1XXX	Total assets	$ 4,026,267	100	$ 3,792,147	100
Code	Liabilities and equity
Current liabilities
2130	Contract liabilities - current	$ 24,083	1	$ 10,189	-
2150	Notes payable	3,033	-	5,372	-
2160	Notes payable - related party	2,000	-	2,000	-
2170	Accounts payable	51,130	1	78,691	2
2180	Accounts payable - Related parties	495	-	796	-
2200	Other payables	77,394	2	66,447	2
2220	Other payables - Related parties	104	-	45	-
2230	Current income tax liabilities	14,104	-	8,725	-
2280	Lease liabilities - current	14,577	1	15,825	1
2320	Long-term borrowings due within one year	3,689	-	7,614	-
2399	Other current liabilities	46,940	1	36,206	1
21XX	Total current liabilities	237,549	6	231,910	6
Non-current liabilities
2540	Long-term borrowings	464	-	4,112	-
2570	Deferred income tax liabilities	3,182	-	2,479	-
2580	Lease liabilities - non-current	83,269	2	91,228	3
2645	Guarantee deposits received	6,539	-	6,523	-
25XX	Total non-current liabilities	93,454	2	104,342	3
2XXX	Total liabilities	331,003	8	336,252	9
Equity
Share capital
3110	Capital - common stock	662,260	16	662,260	18
3200	Capital reserve	1,640,141	41	1,640,141	43
Retained earnings
3310	Legal reserve	207,964	5	162,095	4
3320	Special reserves	-	-	493	-
3350	Undistributed earnings	1,183,132	30	990,143	26
3300	Total retained earnings	1,391,096	35	1,152,731	30
3400	Other equity	1,767	-	763	-
3XXX	Total equity	3,695,264	92	3,455,895	91
Total liabilities and equity		$ 4,026,267	100	$ 3,792,147	100

Chairman: Wen-Chun Jung

Manager: Hao-Hsin Pan

Accounting Supervisor: Kun-Hwa Lee

2015 PSS Co., Ltd.
Parent Company Only Statement of Comprehensive Income
January 1 to December 31, 2025 and 2024

Unit: NTD thousands; EPS in NTD

Code		2025		2024
		Amount	%	Amount	%
4000	Operating revenue	$ 841,616	100	$ 767,245	100
5000	Operating cost	604,663	72	574,865	75
5900	Gross operating profit	236,953	28	192,380	25
5910	Unrealized gain on sales	( 12,638 )	( 1 )	( 9,343 )	( 1 )
5950	Realized gross profit	224,315	27	183,037	24
	Operating expenses
6100	Promotion expenses	36,762	4	39,297	5
6200	Administrative expenses	70,924	9	70,736	10
6300	R&D expenses	40,861	5	37,290	5
6000	Total operating expenses	148,547	18	147,323	20
6900	Net operating profit	75,768	9	35,714	4
	Non-operating income and expenses
7010	Other income	11,761	2	11,344	2
7020	Other gains and losses	3,299	-	16,079	2
7050	Financial cost	( 2,697 )	-	( 2,801 )	-
7070	Share of profit or loss of subsidiaries and associates accounted for using the equity method	563,399	67	417,747	54
7000	Total non-operating income and expenses	575,762	69	442,369	58

(To be Continued)

(Continued from previous page)

Code		2025		2024
		Amount	%	Amount	%
7900	Net profit before tax	$ 651,530	78	$ 478,083	62
7950	Income tax expenses	( 15,809 )	( 2 )	( 19,394 )	( 2 )
8200	Net income for the year	635,721	76	458,689	60
8360	Other comprehensive income
8361	Items that may be reclassified subsequently to profit or loss: Exchange differences on translation of the financial statements of foreign operations	1,004	-	1,256	-
8500	Total comprehensive income for the year	$ 636,725	76	$ 459,945	60
9710	Earnings per share
9810	Basic	$ 9.60		$ 7.14
	Diluted	$ 9.58		$ 7.12

Chairman: Wen-Chiang Pan

Manager: Hao-Hsin Pan

Accounting Supervisor: Kun Hsien Lin

Parent Company: How Statement of Changes in Equity

January 1 to December 31, 2025 and 2024

Unit: NTD thousands; Dividends per share in NTD

Other equity

item

Exchange differences on translation of the financial statements of foreign operations

Total equity

Code		Share capital			Retained earnings
		Number of shares (thousand shares)	Amount	Capital reserve	Legal reserve	Special reserves	Undistributed earnings	Total	($)	493)
A1	Balance as of January 1, 2024	60,232	$ 602,320	$ 679,975	$ 107,253	$ 616	$ 887,333	$ 995,202		$ 2,277,004
	Distribution of 2023 earnings
B1	Legal reserve	-	-	-	54,842	-	( 54,842)	-	-	-
B17	Reversal of special reserves	-	-	-	-	( 123)	123	-	-	-
B5	Cash dividends to shareholders - NTD 4.547 per share	-	-	-	-	-	( 301,160)	( 301,160)	-	( 301,160)
D1	Net income for 2024	-	-	-	-	-	458,689	458,689	-	458,689
D3	Other comprehensive income after tax in 2024	-	-	-	-	-	-	-	1,256	1,256
E1	Capital increase in cash	5,994	59,940	955,532	-	-	-	-	-	1,015,472
N1	Share-based payment transactions	-	-	4,634	-	-	-	-	-	4,634
Z1	Balance as of December 31, 2024	66,226	662,260	1,640,141	162,095	493	990,143	1,152,731	763	3,455,895
	Distribution of 2024 earnings
B1	Legal reserve	-	-	-	45,869	-	( 45,869)	-	-	-
B17	Reversal of special reserves	-	-	-	-	( 493)	493	-	-	-
B5	Cash dividends to shareholders - NT$6.000 per share	-	-	-	-	-	( 397,356)	( 397,356)	-	( 397,356)
D1	Net income for 2025	-	-	-	-	-	635,721	635,721	-	635,721
D3	Other comprehensive income after tax in 2025	-	-	-	-	-	-	-	1,004	1,004
Z1	Balance as of December 31, 2025	66,226	$ 662,260	$ 1,640,141	$ 207,964	$ -	$ 1,183,132	$ 1,391,096	$ 1,767	$ 3,695,264

Chairman: Wen-Chieh Yang

Manager: Hao-Hsin Pan

Accounting Supervisor: Kun-Hsien Lin

PSS Co., Ltd.
Parent Company Only Statement of Cash Flows
January 1 to December 31, 2025 and 2024

Unit: NTD thousands

Code		2025	2024
Cash flow from operating activities
A10000	Net income before tax for the current year	$ 651,530	$ 478,083
A20010	Income and expenses
A20100	Depreciation expense	55,937	44,793
A20200	Amortization expense	2,263	1,575
A20400	Net gain on financial assets at fair value through profit or loss	( 434)	( 11,965)
A20900	Financial cost	2,697	2,801
A21300	Dividend income	( 95)	( 417)
A21900	Share-based payment for remuneration cost	-	2,170
A21200	Interest revenue	( 10,926)	( 10,187)
A22300	Share of profit or loss of subsidiaries and associates accounted for using the equity method	( 563,399)	( 417,747)
A22500	Gain on disposal of property, plant and equipment	( 2,175)	( 1,257)
A22600	Reversal of inventory write-downs	( 1,748)	( 670)
A23900	Unrealized gain on sales	12,638	9,343
A29900	Gain on lease modification	-	( 72)
A30000	Net changes in assets/liabilities related to operating activities
A31125	Contract assets	( 15,628)	51,627
A31150	Accounts receivable	38,271	( 47,882)
A31160	Accounts receivable - Related parties	30,734	( 38,439)
A31190	Other receivables - Related parties	840	( 406)
A31200	Inventory	( 34,093)	( 36,433)
A31240	Other current assets	631	( 39,663)
A32125	Contract liabilities	13,894	2,063
A32130	Notes payable	( 2,339)	( 228)
A32140	Notes payable - related party	-	2,000
A32150	Accounts payable	( 27,561)	2,125
A32160	Accounts payable - Related parties	( 301)	( 914)
A32180	Other payables	10,519	( 1,729)
A32190	Other payables - Related parties	59	( 85)
A32230	Other current liabilities	10,734	16,364
A33000	Cash generated from operations	172,048	4,850
(To be Continued)

(Continued from previous page)

Code		2025	2024
A33100	Interest received	$ 10,682	$ 10,017
A33200	Dividends received	95	417
A33300	Interest paid	( 2,712 )	( 2,813 )
A33500	Income tax paid	( 12,358 )	( 43,659 )
AAAA	Net cash inflow (outflow) from operating activities	167,755	( 31,188 )
	Cash flow from investing activities
B00200	Disposal of financial assets at fair value through profit or loss	-	34,695
B02700	Purchase of property, plant and equipment	( 152,242 )	( 80,811 )
B02800	Proceeds from the disposal of property, plant and equipment	7,227	2,012
B03700	Increase in refundable deposits	( 1,685 )	( 11,600 )
B04300	Increase in other receivables - related parties	( 10,118 )	( 15,187 )
B04500	Purchase of intangible assets	-	( 4,900 )
B07600	Receipt of dividends from subsidiaries	1,166	675
B06500	Decrease in other financial assets	5,217	2,754
BBBB	Net cash outflow from investing activities	( 150,435 )	( 72,362 )
	Cash flow from financing activities
C01700	Repayment of long-term borrowings	( 7,573 )	( 56,351 )
C03100	Increase (decrease) in guarantee deposits	16	( 503 )
C04020	Lease principal repayment	( 17,162 )	( 12,319 )
C04500	Distribution of cash dividends	( 397,356 )	( 301,160 )
C04800	Capital increase in cash	-	1,015,472
CCCC	Net cash (outflow) inflow from financing activities	( 422,075 )	645,139
EEEE	Net (decrease) increase in cash and cash equivalents	( 404,755 )	541,589
E00100	Opening balance of cash and cash equivalents	819,225	277,636
E00200	Closing balance of cash and cash equivalents	$ 414,470	$ 819,225

The accompanying notes are an integral part of the Parent Company Only Financial Statement.

Chairman: Wen-Chieh Yang

Manager: Hao-Hsin Pan

Accounting Supervisor: Kun-Hsien Lin

Independent Auditors' Report

To: PSS Co., Ltd.

Audit Opinions

We have audited the accompanying Consolidated Financial Statements of PSS Co., Ltd.’s and its subsidiaries (the “Group”), which comprise the Consolidated Statement of Financial Position for December 31, 2025 and 2024, and the Consolidated Statements of Comprehensive Income, Changes in Equity, and Cash Flows from January 1 to December 31, 2025 and 2024, and Notes to the Consolidated Financial Statements, including a summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of PSS Group as of December 31, 2025 and 2024, and its consolidated financial performance and consolidated cash flows for the years then ended, in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), interpretations and bulletins recognized and effective as approved by the Financial Supervisory Commission.

Basis for the Audit Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountant and auditing standards in the R.O.C.. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the PSS Group in accordance with the Norm of Professional Ethics for Certified Public Accountants of the R.O.C. and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Consolidated Financial Statements of the Group for the year ended December 31, 2025. These matters were addressed in our audit of the Consolidated Financial

Statements as a whole, and in forming our audit opinion. We do not provide a separate opinion on these matters.

Key audit matters of the Group’s Consolidated Financial Statements for the year ended December 31, 2025 are stated as follows:

Recognition of parking revenue

PSS Group's main source of revenue is parking lot fees. Since the calculation of such revenue highly depends on automated systems and involves a large volume of data, with transaction information processed through front-end parking management systems, manual modifications to system records could potentially affect the recognition of transient parking revenue. The authenticity of system rate settings will significantly impact the calculation of parking lot revenue. Therefore, assessing the authenticity of transient parking rates for specific locations is considered a significant risk and has been identified as a key audit matter.

The main audit procedures that we have implemented for the above-mentioned temporary parking income include:

Understanding management's relevant internal controls for parking revenue recognition and testing their operational effectiveness;
For the parking management system that records parking information, sampling and testing whether its rate settings and changes have been properly approved;
Sampling and reviewing vehicle entry and exit records to confirm the authenticity of parking duration records in the parking management system;
Sampling calculations of parking fees in the management system and verifying them against recorded revenue.

Other matters

PSS Co., Ltd. has prepared individual financial statements for the years 2025 and 2024, for which the auditor has issued an unqualified audit opinion, available for reference.

Responsibilities of management and those charged with governance for the Consolidated Financial Statements

Management is responsible for the preparation and fair presentation of the Consolidated Financial Statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the IFRS, IAS, IFRIC, and SIC endorsed and issued into effect by the Financial Supervisory Commission of the R.O.C., and for necessary internal control as management determines is necessary to enable the preparation of Consolidated Financial Statements that are free from material misstatement, whether due to fraud or error.

In preparing the Consolidated Financial Statements, the management's responsibilities also include evaluating the Group’s ability to continue as a going concern, disclosure of related matters, and use of the going concern basis of accounting, unless management intends to liquidate the Group or cease operations, or have no realistic alternative but to liquidate or suspend business.

PSS Group’s unit in charge of governance (includes the Audit Committee) is responsible for supervising the financial reporting process.

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the Consolidated Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report. Reasonable assurance is a high level of assurance, but is not a guarantee that the audit conducted in accordance with the Standards on Auditing will always detect material misstatements in the Consolidated Financial Statements. Misstatements can arise from fraud or error. If the individual amounts or the aggregate amount can be reasonably expected to influence the economic decisions of the users of the Consolidated Financial Statements, the misstatements are considered material.

We exercise professional judgment and professional skepticism during the audit in accordance with the International Standards on Auditing. We also perform the following tasks:

Identify and assess the risks of material misstatement, whether due to fraud or error, in the consolidated Financial Statements; design and execute countermeasures in response to the risks assessed; and obtain sufficient and appropriate audit evidence to provide a basis for our opinion. Because fraud may involve collusion, forgery, intentional omission, misstatement or violation of internal control, the risk of material misstatement resulting from fraud is higher than that resulting from error.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of giving opinions on the effectiveness of the Group’s internal control.
Evaluate the appropriateness of the accounting policies adopted by the management and the reasonableness of the accounting estimates and related disclosures made by the management.
Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on PSS Group's ability to continue as a going concern. If we are of the opinion that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the Consolidated Financial Statements or, modify our opinion when such disclosures are inappropriate. Our conclusion

is based on the audit evidence obtained up to the date of the audit report. However, future events or conditions may cause the Group no longer having the ability to continue as a going concern.

Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities within the group to express an opinion on the consolidated financial statements. We are responsible for the guidance, supervision, and execution of the audit of the Group. We remain solely responsible for our audit opinion of the Group.

From the matters communicated with those charged with governance, the auditor determined the key audit matters for the audit of the PSS Group's 2025 consolidated financial statements. We describe such matters in the audit report unless the law does not permit public disclosure of a particular matter or, in extremely rare circumstances, we decide not to communicate a particular matter in the audit report if it can be reasonably expected that the negative impact generated from the communication is greater than the public interest otherwise promoted.

Deloitte Taiwan

CPA Chen Yen-Chun (Signature Chen Yen-Chun)

Document Number of Approval by the Financial Supervisory Commission

Letter No. Jin-Guan-Zheng-Shen-Zi 1100356048

CPA Chen Yen-Chun (Signature Chen Chien-Chang)

Document Number of Approval by the Financial Supervisory Commission

Letter No. Jin-Guan-Zheng-Shen-Zi 1130349292

March 10, 2026

PSS Consulting and Subsidiaries
Consolidated Statements of Financial Position
December 31, 2025 00:20:14

Unit: NTD thousands

Code	Assets	December 31, 2025		December 31, 2024
		Amount	%	Amount	%
	Current assets
1100	Cash and cash equivalents	$ 1,404,996	14	$ 1,681,111	18
1140	Contract assets	30,098	-	14,470	-
1170	Accounts receivable	459,247	5	228,969	3
1180	Accounts receivable - Related parties	7,276	-	6,671	-
1210	Other receivables - Related parties	31,970	-	21,608	-
1220	Current income tax assets	453	-	-	-
130X	Inventory	98,192	1	96,758	1
1410	Prepayments	97,967	1	86,440	1
1470	Other current assets	14,092	-	7,704	-
11XX	Total current assets	2,144,291	21	2,143,731	23
	Non-current assets
1510	Financial assets measured at fair value through profit or loss - Non-Current	5,807	-	5,373	-
1550	Investment under equity method	24,272	-	19,633	-
1600	Property, plant and equipment	1,194,268	12	1,068,481	12
1755	Right-of-use assets	5,776,952	56	4,869,646	53
1760	Investment Property	21,328	-	12,073	-
1780	Intangible Assets	186,345	2	235,690	3
1840	Deferred income tax assets	33,236	-	36,983	1
1920	Refundable deposits	561,749	5	397,533	4
1930	Long-term receivable	64,993	1	71,573	1
1980	Other financial assets - non-current	312,896	3	294,552	3
1990	Other non-current assets - Others	2,022	-	301	-
15XX	Total non-current assets	8,183,868	79	7,011,838	77
1XXX	Total assets	$ 10,328,159	100	$ 9,155,569	100
Code	Liabilities and equity

	Current liabilities
2100	Short-term borrowings	$ -	-	$ 10,000	-
2110	Long-term borrowings due within one year	7,439	-	12,449	-
2130	Contract liabilities - current	69,899	1	139,792	2
2150	Notes payable	6,612	-	6,955	-
2160	Notes payable - related party	2,170	-	2,000	-
2170	Accounts payable	133,798	1	157,868	2
2180	Accounts payable - Related parties	8,798	-	2,193	-
2200	Other payables	277,869	3	254,306	3
2220	Other payables - Related parties	1,420	-	1,351	-
2230	Current income tax liabilities	101,867	1	46,368	-
2280	Lease liabilities - current	1,728,210	17	1,554,024	17
2128	Financial liabilities measured at amortized cost - current	16,224	-	36,925	-
2399	Other current liabilities	113,078	1	94,978	1
21XX	Total current liabilities	2,467,384	24	2,319,209	25
	Non-current liabilities
2520	Financial liabilities measured at amortized cost - non-current	56,879	-	73,104	1
2540	Long-term borrowings	777	-	8,175	-
2550	Provision - non-current	2,664	-	5,151	-
2570	Deferred income tax liabilities	4,831	-	7,872	-
2580	Lease liabilities - non-current	4,086,847	40	3,272,080	36
2645	Guarantee deposits received	13,513	-	14,083	-
25XX	Total non-current liabilities	4,165,511	40	3,380,465	37
2XXX	Total liabilities	6,632,895	64	5,699,674	62
	Equity
	Share capital
3110	Capital - common stock	662,260	6	662,260	7
3200	Capital reserve	1,640,141	16	1,640,141	18
	Retained earnings
3310	Legal reserve	207,964	2	162,095	2
3320	Special reserves	-	-	493	-
3350	Undistributed earnings	1,183,132	12	990,143	11
3300	Total retained earnings	1,391,096	14	1,152,731	13
3400	Other equity	1,767	-	763	-
3XXX	Total equity	3,695,264	36	3,455,895	38
	Total liabilities and equity	$ 10,328,159	100	$ 9,155,569	100

Chairman: Wen-Chi Lee

Manager: Hao-Hsin Pan

Accounting Supervisor: Kun-Hsiang

PSS Co., Ltd. and subsidiaries

Consolidated Statement of Comprehensive Income

January 1 to December 31, 2025 and 2024

Unit: NTD thousands; EPS in NTD

Code		2025		2024
		Amount	%	Amount	%
4000	Operating revenue	$ 5,678,227	100	$ 4,716,986	100
5000	Operating cost	4,434,956	78	3,753,580	80
5900	Gross operating profit	1,243,271	22	963,406	20
	Operating expenses
6100	Promotion expenses	95,537	1	91,830	2
6200	Administrative expenses	216,613	4	197,455	4
6300	R&D expenses	40,861	1	37,290	1
6000	Total operating expenses	353,011	6	326,575	7
6900	Net operating profit	890,260	16	636,831	13
	Non-operating income and expenses
7010	Other income	25,033	-	21,415	1
7020	Other gains and losses	3,122	-	19,906	-
7050	Financial cost	( 131,865 )	( 2 )	( 99,905 )	( 2 )
7055	Impairment reversal gain	649	-	331	-
7060	Investment gains and losses under equity method	3,635	-	3,118	-
7000	Total non-operating income and expenses	( 99,426 )	( 2 )	( 55,135 )	( 1 )

(To be Continued)

(Continued from previous page)

Code		2025		2024
		Amount	%	Amount	%
7900	Net profit before tax	$ 790,834	14	$ 581,696	12
7950	Income tax expenses	( 155,113 )	( 3 )	( 123,007 )	( 2 )
8200	Net income for the year	635,721	11	458,689	10
	Other comprehensive income (net)
8360	Items that may be reclassified subsequently to profit or loss
8361	Exchange differences on translation of the financial statements of foreign operations	1,004	-	1,256	-
8500	Total comprehensive income for the year	$ 636,725	11	$ 459,945	10
	Earnings per share
9710	Basic	$ 9.60		$ 7.14
9810	Diluted	$ 9.58		$ 7.12

Chairman: Wen-Chieh Yang

Manager: Hao-Hsin Pan

Accounting Supervisor: Kun-Hsien Lin

Pin Hsin Hsin

Consolidated Statement of Changes in Equity

January 1 - December 31, 2024 and 2024

Unit: NTD thousands; Dividends per share in NTD

Equity attributable to owners of the Company

Code	Share capital		Capital reserve	Retained earnings				Other equity item Exchange differences on translation of the financial statements of foreign operations	Total equity
		Number of shares (thousand shares)		Amount	Legal reserve	Special reserves	Undistributed earnings			Total
A1	Balance as of January 1, 2024	60,232	$ 602,320	$ 679,975	$ 107,253	$ 616	$ 887,333	$ 995,202	($ 493)	$ 2,277,004
	Earnings appropriation and distribution for 2023
B1	Legal reserve	-	-	-	54,842	-	( 54,842)	-	-	-
B3	Reversal of special reserves	-	-	-	-	( 123)	123	-	-	-
B5	Cash dividends to shareholders - NTD 4.547 per share	-	-	-	-	-	( 301,160)	( 301,160)	-	( 301,160)
D1	Net income for 2024	-	-	-	-	-	458,689	458,689	-	458,689
D3	Other comprehensive income after tax in 2024	-	-	-	-	-	-	-	1,256	1,256
N1	Capital increase in cash	5,994	59,940	955,532	-	-	-	-	-	1,015,472
K1	Share-based payment transactions	-	-	4,634	-	-	-	-	-	4,634
Z1	Balance as of December 31, 2024	66,226	662,260	1,640,141	162,095	493	990,143	1,152,731	763	3,455,895
	Earnings appropriation and distribution for 2024
B1	Legal reserve	-	-	-	45,869	-	( 45,869)	-	-	-
B3	Reversal of special reserves	-	-	-	-	( 493)	493	-	-	-
B5	Cash dividends to shareholders - NT$6.000 per share	-	-	-	-	-	( 397,356)	( 397,356)	-	( 397,356)
D1	Net income for 2025	-	-	-	-	-	635,721	635,721	-	635,721
D3	Other comprehensive income after tax in 2025	-	-	-	-	-	-	-	1,004	1,004
Z1	Balance as of December 31, 2025	66,226	$ 662,260	$ 1,640,141	$ 207,964	$ -	$ 1,183,132	$ 1,391,096	$ 1,767	$ 3,695,264

Chairman: Wen-Chieh Yan

^{}[]

Manager: Hao-Hsin Ba

^{}[]

Accounting Supervisor: Kun-Hsien Lin

^{}[]

PSS Co. Ltd. and subsidiaries

Consolidated Statement of Cash Flows

January 1 to December 31, 2025 and 2024

Code	Cash flow from operating activities	2025	2024
A10000	Net income before tax for the current year	$ 790,834	$ 581,696
A20010	Income and expenses
A20100	Depreciation expense	2,460,533	2,073,113
A20200	Amortization expense	62,017	79,460
A20400	Net gain on financial assets and liabilities measured at fair value through profit or loss	( 434)	( 11,965)
A20900	Financial cost	131,865	99,905
A21300	Dividend income	( 175)	( 417)
A21200	Interest revenue	( 22,205)	( 18,668)
A21900	Share-based payment for remuneration cost	-	4,634
A22300	The profit of affiliated companies under equity method	( 3,635)	( 3,118)
A22500	Losses from disposal of property, plant and equipment	6,235	8,152
A22800	Loss from disposal of intangible assets	1,474	-
A22600	Reversal of inventory write-downs	( 1,748)	( 670)
A20300	Expected credit recovery	-	( 306)
A23700	Impairment (loss) reversal	( 649)	( 331)
A29900	Loss (gain) from lease modifications	1,861	( 4,808)
A30000	Net changes in operating assets and liabilities
A31125	Contract assets	( 15,628)	51,627
A31150	Accounts receivable	( 223,698)	( 88,480)
A31160	Accounts receivable - Related parties	( 605)	( 5,195)
A31200	Inventory	314	( 2,623)
A31230	Prepayments	( 11,527)	( 39,642)
A31240	Other current assets	( 6,388)	( 406)
A32125	Contract liabilities	( 69,893)	16,752
A32130	Notes payable	( 343)	( 3,055)
A32140	Notes payable - related party	170	2,000
A32150	Accounts payable	( 24,070)	15,851
A32160	Accounts payable - Related parties	6,605	( 2,070)
A32180	Other payables	26,187	10,606
A32190	Other payables - Related parties	69	866
(To be Continued)

(Continued from previous page)

Code		2025	2024
A32200	Provision for liabilities	($ 2,487)	$ -
A32230	Other current liabilities	18,100	29,580
A33000	Cash generated from operations	3,122,779	2,792,488
A33100	Interest received	21,961	18,498
A33200	Dividends received	175	417
A33300	Interest paid	( 131,896)	( 99,983)
A33500	Income tax paid	( 99,361)	( 224,375)
AAAA	Net cash inflow from operating activities	2,913,658	2,487,045
Cash flow from investing activities
B00200	Disposal of financial assets at fair value through profit or loss	-	34,695
B02700	Purchase of property, plant and equipment	( 572,570)	( 485,055)
B02800	Proceeds from the disposal of property, plant and equipment	12,193	9,009
B03700	Increase in refundable deposits	( 164,216)	( 42,714)
B04300	Increase in other receivables - related parties	( 10,118)	( 15,017)
B04500	Acquisition of intangible assets	( 14,146)	( 10,428)
B06500	Decrease (increase) of other financial assets	( 18,344)	5,538
BBBB	Net cash outflow from investing activities	( 767,201)	( 503,972)
Cash flow from financing activities
C00200	Decrease in short-term borrowings	( 10,000)	( 35,000)
C01700	Repayment of long-term borrowings	( 12,408)	( 81,396)
C02500	Financial liabilities measured at amortized cost decreased	( 36,926)	( 55,034)
C03000	Decrease in guarantee deposits received	( 570)	( 219)
C04020	Lease principal repayment	( 1,965,312)	( 1,747,242)
C04500	Distribution of cash dividends	( 397,356)	( 301,160)
C04600	Capital increase in cash	-	1,015,472
CCCC	Net cash outflow from financing activities	( 2,422,572)	( 1,204,579)
EEEE	Net (decrease) increase in cash and cash equivalents	( 276,115)	778,494
E00100	Opening balance of cash and cash equivalents	1,681,111	902,617
E00200	Closing balance of cash and cash equivalents	$ 1,404,996	$ 1,681,111

Chairman: Wen-Chieh Yang

Manager: Hao-Hsin Pan

Accounting Supervisor: Kun-Hsien Lin

Attachment 5. Earnings Distribution Table

PSS Co., Ltd.

2025 Earnings Distribution Table

Unit: NTD

Item	Amount
Undistributed earnings at the beginning of the period	547,410,204
Net income for the period	635,720,873
Provision of legal reserve (10%)	(63,572,087)
Accumulated distributable earnings	1,119,558,990
Distribution item
Shareholder dividends – Cash dividend: NT$6 per share	(397,356,000)
Shareholder dividends – Stock dividend: NT$2 per share	(132,452,000)
Undistributed earnings at the end of the period	589,750,990

Note 1: When calculating the undistributed earnings subject to the profit-seeking enterprise income tax of Article 66-9 of the Income Tax Act at 5%, according to the letter of the Ministry of Finance, letter no. Tai-Cai-Shui-Di-871941343, dated April 30, 1998, the Company's earnings are identified on an individual basis, with priority given to the most recent year's earnings.

Note 2: However, if the number of outstanding shares is affected by the capital increase or other reasons before the ex-dividend date, it is proposed that the shareholders' meeting should authorize the Chairman to adjust the distribution amount per share based on the number of outstanding shares on the ex-dividend date. Cash dividends to each shareholder are distributed by rounding down to the nearest NTD, and the fractional amount is included in the Company's other income.

Chairman: Wen-Chieh Yang

Manager: Hao-Hsin Pan

Accounting Supervisor: Kun-Hsien Lin

Appendix 1. Articles of Incorporation

Articles of Incorporation of PSS Co., Ltd.

Chapter 1 General Provisions

Article 1
The Company's English name is PSS Co., Ltd. and its Chinese name is “阜爾運通股份有限公司” (formerly “原阜爾停車事業股份有限公司”).

Article 2
The Company's business scope is as follows:

G202010 Parking area Operators.
F401010 International Trade
E604010 Machinery Installation
E605010 Computer Equipment Installation
F219010 Retail Sale of Electronic Materials
F119010 Wholesale of Electronic Materials
F213030 Retail Sale of Office Machinery and Equipment
F113050 Wholesale of Office Machinery and Equipment
E603040 Fire Safety Equipment Installation Engineering
F217010 Retail Sale of Fire Safety Equipment
F117010 Wholesale of Fire Safety Equipment
E603050 Automatic Control Equipment Engineering
E603080 Traffic Signs Installation Engineering
EZ06010 Traffic Marking Engineering
F213090 Retail Sale of Traffic Sign Equipment and Materials
F113090 Wholesale of Traffic Sign Equipment and Materials
F113010 Wholesale of Machinery
F113030 Wholesale of Precision Instruments
F113070 Wholesale of Telecommunication Apparatus
JE01010 Rental and Leasing
CB01010 Mechanical Equipment Manufacturing
CC01010 Manufacture of Power Generation, Transmission and Distribution Machinery
CC01070 Wireless Communication Mechanical Equipment Manufacturing
CC01110 Computer and Peripheral Equipment Manufacturing
CE01010 General Instrument Manufacturing
CB01020 Affairs Machine Manufacturing
CC01080 Electronics Components Manufacturing
CB01990 Other Machinery Manufacturing

CZ99990 Manufacture of Other Industrial Products Not Elsewhere Classified
I301010 Information Software Services
I301020 Data Processing Services
I301030 Electronic Information Supply Services
E801010 Indoor Decoration.
ZZ99999 All business activities that are not prohibited or restricted by law, except those that are subject to special approval.

Article 3
The Company is headquartered in New Taipei City, and may establish branches domestically or overseas where necessary by resolution of the Board of Directors.

Article 4
The Company shall make public announcements in accordance with Article 28 of the Company Act.

Chapter 2 Shares

Article 5
The total amount of the Company's capital stock shall be NTD 1,000,000,000 divided into 100,000,000 shares. The par value of NTD 10 per share is for ordinary shares. The unissued shares are authorized to the Board of Directors for issuance in tranches. NTD 50,000,000 of the aforementioned total capital is reserved for the issuance of employee stock warrants, preferred shares with warrants, or corporate bonds with warrants. A total of 5,000,000 shares at par value of NTD 10 per share may be distributed in tranches according to the resolution of the board of directors.

The treasury shares repurchased by the Company in accordance with the law are transferred to the employees, which include the employees of companies controlled by the Company or subsidiaries of the Company who meet certain criteria.

The recipients of the Company's employee stock warrants include the employees of companies controlled by the Company or subsidiaries of the Company who meet certain criteria.

When the Company issues new shares, the employees who subscribe to the shares include employees of companies controlled by the Company or subsidiaries of the Company who meet certain criteria.

The Company's employee restricted stock award may be issued to employees of companies controlled by the Company or subsidiaries of the Company who meet certain criteria.

The Board of Directors is authorized to resolve the abovementioned "certain criteria" and the method of distribution.

Article 5-1
The shares issued by the Company are exempted from printing share certificates in accordance with the relevant laws and regulations, but shall be registered with a centralized securities depository.

Article 5-2
The transfer of shares shall be suspended within 60 days prior to the convening date of a regular shareholders' meeting, 30 days prior to the convening date of a special

shareholders' meeting, or within 5 days prior to the record date determined by the Company for distribution of dividends or other benefits.

Article 5-3
The Company's stock affairs are handled in accordance with the relevant laws and regulations and the requirements of the competent authorities.

Article 5-4
After the public offering, if the Company intends to withdraw its shares from public offering, it shall submit it to the shareholders' meeting for resolution before doing so. This provision will remain unchanged during the period of Emerging Stock Market and listing on TWSE/TPEx.

Chapter 3 Shareholders' Meeting

Article 6
The shareholders' meeting can be divided into general meeting and special meeting. General meeting shall be convened once a year by the Board of Directors in accordance with the law within six months after the end of each fiscal year. Special meeting shall be convened when necessary in accordance with the law.

Article 6-1
Shareholders shall be notified 30 days prior to a regular shareholders' meeting and 15 days prior to an extraordinary shareholders' meeting.

The procedures for convening a shareholders' meeting of the Company are governed by Article 172 of the Company Act. Shareholders with less than 1,000 shares may be notified by public announcement. A shareholders' meeting may be notified via electronic mail with the consent of the parties.

Article 6-2
The Company's shareholders' meeting may be held by videoconference or other means as announced by the central competent authority. Unless otherwise specified by the competent authority, the conditions, operating procedures, and other matters required for video-conference shall be followed.

Article 7
If a shareholder is unable to attend a shareholders' meeting in person, he/she may appoint a proxy to attend the shareholders' meeting by issuing a proxy form specifying the scope of authorization. The procedures for shareholders to attend the meeting by proxy shall be in accordance with the Company Act and the "Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies" promulgated by the competent authority.

Article 7-1
Except as otherwise provided in the Company Act, a shareholders' meeting shall be convened by the board of directors and chaired by the chairman. If the chairman is on leave or is unable to exercise his powers for any reason, it shall be handled in accordance with the third paragraph of Article 208 of the Company Act. If a shareholders' meeting is convened by a party with the power to convene but other than the Board of Directors, the convening party shall chair the meeting. When there are two or more such convening parties, they shall mutually select a chair from among themselves.

Article 8
Shareholders of the Company shall have one voting right per share. However, if they

are regulated under restrictions of laws and regulations or under Article 179 of the Company Act, they shall not have voting rights.

Article 9

Unless otherwise provided for in the Company Act, resolutions of a shareholders' meeting shall be adopted by a majority vote of the shareholders present at the meeting, who represent a majority of the outstanding shares. After the Company is registered as emerging stock, it should include electronic method as one of the ways to exercise voting rights of shareholders when convening a shareholders' meeting, and the method of exercising voting rights should be specified in the notice of shareholders' meeting. Shareholders casting their votes by correspondence or electronic means shall be deemed to have attended the meeting in person, and all relevant matters shall be handled in accordance with the laws and regulations.

Article 9-1

The resolutions of the shareholders' meeting shall be recorded in the minutes of meeting, signed or sealed by the chairman of the shareholders' meeting, and distributed to each shareholder within 20 days after the meeting.

The preparation and distribution of the aforementioned minutes of meeting may be made by electronic means or by means of announcement as prescribed by the competent authority.

Chapter 4 Directors

Article 10

The Company appoints 5 to 9 directors for a term of 3 years, who shall be elected by the shareholders' meeting from those with disposing capacity and they may be eligible for re-election. The Company adopts the single registered cumulative voting method for the election of the Company's Directors. Each share shall have the same number of votes as the number of Directors to be elected and may be cast for a single candidate or allocated to multiple candidates. The candidates whose votes represent a higher number of votes shall be elected as Directors. If a re-election is not made before the expiry of the term of office of a director, the term of office of the director shall be extended until the re-elected director takes office.

The percentage of total shareholdings of the Company's directors is determined by the competent authority of securities.

Article 10-1

The Company adopts a candidate nomination system for the election of directors, and shareholders are elected from the Directors and Independent Directors Candidates List. Among the above directors, the number of independent directors shall not be less than three persons, and the number of independent directors shall not be less than one-third of the total number of directors. The qualification, shareholding, concurrent job position limitation and other compliance matters of the independent director shall be handled in accordance with the Company Act, the Securities and Exchange Act and other applicable laws and regulations.

Article 10-2

The Company shall establish an audit committee in accordance with the provisions of the Securities and Exchange Act. The audit committee shall consist of all independent

directors, and it shall not be fewer than three persons in number, one of whom shall be the convener, and at least one of whom shall have accounting or financial expertise. The Audit Committee and its members perform the duties of a supervisor in accordance with the Company Act, the Securities and Exchange Act, and other laws and regulations.

The Company may appoint other functional committees, whose organizational charters shall be formulated by the Board of Directors in accordance with the regulations of the competent authority before implementation.

Article 11

The Board of Directors shall be organized by the Directors, and the Chairman shall be elected from among the directors with the attendance of more than two-thirds of the Directors and the consent of a majority of the Directors present. The Chairman represents the Company externally.

For the convening of a board meeting, the reasons shall be stated and the directors shall be notified seven days in advance. However, in case of emergency, a board meeting may be convened at any time. The board meeting of the Company may be convened in writing, by E-mail or by fax.

Article 12

The chairperson is the chairman of the board of directors. When the chairperson is on leave or for any reason unable to exercise the powers of the chairperson, his/her deputy shall handle matters in accordance with Article 208 of the Company Act.

If a director is unable to attend the board meeting for any reason, he/she may appoint another director to attend the board meeting on his/her behalf by issuing a proxy form stating the scope of the proxy's authorization, provided that one director is only authorized to act as the proxy of one other director.

If the board meeting is held by video conference, the directors participating in the meeting through video conference shall be deemed to have attended the meeting in person.

Article 13

The remuneration to the directors of the Company, regardless of the operating profit or loss, shall be determined according to the degree of participation in and value of the contribution to the Company's operations, and with reference to the standards of the industry in Taiwan, which the Board of Directors is authorized to determine the amount.

Article 13-1

The Company may purchase liability insurance for directors during their term of office in respect of their legal liabilities within the scope of business. The insured amount and insurance coverage shall be determined by the Board of Directors.

Chapter 5 Managers

Article 14

The Company may have managerial officers, and the appointment, dismissal and remuneration of the managerial officers shall be handled in accordance with Article 29 of the Company Act.

Chapter 6 Accounting

Article 15
At the end of each fiscal year, the Board of the Company shall prepare the following statements for submission to the shareholders' meeting for ratification:
(I) Business Report
(II) Financial statements
(III) Proposal for earning distribution or loss offsetting

Article 16
If there is profit in the year, the Company shall allocate 2% to 10% as remuneration to employees, and no more than 2% as remuneration to directors.
However, if the Company still has accumulated losses, it should be reserved in advance to cover the losses.
The profit referred to in paragraph 1 means the profit before tax of the current year before the distribution of remuneration to employees and directors.
Of the amount of employee compensation in the first paragraph, no less than 10% shall be allocated as compensation for base-level employees.
The distribution of employees' and directors' remuneration shall be made by resolution of the Board in the presence of at least two-thirds of the directors and with the consent of more than half of the attending directors, and shall be reported to the shareholders' meeting.
Employee remuneration may be paid in shares or in cash, and the recipients of the payment include qualified employees of the Company's controlling or subordinate companies.

Article 17
If there is a surplus at the end of the year, the company shall first pay tax, make up for past losses, and then appropriate 10% of the profit as the legal reserve. However, when the legal reserve has reached the amount of the Company's paid-in capital, no further appropriation is required. The remainder shall be set aside as provision or reverse of special reserves, in accordance with the law; if there is still remaining surplus as distributable earnings in the current year, and the undistributed earnings at the beginning of the same period are accumulated distributable earnings, the board of directors is to draft a motion for earnings distribution and submit it to the shareholders' meeting for resolution and distribution of dividends to shareholders.
In accordance with paragraph 5, Article 240 of the Company Act, if the distribution of dividends and bonuses is entirely or partially in cash, it shall be agreed by more than half of the attending Directors at a Board meeting attended by over two-thirds of the Directors and reported to the shareholders' meeting.
In accordance with Article 241 of the Company Act, the Company distribute the entire or partial legal reserve and capital reserve to shareholders based on the initial shareholding ratio in new shares or in cash. When the distribution is made in cash, it shall be agreed by more than half of the attending Directors at a Board meeting attended by over two-thirds of the Directors and reported to the shareholders' meeting.

The Company's dividend policy is to take into account the Company's future capital needs and cash dividends to shareholders are distributed each year at no less than 30% of the distributable earnings of the current year according to the Company's earnings, financial structure and future operating plans. The annual general shareholders' meeting may still decide the most appropriate dividend distribution method in a timely manner depending on the industry condition and with the Company's interest and development as the top priority.

Chapter 7 Supplementary Provisions

Article 18
Any matters not specified in these Articles of Incorporation shall be governed by the Company Act.

Article 19
The total amount of all investments by the Company may exceed 40% of the Company's paid-in capital and is not subject to the restriction on reinvestment under Article 13 of the Company Act.

Article 20
The Company may provide guarantees to reinvested enterprises and affiliates.

Article 20-1
The Company may lend funds to others in accordance with the law, but is limited to Article 15 of the Company Act.

Article 21
When the Company's subsidiaries, Yua-Yung Co., Ltd. and Horng Suey Marketing Co., Ltd., increase their capital by cash, the Company shall subscribe in proportion to the original shareholding. If these are not subscribed in full, it is necessary to obtain approval by board resolution and by a shareholders' meeting before implementation. The same shall apply to the Company's disposal, transfer or reduction of its shareholdings in its subsidiaries, Yua-Yung Co., Ltd and Horng Suey Marketing Co., Ltd. In addition, the supervision of the two subsidiaries should be strengthened, and the relevant internal control measures, annual audit plan and implementation of the two subsidiaries should be submitted to the Audit Committee and the board of directors of the Company for approval.

Article 22
The Articles of Incorporation were established on January 16, 2001. The 1st amendment was made on May 8, 2006.

The 2nd amendment was made on September 18, 2006. The 3rd amendment was made on July 31, 2009.

The 4th amendment was made on July 31, 2009. The 5th amendment was made on July 15, 2010.

The 6th amendment was made on May 31, 2016. The 7th amendment was made on September 29, 2016.

The 8th amendment was made on June 26, 2017. The 9th amendment was made on October 26, 2017.

The 10th amendment was made on May 25, 2018. The 11th amendment was made on December 18, 2018. The 12th amendment was made on June 13, 2019. The 13th amendment was made on March 17, 2021. The 14th amendment was made on June 14,

The 15th amendment was made on November 24, 2022. The 16th amendment was made on June 29, 2023. The 17th amendment was made on June 27, 2024. The 18th amendment was made on June 26, 2025.

PSS Co., Ltd.

Chairman: Wen-Chieh Yang

Appendix 2. Rules and Procedures of Shareholders' Meeting

PSS Co., Ltd.
Rules and Procedures of Shareholders' Meeting

Article 1. Basis

The Rules of Procedures for Shareholders' Meetings of the Company shall be governed by these Rules. Any matters not covered by these Rules shall be governed by the Articles of Incorporation of the Company, the Company Act, and other relevant laws and regulations.

Article 2. Definitions

The shareholders referred to in these Rules refer to shareholders who are registered in the Company's Register of Members or their proxies to attend the meeting pursuant to laws.

Article 3. Convening of Shareholders' Meeting and Meeting Notice

Shareholders' meetings of the Company shall be convened by the Board of Directors, unless otherwise provided in the law.

Unless otherwise provided in "Regulations Governing the Administration of Shareholder Services of Public Companies," if the Company will convene a hybrid shareholders' meeting, it should express such provision in its Articles of Incorporation and obtain the approval by a majority vote of the directors in attendance at a board of directors' meeting attended by two-thirds or more of the directors before proceeding to convene the meeting.

The change of the method for convening a shareholders' meeting shall be subject to the resolution of the Board of Directors, and shall be performed at the latest before the notice of the meeting is sent.

30 days before a company convenes a regular shareholders' meeting or 15 days before a special shareholders' meeting, the company shall prepare electronic files of the meeting announcement, proxy form, explanatory materials relating to proposals for ratification, matters for deliberation, election or dismissal of directors, and other matters on the shareholders' meeting agenda, and upload them to the Market Observation Post System (MOPS) specified by the FSC. The Company shall prepare electronic versions of the shareholders' meeting agenda and supplemental meeting materials and upload them to the MOPS 21 days before the date of the regular shareholders' meeting or 15 days before the date of the special shareholders' meeting. In addition, 15 days before the date of the shareholders' meeting, the Company shall also have prepared the shareholders' meeting agenda and supplemental meeting materials and made them available for review by shareholders at any time. The meeting agenda and supplemental materials shall also be displayed at the Company and the professional shareholders' services agent designated thereby.

The Company shall provide the aforementioned meeting agenda and supplemental meeting materials for the shareholders to review on the date of the shareholders' meeting in the following manner:

I. If the company convenes a physical shareholder's meeting, it shall distribute them on-site at the shareholder's meeting.

II. If the company convenes a hybrid shareholder's meeting, it shall distribute them on-site at the shareholder's meeting and upload the electronic files to the video conferencing platform.
III. If the company convenes a virtual-only shareholder's meeting, it shall upload the electronic files to the video conferencing platform.

The reasons for convening a shareholders' meeting shall be specified in the meeting notice and public announcement. With the consent of the addressee, the meeting notice may be given in electronic form.

The election or dismissal of directors, changes to the Articles of Incorporation, capital reduction, application for cessation of public offering, permission of directors to compete in business, capitalization of earnings, capital reserve, dissolution, merger, spin-off, or any matters described in Article 185, Paragraph 1, the main contents shall be listed and explained in the reason for convening the meeting, and it shall not be proposed as an extraordinary motion.

Where an election of all directors and their inauguration date shall be stated in the notice of the shareholders' meeting, after the completion of the re-election in said meeting, such inauguration date may not be altered by any extraordinary motion or otherwise in the same meeting.

Shareholders who have over 1% shareholdings in the Company's total number of shares issued may propose to the Company a proposal for discussion at a regular shareholders' meeting, provided that only one matter shall be allowed in each single proposal, and in case a proposal contains more than one matter, such proposal shall not be included in the agenda. Moreover, the Board of Directors may not include the motions proposed by shareholders under any of the circumstances described in Article 172-1-paragraph 4 of the Company Act into the agenda. A shareholder may propose a recommendation for urging the Company to promote public interests or fulfill its social responsibilities, provided procedurally the number of items so proposed is limited only to one in accordance with Article 172-1 of the Company Act, and no proposal containing more than one item will be included in the meeting agenda.

Prior to the date on which share transfer registration is suspended before the convention of a regular shareholders' meeting, the Company shall give a public notice announcing acceptance of proposal in writing or by way of electronic transmission, the place and the period for shareholders to submit proposals to be discussed at the meeting; and the period for accepting such proposals shall not be less than 10 days.

Motion proposed by shareholders is limited to three hundred words. A proposed motion of more than three hundred words will not be included in the proposal. The proposing shareholders must attend the Annual General Meeting of Shareholders in person or by proxy and must participate in the proposal discussion.

The Company shall have the proposing shareholder notified about the proposal results before the date of the meeting notice and must have the proposals in compliance with this provision included in the meeting notice. The Board shall state the reasons for not including the proposal of shareholders in the meeting agenda.

Article 4

Shareholders may attend the meeting of shareholders by proxy that is printed and issued by the

Company with the scope of authorization detailed.

It is limited to one proxy per shareholder and one proxy only that should be served to the Company five days prior to the meeting of shareholders. When the proxy is issued in duplicate, whichever is served first shall prevail. The proxy referred to above that was announced to be revoked is not subject to this restriction.

Once a proxy form is received by the Company, if the shareholder wishes to attend the shareholders’ meeting in person or to exercise their voting rights in writing or by electronic means, a written proxy rescission notice shall be filed with the Company two days prior to the date of the shareholders’ meeting, otherwise, the voting power exercised by the authorized proxy at the meeting shall prevail.

If the shareholders wish to attend the meeting via video conference after the proxy form is received by the Company, the shareholders shall have the Company informed in writing two days prior to the shareholders’ meeting date to revoke the proxy. The voting right exercised by the representative shall prevail if the proxy form is not revoked before the deadline.

Article 5: Principle of Place and Time of Shareholders' Meeting

The shareholders’ meeting must be held at a location that is suitable and convenient for shareholders to attend. The meeting must not commence anytime earlier than 9AM or later than 3PM. Independent Directors’ opinions must be fully taken into consideration when deciding the time and venue of the meeting.

The previous paragraph with respect to the location of the meeting shall not be applicable if the Company holds the shareholders’ meeting via video conference.

Article 6 Preparation of the Signature Book and Other Documents

The Company shall specify in its shareholders’ meeting notices the time during which the attendance registration of the shareholders, solicitors, and proxies (hereinafter referred to as shareholders) will be accepted, the place to register for attendance, and other matters for attention. The time during which the attendance registration of the shareholders will be accepted shall start 30 minutes prior to the meeting. There shall be appropriate signs at the place to register for attendance and adequate personnel shall be arranged for the registration; for video conference, the acceptance of the attendance registration shall be conducted on the video conference platform and start 30 minutes prior to the meeting. The shareholders who finish the attendance registration procedure shall be deemed to be attending the meeting in person.

Shareholders shall attend shareholders’ meetings based on attendance cards, sign-in cards, or other certificates of attendance. The Company may not arbitrarily add requirements for other documents beyond those showing eligibility to attend presented by shareholders. Solicitors soliciting proxy forms shall also bring identification documents for verification.

The Company shall furnish the attending shareholders with an attendance book to sign, or attending shareholders may hand in a sign-in card in lieu of signing in.

The Company should have the annual meeting handbook, annual reports, attendance pass, speech slip, voting ballots, and other meeting materials delivered to the attending shareholders; also, the

electoral ballots should be distributed for the election of directors, if applicable.

When the government or juridical person is a shareholder, the shareholder attending the meeting by proxy is not limited to one representative. When a juridical person is appointed to attend as a proxy, it may designate only one person to represent it in the meeting.

If a shareholders meeting is convened by way of video conference, shareholders who wish to attend by way of video conference shall register with the Company two days before the shareholders meeting.

For the shareholders' meeting held via video conference, the Company shall upload the meeting agenda, annual report and other relevant materials to the video conference platform for the shareholders' meeting at latest 30 minutes prior to the meeting, and shall keep disclosing the same till the end of the meeting.

Article 6-1 (Matters to be specified in the meeting notice for the shareholders' meeting via video conference)

For the shareholders' meeting held via video conference, the following matters shall be specified in the meeting notice:

I. The method for attending the video conference and exercising the rights.

II. The method for addressing the circumstances in which the video conference platform or participation in the video conference is obstructed due to natural disasters, accidents or other force majeure events, or at least the following matters:

(I) If the aforementioned obstruction remains and cannot be removed, needs postponement or resumption of the meeting and the date for these purposes.

(II) The shareholders who did not register for the video conference shall not attend the postponed or resumed meeting.

(III) If the shareholders' meeting with video conference as an aid and the video conference cannot proceed, the shareholders' meeting shall continue in the case where the total shares of the shareholders present at the meeting meet the requirements of the law for the quorum after deducting the number of shares represented at the shareholders' meeting via video conference. The shares represented by shareholders attending the shareholders' meeting via video conference shall be counted towards the total number of shares represented by shareholders present at the meeting, provided these shareholders shall be deemed as abstaining from voting on all proposals on meeting agenda of that shareholders' meeting.

(IV) The method for addressing the case in which the results of all the proposals have been announced and no extraordinary motions are raised.

III. For the shareholders' meeting held via video conference, appropriate alternatives shall be specified for the shareholders who have difficulty attending the video conference. Other than the situation described in Paragraph 6, Article 44-9 under Regulations Governing the Administration of Shareholder Services of Public Companies, when the Company convenes a virtual-only shareholders' meeting, appropriate alternative measures available to

shareholders with difficulties in attending a virtual shareholders' meeting online shall be specified.

Article 7: Chairperson of the Shareholders' Meeting and Non-Voting Personnel

If the meeting of shareholders is convened by the Board, the Chairman of the Board is to chair the meeting. If the Chairman is on leave or is unable to exercise his/her powers for certain reasons, the Vice Chairman is to chair the meeting. If a Vice Chairman is not appointed or the Vice Chairman is also on leave or is unable to perform his duties for certain reasons, the Chairman is to appoint one of the general directors to chair the meeting. If a general director is not appointed, one of the directors is appointed to chair the meeting. If a representative is not appointed by the Chairman, one of the general directors or directors should be elected among the board members to chair the meeting.

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

For a shareholders meeting convened by the board of directors, it is advisable that the chairperson of the board of directors preside over the meeting in person. It is advisable that more than half of the board directors, at least one independent director and at least one member of each functional committee should attend in person. The attendance should be recorded in the shareholders' meeting minutes of the Company.

If a shareholders' meeting is convened by a party with the power to convene but other than the Board of Directors, the convening party shall chair the meeting. When there are two or more such convening parties, they shall mutually select a chair from among themselves.

The Company may assign the appointed attorney, CPA, or responsible personnel to attend the meeting of the shareholders.

Article 8: Audiotaping or Videotaping Evidence of Shareholders' Meeting Process

The Company shall make continuous audio and video recordings of the registration process of shareholders, the progress of the meeting, and the process of voting and vote counting from the time it accepts the registration.

The aforementioned audiovisual data shall be retained for at least one year. However, if a lawsuit is filed by a shareholder in accordance with Article 189 of the Company Act, the records shall be retained until the end of the lawsuit.

For the shareholders' meeting held via video conference, the Company shall record, and retain the record of, the registration, recording, sign-in, question and voting of the shareholders as well as the vote counting result, and shall record the entire meeting in video and audio in an uninterrupted manner.

The Company shall properly retain the materials and records in video and audio set forth in the previous paragraph during the continuance of existence.

Article 9

Attendance of the meeting of shareholders should be calculated in accordance with the shareholdings. The shareholding attendance is based on the attendance registry or the signature cards submitted and the shares representing the sign-in at the video conference platform, plus the votes exercised in writing or by electronic means.

The Chairman shall call the meeting to order at the appointed meeting time.

If the shareholding of the attending shareholders is not more than half of the total number of shares issued, the Chairperson may announce the meeting postponed, which is limited to two postponements and for less than one-hour in total. If the shareholders' meeting is not attended by the number of shareholders representing one third or more of the total number of issued shares after two postponements, the chair shall announce the adjournment of the meeting. If the meeting is held via video conferencing method, the announcement of the adjournment shall be made on the video conferencing platform.

If the quorum is not met after two postponements, but the attending shareholders represent one third or more of the total number of issued shares, a tentative resolution may be adopted pursuant to Article 175, paragraph 1 of the Company Act, and each shareholder shall be notified of the tentative resolution and a another shareholders' meeting may be convened within a month. However, for special resolution matters under the Company Act, the resolutions shall be made in accordance with the provisions of the Company Act; where a shareholders' meeting is convened by video conference, shareholders wishing to attend by video conferencing shall proceed with re-registration with the Company following Article 6.

If, before the end of the meeting, the attending shareholders represent more than half of the total number of issued shares, the chair may re-submit the tentative resolution to the shareholders' meeting for a vote in accordance with Article 174 of the Company Act.

Article 10. Discussion of Proposals

If a shareholders meeting is convened by the board of directors, the meeting agenda shall be set by the board of directors. The meeting shall proceed in the order set by the agenda, which may not be changed without a resolution of the shareholders' meeting.

If the meeting of shareholders is convened by an authorized person other than the Board, the provision referred to above is applicable.

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

The chair shall allow ample opportunity during the meeting for explanation and discussion of proposals and of amendments or extraordinary motions put forward by the shareholders; when

the chair is of the opinion that a proposal has been discussed sufficiently to put it to a vote, the chair may announce the discussion closed and call for a vote.

Article 11. Statement by Shareholders

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

Attending shareholders who have speech slips submitted but not speak shall be deemed as silent shareholders. If there is a discrepancy found between the text of the speech and the speech slip submitted, the contents of the speech shall prevail.

Except with the consent of the chair, a shareholder may not speak more than twice on the same proposal, and a single speech may not exceed 5 minutes; however, if the shareholder's speech violates the rules or exceeds the scope of the motion, the chair may have the shareholder stop the speech.

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

When a juridical person shareholder appoints two or more representatives to attend a shareholders’ meeting, only one of the representatives so appointed may speak on the same proposal.

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

For the shareholders’ meeting held via video conference, the shareholders who attend the meeting in video may ask questions in writing on the video conference platform after the chairman calls the meeting to order and before he/she announces the adjournment of the meeting. No more than two questions for the same proposal may be raised. Each question shall contain no more than 200 words. The regulations in paragraphs 1 to 5 do not apply.

Article 12. Calculation of Voting Shares and Recusal System

Voting at a shareholders' meeting shall be calculated based on the number of shares.

With respect to resolutions by a shareholders’ meeting, the number of shares held by a shareholder without voting rights shall not be calculated as part of the total number of outstanding shares.

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

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

With the exception of a trust enterprise or a stock affairs agency approved by the competent

securities authority, when one person is concurrently appointed as a proxy by two or more shareholders, the voting rights represented by that proxy may not exceed three percent of the voting rights represented by the total number of outstanding shares. If that percentage is exceeded, the voting rights in excess of that percentage shall not be included in the calculation.

Article 13

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

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

A shareholder intending to exercise voting rights by correspondence or electronic means under the preceding paragraph shall deliver a written declaration of intent to the Company at least 2 days before the date of the shareholders’ meeting. When duplicate declarations of intent are delivered, the one received earliest shall prevail, except when a declaration is made to cancel the earlier declaration of intent.

After shareholders exercise their voting rights in writing or by electronic means, if they wish to attend the shareholders’ meeting in person, they shall serve a declaration of intent to retract the voting rights already exercised under the preceding paragraph 2 days before the shareholders’ meeting in the same manner in which the voting rights were exercised; otherwise, the voting rights exercised in writing or by electronic means shall prevail. If a shareholder exercises the voting right in writing or by electronic means and appoints a proxy with a proxy form to attend the shareholders’ meeting, the voting right exercised by the attending proxy at the meeting shall prevail.

Except as otherwise provided in the Company Act and in the Company's Articles of Incorporation, the passage of a proposal shall require an affirmative vote of a majority of the voting rights represented by the attending shareholders. At the time of a vote, for each proposal, the chair or a person designated by the chair shall first announce the total number of voting rights represented by the attending shareholders, followed by a vote by the shareholders. After the conclusion of the meeting, on the same day it is held, the results for each proposal, based on the number of votes for and against and the number of abstentions, shall be entered on the MOPS. When there is an amendment or alternative for the same motion, the Chairman shall have the order of vote, including the original proposal, determined accordingly. If any one of the proposals has been passed, the other proposals shall be deemed rejected and no further voting

shall be required.

The Chairman is to appoint the scrutineers and counting officers who must be shareholders.

Vote counting for proposals or elections at a shareholders’ meeting shall be conducted in public at the place of the shareholders’ meeting. Immediately after vote counting has been completed, the results of the voting, including the statistical tallies of the number of votes, shall be announced on-site at the meeting and recorded.

For the shareholders’ meeting held via video conference, the shareholders who attend the meeting in video shall vote for the resolution of any proposal or for the election on the video conference platform after the chairman calls the meeting to order and before he/she announces the end of the voting session. Otherwise, the shareholders shall be deemed as waiving their voting rights.

For the shareholders’ meeting held via video conference, votes shall be counted only once after the chairman announces the voting session ends, and the results of votes and elections shall be announced immediately.

When the Company convenes a shareholders’ meeting with the video conference as an aid, if shareholders who have registered to attend the meeting online in accordance with Article 6 decide to attend the physical shareholders’ meeting in person, they shall revoke their registration two days before the shareholders’ meeting in the same manner as they registered. If their registration is not revoked within the time limit, they may only attend the shareholders’ meeting via the video conference.

When shareholders exercise voting rights by correspondence or electronic means, unless they have withdrawn the declaration of intent and attended the shareholders’ meeting online, except for extraordinary motions, they will not exercise voting rights on the original proposals or make any amendments to the original proposals or exercise voting rights on amendments to the original proposal.

Article 14. Election Matters

The election of directors at a shareholders’ meeting shall be held in accordance with the applicable election and appointment rules adopted by the Company, and the voting results shall be announced on-site immediately, including the names of those elected as directors and the numbers of votes with which they were elected.

Electoral ballots referred to above shall be sealed and signed by the scrutineers and reserved for at least one year. However, if a lawsuit is filed by a shareholder in accordance with Article 189 of the Company Act, the records shall be retained until the end of the lawsuit.

Article 15. Minutes of the meeting

The resolutions of the shareholders' meeting shall be recorded in the minutes of meeting, signed or sealed by the chairman, and distributed to each shareholder within 20 days after the meeting. The production and distribution of the meeting minutes may be done in electronic form.

For the distribution of the minutes of meeting in the preceding paragraph, the Company may enter it into the MOPS for announcement.

The meeting minutes shall accurately record the year, month, day, and place of the meeting, the Chairperson’s full name, the methods by which resolutions were adopted, and a summary of the deliberations and their results, and shall be retained for the duration of the existence of this Company.

For the shareholders’ meeting held via video conference, in addition to the particulars to be included in the meeting minutes as described in the preceding paragraph, the start time and end time of the shareholders’ meeting, how the meeting is convened, the chair’s and secretary’s name, and actions to be taken in the event of disruption to the video conference platform or participation in the meeting online due to natural disasters, accidents or other force majeure events, and how issues are dealt with shall also be included in the minutes.

When convening a shareholders’ meeting via video conference, other than compliance with the requirements in the preceding paragraph, the Company specify appropriate alternatives in the meeting minutes for the shareholders who have difficulty attending the video conference.

Article 16. Public Announcement

On the day of a shareholders’ meeting, the Company shall compile in the prescribed format a statistical statement of the number of shares obtained by solicitors through solicitation, the number of shares represented by proxies and the number of shares represented by shareholders attending the meeting by correspondence or electronic means, and shall make an express disclosure of the same at the place of the shareholders’ meeting. In the event a shareholders’ meeting is held via video conference, the Company shall upload the above meeting materials to the virtual meeting platform at least 30 minutes before the meeting starts, and keep this information disclosed until the end of the meeting.

When convening a shareholders’ meeting via video conference, the Company shall, when calling the meeting to order, disclose the total number of shares represented at the meeting on the video conference platform. The same shall apply whenever the total number of shares represented at the meeting and a new tally of votes is released during the meeting.

Article 17: Maintenance of order at the venue

The staff responsible for organizing the meeting of shareholders shall wear identification badges or armbands.

The Chairman may direct disciplinary personnel or security personnel to help keep the meeting place in order. The disciplinary personnel or security personnel that help keep the meeting place in order should wear an armband with “Marshal” affixed or an identification card.

When the meeting place is equipped with amplifying equipment, the Chairman may stop shareholders who do not use the speaking device provided by the Company from speaking.

The Chairman may instruct the disciplinary personnel or security personnel to have shareholders who violate the Rules of Procedure for Shareholder Meetings, disobey the instructions of the Chairman, intervene in the meeting proceedings and fail to comply with the disciplinary act escrowed to leave the meeting place.

Article 18. Recession and resumption of the meeting

The Chairman may announce the meeting in recess. The Chairman may rule to have the meeting suspended temporarily under unruly circumstance and have the meeting resume depending on the situation.

If the meeting venue is no longer available for further use before the completion of the agenda of the shareholders' meeting (including extraordinary motions), the shareholders' meeting may decide to continue the meeting at another venue.

A resolution may be adopted at a shareholders' meeting to postpone or continue the meeting within 5 days in accordance with Article 182 of the Company Act.

After the meeting is adjourned, shareholders cannot nominate another chairman or seek another venue for continuation of the meeting.

Article 19: Information disclosure of video conference

In the event of a shareholders' meeting via video conference, the Company shall disclose real-time results of votes and election immediately after the end of the voting session on the video conference platform according to the regulations, and this disclosure shall continue at least 15 minutes after the chairman has announced the adjournment of the meeting.

Article 20 Location of the chairperson of the videoconference and the person taking record

When the Company holds a shareholders meeting via video conference, the chairman and the person taking note shall be at the same place in Taiwan.

Article 21: Handling of service interruption

For the shareholders' meeting held via video conference, when declaring the meeting open, the chairman shall also declare, unless under a circumstance where a meeting is not required to be postponed to or resumed at another time under Article 44-20, Paragraph 4 of the Regulations Governing the Administration of Shareholder Services of Public Companies, if the video conference platform or participation in the video conference is obstructed due to natural disasters, accidents or other force majeure events before the chairman has announced the adjournment of the meeting, and the obstruction continues for more than 30 minutes, the meeting shall be postponed to or resumed on another date within five days, in which case Article 182 of the Company Act shall not apply.

For a meeting to be postponed or resumed as described in the preceding paragraph, shareholders who have not registered to participate in the affected shareholders' meeting via video conference shall not attend the postponed or resumed session.

For a meeting to be postponed or resumed under the first paragraph, the number of shares represented by, and voting rights and election rights exercised by the shareholders who have registered to participate in the affected shareholders' meeting and have successfully signed in the meeting, but do not attend the postpone or resumed session, at the affected shareholders' meeting, these shall be counted towards the total number of shares, number of voting rights and number of election rights represented at the postponed or resumed session.

During a postponed or resumed session of a shareholders' meeting held under the first paragraph,

no further discussion or resolution is required for proposals for which votes have been cast and counted and results have been announced, or list of elected directors.

When the Company convenes a shareholders’ meeting with video conference as an aid, and the video conference cannot continue as described in first paragraph, if the total number of shares represented at the meeting, after deducting those represented by shareholders attending the shareholders’ meeting via video conference, still meets the minimum legal requirement for a shareholder meeting, then the shareholders’ meeting shall continue, and no postponement or resumption thereof under the first paragraph is required.

Under the circumstances where a meeting should continue as prescribed in the preceding paragraph, the shares represented by shareholders attending the shareholders’ meeting via video conference shall be counted towards the total number of shares represented by shareholders present at the meeting, provided these shareholders shall be deemed as abstaining from voting on all proposals on meeting agenda of that shareholders’ meeting.

When postponing or resuming a meeting according to the first paragraph, the Company shall handle the preparatory work based on the date of the original shareholders’ meeting in accordance with the requirements listed under Article 44-20, Paragraph 7 of the Regulations Governing the Administration of Shareholder Services of Public Companies.

For dates or period set forth under Article 12, second half, and Article 13, Paragraph 3 of Regulations Governing the Use of Proxies for Attendance at Shareholder Meetings of Public Companies, and Article 44-5, Paragraph 2, Article 44-15, and Article 44-17, Paragraph 1 of the Regulations Governing the Administration of Shareholder Services of Public Companies, the Company shall handle the matter based on the date of the shareholders’ meeting that is postponed or resumed under the second paragraph.

Article 22. Handling of digital gap

For the shareholders’ meeting held via video conference, the Company shall specify appropriate alternatives for the shareholders who have difficulty attending the video conference. Other than the situation described in Paragraph 6, Article 44-9 under Regulations Governing the Administration of Shareholder Services of Public Companies, when the Company convenes a virtual-only shareholders’ meeting, appropriate alternative measures available to shareholders with difficulties in attending a virtual shareholders’ meeting online shall be specified.

Article 23

These rules shall take effect once approved during a shareholder meeting. The same applies to all subsequent revisions.

Appendix 3. Shareholdings of All Directors

PSS Co., Ltd.

Shareholding Status of Directors

I. The statutory shareholdings and number of shares of all directors are as follows:

Number of common shares issued: 66,226,000 shares.
Number of shares required to be held by all directors: 5,298,080 shares.

II. As of the book-close date (April 28, 2026) for the general shareholders' meeting, the number of shares held by all directors is as follows, which has complied with the shareholding percentage stipulated in Article 26 of the Securities and Exchange Act.

Job Title	Name	Number of shares held as recorded in the shareholder registry on the book closure date
		Number of shares	Shareholding ratio
Chairman	Wen-Chieh Yang	1,303,496	1.97%
Director	Representative of Hsin You Co., Ltd.: Shih-Chung Lai	2,155,297	3.25%
Director	Representative of Su Hsin Co., Ltd.: Kuan-Chin Lin	2,705,544	4.09%
Director	Fen-Mei Lo	155,385	0.23%
Independent Director	Ming-Yang Lai	0	0.00%
Independent Director	Po-Shen Hsu	0	0.00%
Independent Director	Lyon Liu	0	0.00%
Total		6,319,722	9.54%

Note: According to Article 2 of the "Rules and Review Procedures for Director and Supervisor Share Ownership Ratios at Public Companies," if a public company has elected two or more independent directors, the share ownership figures calculated for all directors and supervisors other than the independent directors and shall be decreased by 20 percent.

AI assistant

PSS — AGM Information 2026

52658_rns_2026-05-19_e65b038e-7dd8-4737-a9a2-07ee2bbb023f.pdf

PSS CO., LTD.

2026 Annual Shareholders' Meeting

Meeting Handbook

Report Items

Proposal 1

Proposal 2

Proposal 3

Proposal 4

Proposal 5

Matters of recognition

2. Full-scale upgrade of the roadside smart parking management system: leveraging AIoT and data feedback to improve the operational efficiency of parking lots

3. Enhancement of smart roadside ticketing system: Establishing a large-scale IoT device data governance framework

(IV) Actively promote overseas development, expand regional market participation, and enhance international competitiveness

III. Impacts from external competition, regulatory environment, and overall business environment

Attachment 3-1. 2025 Board Remuneration Policy and Performance Correlation

Attachment 3-2. 2025 Remuneration to Directors

Attachment 4. 2025 Independent Auditors’ Report and Parent Company Only and Consolidated Financial Statements

Independent Auditors’ Report

Audit Opinions

Basis for the Audit Opinion

Key Audit Matters

Recognition of Parking Revenue from Equity Method Investments in Subsidiaries

Responsibilities of Management and Governing Units for Financial Reports

Auditors’ Responsibilities for the Audit of the Parent Company Only Financial Statements

Audit Opinions

Basis for the Audit Opinion

Key Audit Matters

Recognition of parking revenue

Other matters

Responsibilities of management and those charged with governance for the Consolidated Financial Statements

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

2025 Earnings Distribution Table

Appendix 1. Articles of Incorporation

Articles of Incorporation of PSS Co., Ltd.

Chapter 1 General Provisions

Chapter 2 Shares

Chapter 3 Shareholders' Meeting

Article 9

Article 9-1

Chapter 4 Directors

Article 10

Article 10-1

Article 10-2

Chapter 5 Managers

Chapter 6 Accounting

Chapter 7 Supplementary Provisions

Appendix 2. Rules and Procedures of Shareholders' Meeting

Article 1. Basis

Article 2. Definitions

Article 3. Convening of Shareholders' Meeting and Meeting Notice

Article 5: Principle of Place and Time of Shareholders' Meeting

Article 6 Preparation of the Signature Book and Other Documents

Article 7: Chairperson of the Shareholders' Meeting and Non-Voting Personnel

Article 8: Audiotaping or Videotaping Evidence of Shareholders' Meeting Process

Article 11. Statement by Shareholders

Article 12. Calculation of Voting Shares and Recusal System

Article 13

Article 14. Election Matters

Article 15. Minutes of the meeting

Article 16. Public Announcement

Article 17: Maintenance of order at the venue

Article 22. Handling of digital gap

Article 23

Appendix 3. Shareholdings of All Directors

Shareholding Status of Directors

More from PSS

PSS AGM Information 2026