Stock Code: 2597

RUENTEX

潤弘精密工程事業股份有限公司

Ruentex Engineering & Construction Co., Ltd.

Handbook for the 2026 Annual Meeting of Shareholders

Meeting Date: May 11, 2026

Page
No.

I. Meeting Procedure ... 01
II. Meeting Agenda ... 02
1. Reports ... 03
2. Ratifications ... 04
3. Discussion ... 07
4. Election ... 08
5. Other Proposals ... 09
6. Extempore motions ... 09

III. Attachments
1. Business Report ... 10
2. Audit Committee’s Review Report ... 20
3. Accountant’s Audit Report and Financial Statements ... 21
4. Comparison Table of the Amended Provisions of the Procedures for Acquisition or Disposal of Assets ... 46
5. List of candidates for directors ... 54
6. Details of the Non-compete Clause Removed for Director Candidates ... 56

IV. Appendixes
1. The Articles of Incorporation ... 59
2. Rules of Procedure for Shareholder Meetings ... 67
3. Rules for Director Elections ... 76
4. Shares Held by the Directors ... 78

Ruentex Engineering & Construction Co., Ltd.
Procedure of the 2026 Shareholders’ Meeting

Call to order
Chairperson’s statement
Reports
Ratifications
Discussion
Election
Other Proposals
Motion
Adjournment
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Ruentex Engineering & Construction Co., Ltd.
2026 Annual Meeting of Shareholders

Method of meeting: Hybrid shareholders' meeting
Time: May 11, 2026 (Monday) at 9:00am
Location: 3F, No. 260, Sec. 2, Bade Rd., Taipei City (Zhongying Bade Building)
Video conferencing platform: Taiwan Depository & Clearing
Corporation Stockservices Platform eMeeting
(https://stockservices.tdcc.com.tw)

Call to order
Chairperson’s statement
Reports
(I) 2025 Business Report
(II) Review by the Audit Committee of the report on the financial statements for 2025
(III) Report on distribution of 2025 employees’ remuneration
(IV) Other reporting matters
Ratifications:
(I) 2025 Business Report and Financial Statements
(II) Earnings distribution proposal for 2025
Discussion:
(I) Amendment to the Operational procedures for Acquisition and Disposal of Assets
Election:
(I) Election of directors
Other Proposals:
(I) Proposal of Release the Prohibition on Directors from Participation in Competitive Business
Motion
Adjournment
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[Reports]

2025 business report, please kindly review.
Description: For 2025 Business Report, please refer to Attachment 1 on pages 10-19 of this Handbook.
Review by the Audit Committee of the report on the financial statements for 2025
Description: Please refer to page 20 (Attachment 2) of this handbook for the Audit Committee’s Review Report.
Report on distribution of the remuneration for employees in 2025, please kindly review.
Description: According to Article 26 of the Articles of Incorporation, the Company provided 1% of the balance for employee remuneration, totaling NT$41,386,437. Of this, NT$20,693,100 is to be allocated to frontline employees, representing approximately 50.00% of the total employee compensation. The above amount has been approved to be fully paid out in cash by resolution of the Board of Directors. The amount resolved is the same as the estimated amount.
Other reporting matters:
(I) Report on distribution of the endorsements/guarantees provided during 2025, please kindly review.
The endorsements/guarantees provided by the Company as of December 31, 2025 are as follows:

Unit: NT$ thousands

Recipient of endorsement/guarantee		Maximum balance of endorsements/guarantees for the current period	Balance of endorsements/guarantees at the end of the period	Note
Name of Counterparty	Relationship with the Company
Ruentex Materials Co., Ltd.	A company with which the Company does business	88,368	88,368	Guarantee for a leasing contract
Total			88,368

Note: The limit of the endorsements/guarantees by the Company to a single entity is NT$1,553,580 thousand.
The maximum amount of the endorsements/guarantees by the Company is NT$3,107,160 thousand.

[Ratifications]

Proposal 1

Proposed by the board of directors

Summary: The 2025 Business Report and financial statements are submitted for ratification.

Description: 1. The Company's 2025 business report and financial statements have been prepared and sealed by the chairman, manager and accounting officer. Please refer to Attachment I on pages 10-19 and Attachment 3 on pages 21-45 of this handbook.

The aforementioned financial statements were audited by Chin-lien Huang and Shu-chiung Chang, accountants of PwC Taiwan, and an audit report with unqualified opinions was issued by them.
The financial statements were reviewed by the Audit Committee, with a review report issued thereby.
This proposal is submitted for ratification.

Resolution:

Proposal 2

Proposed by the board of directors

Summary: Distribution of earnings for 2025 is submitted for recognition.

Description: 1. The proposed distribution of the surplus of the company of 2025 based on the Company Act and the Articles of Incorporation of the Company are as follows:
Ruentex Engineering & Construction Co., Ltd.
Proposed distribution of profit
2025

Unit: New Taiwan Dollars

Item	Amount	Remark
1. Undistributed earnings in the beginning of the year	4,698,906
2. Net income after tax for this period	3,340,114,868
Less: Retained earnings for 2025 adjusted due to defined benefit actuarial loss	(4,353,204)
Less: Legal reserve set aside (10%)	(333,576,167)
3. Distributable profit	3,006,884,403
Distributable items:
Common stock dividend
(cash dividend: NT$9.67 per share)	(3,004,623,720)
4. Unappropriated retained earnings	2,260,683
Note: It was distributed as per the Company’s Articles of Incorporation and resolution by the shareholders’ meeting

Responsible Person: Lee, Chih-Hung
Manager: Mo, Wei-Han
Accounting Manager: Chao, Tsun-Kuo

According to Letter Tai-Cai-Shui No. 871941343, dated April 30, 1998, from the Ministry of Finance, profits distributed must be individually recognized. For the profit of the current year, the distributable profit in 2025 was distributed first.
In accordance with IAS 19 Employee Benefits, the actuarial gains on the defined benefit plan were adjusted, leading to other comprehensive income of NT$4,353,204 being reduce to the retained earnings for

2025.

Upon the approval of the Annual Meeting of Shareholders, it is proposed that the Chairman be authorized to resolve the ex-rights date and other relevant issues.
This proposal is submitted for ratification.

Resolution:

[Discussion]

Proposal 1

Proposed by the board of directors

Subject: Proposal for amendments to the Company’s “Procedures for Acquisition or Disposal of Assets,” This proposal is submitted for discussion.

Description:

Pursuant to Order Jin-Guan-Zheng-Fa No.1140383333 of the Financial Supervisory Commission amending the Regulations Governing the Acquisition and Disposal of Assets by Public Companies, the Company proposes to amend certain provisions of its Procedures for Acquisition or Disposal of Assets.
For the comparison table of the amended provisions of the Company’s Procedures for Acquisition or Disposal of Assets, please refer to Attachment 4 on pages 46 to 53 of this handbook.
This proposal is submitted for discussion.

Resolution:

[Election]

Proposal 1

Proposed by the Board of Directors

Subject: Election of directors, submitted for election.

Description:

Pursuant to Article 16 of the Company’s Articles of Incorporation, which provides that “the Company shall have seven to nine directors, with the exact number of directors to be determined by resolution of the Board of Directors, and the term of office shall be three years,” nine directors are to be elected in the current election. The term of office shall commence on May 11, 2026 and expire on May 10, 2029. Directors may be re-elected.
In this election, nine directors will be elected, including three independent directors and six non-independent directors, under the candidate nomination system.
The Company’s Board of Directors, by resolution passed on March 13, 2026, approved the list of nominated director candidates, including independent director candidates. For their academic and professional qualifications and other relevant information, please refer to Attachment 5 on page 54 to 55 of this handbook.
Submitted for election.

Election results:

【Other Proposals】

Proposal 1

Proposed by the Board of Directors

Subject: Proposal to release the newly elected directors from non-compete restrictions, this proposal is submitted for discussion.

Description:

If any of the directors to be elected at this Annual General Meeting of Shareholders engage in any act specified in Article 209 of the Company Act, then, in order to facilitate the smooth expansion of the Company’s business and provided that there is no prejudice to the interests of the Company, it is proposed that the non-compete restrictions on the newly elected directors be released from the date they assume office. For details of the proposed release of the non-compete restrictions on directors, please refer to Attachment 6 on pages 56 to 58 of this handbook.
This proposal is submitted for discussion.

Resolution:

【Extempore Motions】

【Adjournment】

[Attachment I]

Ruentex Engineering & Construction Co., Ltd.
Business Report

Benefiting from the AI investment boom in the United States, Taiwan’s semiconductor and information and communications technology industries became key drivers of the domestic economy. In 2025, AI-related business opportunities remained robust, boosting Taiwan’s export and production momentum. Supported by multiple factors, including continued increased investment in Taiwan by major international companies, private investment also remained strong. Demand for the construction of high-tech plants and data centers was strong, and the government actively promoted public infrastructure projects, driving the construction industry’s revenue performance. In addition, affected by high construction material costs, labor shortages, the imposition of carbon fees, and credit controls, construction companies accelerated the adoption of technologies such as precision construction, smart construction sites, and low-carbon building materials. This resulted in a structural divergence characterized by strong performance in public works and factory/office building projects but weakness in private residential projects. The Company benefited from the rapid expansion and plant construction demand of domestic high-tech manufacturers. By adopting a fast-track approach featuring short lead times, a flat organization, and quick execution to rapidly build plants for major international companies, the Company was placed in a favorable position, and its performance in 2025 was therefore better than that of its industry peers.

Looking ahead to 2026, the United States’ tariff and trade protection policies and the restructuring of the global supply chain are expected to bring heightened volatility, while escalating geopolitical tensions and increased risks from extreme climate events may drive up energy and raw material prices, creating inflationary pressures and risk challenges. Nevertheless, demand for applications such as AI, high-performance computing, and cloud services is expected to remain strong, effectively supporting Taiwan’s export and production momentum and driving domestic semiconductor plant construction, which will benefit the performance of the construction industry. Accordingly, the Company will continue to maintain positive growth as its operating goal. In order to widen the quality gap between itself and its industry peers, the Company will actively promote intelligent AI tools, strengthen fundamental

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training, improve the quality of its engineers, treat subcontractors well, secure relevant resources, uphold quality, and pursue innovative research and development of new engineering technologies and techniques. The Company will also leverage the effectiveness of precast construction to address problems associated with traditional construction methods, create profits, and maximize shareholder value – all of which are strategic goals the Company is committed to pursuing.

I. Business Status:

Major projects in 2025 included the following. For details of each project, please refer to the Attachments.

(1) Completed projects: 12 construction projects, including the RDE New Turnkey Project.

(2) Projects under construction: 28 construction projects, including the New Headquarters Building Construction Project of TransGlobe Life Insurance Inc.

(3) New construction sites: 18 projects, including the Precast Works for SPIL Erlin P5 Plant.

II. Financial Performance:

The Company's consolidated revenue for the year 2025 amounted to NT$31,480,700 thousand, representing an increase of 19.98% from NT$26,236,810 thousand in the previous year. Revenue excluding subsidiaries for 2025 amounted to NT$24,928,150 thousand, representing an increase of 25.88% from NT$19,802,560 thousand in the previous year. Net profit attributable to owners of the parent amounted to NT$3,340,120 thousand, representing an increase of 20.39% from NT$2,774,230 thousand in the previous year. The key highlights of the consolidated operating results for the year are summarized as follows:

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(I) Achievements of the Business Plan:
Unit: NTD in Hundred Millions

| Year
Item | 2025 | | 2024 | | Increase (Decrease)
Amount | |
| --- | --- | --- | --- | --- | --- | --- |
| | Amount | % | Amount | % | Difference | Increase (decrease)
Percentage % |
| Operation income | 314.81 | 100.00 | 262.37 | 100.00 | 52.44 | 19.98 |
| Gross profit | 54.80 | 17.40 | 46.64 | 17.77 | 8.16 | 17.50 |
| Operating Profit | 42.93 | 13.63 | 35.48 | 13.52 | 7.45 | 20.99 |
| Income before tax | 44.74 | 14.21 | 37.00 | 14.10 | 7.74 | 20.93 |
| Total comprehensive income | 36.55 | 11.61 | 29.97 | 11.42 | 6.58 | 21.95 |
| Net profit attributable to owners of the parent | 33.40 | 10.61 | 27.74 | 10.57 | 5.66 | 20.39 |
| Earnings per share (NT$) | 10.75 | - | 8.93 | - | 1.82 | 20.38 |

(II) Budget Achievement:

In 2025, all projects were executed under strict control in accordance with the approved budgets. Through the promotion of standardization and modularization, as well as the application of industrial engineering techniques to reduce costs, the overall gross profit margin exceeded the projected level due to savings achieved in precast production and construction costs for certain projects. In addition, the Company's operating expenses for the year showed no unusual variance from the budgeted amounts.

(III) Profitability Analysis:

Item		2025	2024
Financial structure (%)	Liabilities to Assets Ratio (%)	59.06	56.10
	Long-term Capital to PP&E Ratio (%)	333.85	381.93
Solvency (%)	Current Ratio (%)	129.19	132.69
	Quick Ratio (%)	56.64	56.05
Profitability (%)	Return on Assets (%)	14.55	13.22
	Return on Equity (%)	33.53	31.79
	Profit Margin (%)	11.61	11.42

III. Main Business Development Strategies:

Main Strategies:
(1) Smart upgrading: Elevate the Company’s precast advantages to a smart level to realize data driven construction processes and maximize efficiency.
(2) Quality and safety driven: Transform quality assurance and occupational safety and health from regulatory requirements into the Company’s core competitiveness and brand value, achieving a shift from passive response to proactive prevention.
Key Points of Strategy:

Aspect	Key Points of Strategy
AI driven operational efficiency and knowledge transfer	1. Smarten operational processes and redeploy manpower to high value innovation.
	2. Establish an AI driven knowledge accelerator to enable timely access to knowledge.
Quality and work safety	1. Apply AI, new equipment and machinery to enhance precast production efficiency and improve the precision of construction quality.
	2. With the goal of zero occupational accidents and zero disasters, optimize PDCA management to achieve no repeat occurrences.
Organization and talent	1. Implement a construction technology certification system to improve and standardize worker quality.
	2. Strengthen digital learning and establish an intelligent knowledge cycle to promote organizational self-evolution.
	3. Establish cross cultural empowerment mechanisms to leverage the capabilities of foreign engineers.
	4. Build an organizational culture centered on safety and sustainable development.

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IV. R&D Status:

In order to formulate strategies for the Company's sustainable development, fulfill its sustainable development goals, strengthen sustainability governance, and promote profitable growth in its business operations, the Company's research and development team will coordinate its sustainability efforts by adjusting the carbon footprint and carbon emissions of its supply chain, customers, and products. Through new construction methods and technologies aligned with global trends, the Company seeks to achieve its energy-saving and carbon-reduction goals and continue research, development, and improvements – including construction rationalization, smart production, and information-based management – to elevate the existing advantages of precast construction to an AI-enabled smart level. Through digital technologies and process reengineering, the Company aims to widen the gap between itself and its competitors, lay a new-generation competitive foundation, lead the trend of innovative research and development in the construction industry, promote industry upgrading, and create a diverse and inclusive workplace to attract and cultivate talent, while striving to build a more comfortable, safe, environmentally friendly, sustainable, and energy-efficient living environment.

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V. Future Outlook:

As the Company enters 2026, with businesses adapting to changes in international trade policies and AI capital expenditure remaining strong, the global economy is expected to move toward a more balanced recovery. Driven by strong demand for AI, high-performance computing, and data centers, support for semiconductor manufacturing processes and exports of electronic components will continue to drive industrial production, while private investment is expected to rebound. Coupled with the government’s promotion of the Five Trusted Industry Sectors and public infrastructure projects, improved corporate profitability is expected to boost wage growth and maintain steady domestic consumption.

Amid the continued growth and strong demand for AI-related applications, we expect our business to achieve steady growth this year. The Company will continue to uphold its consistent management philosophy of integrity and prudence, actively pursue niche opportunities, and strengthen its contracting of turnkey projects and precast works for technology plants in order to enhance operating profit. In addition, the Company will develop AI tools to realize core processes, combine innovation and research and development with government resources, and apply its specialized engineering technologies and various precast patents to related construction projects. By integrating precast construction with ESG, the Company aims to become a leading construction enterprise in environmentally friendly, energy-saving, and sustainable operations; expand its capabilities and market share; and create value and profits to give back to shareholders, employees, and society, thereby fulfilling its social responsibility of benefiting society and contributing to public wellbeing.

Responsible person: Lee, Chih-Hung;
Manager: Mo, Wei-Han;
Accounting Supervisor: Chao, Tsun-Kuo

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【Business Report – Appendix】

(I) Completed Construction Sites:

Item	Project Type	Project Name
1	Factory/Office	M project Houli Park TCP2
2	Factory/Office	MS TPE03
3	Factory/Office	CHW2204 New Construction Project
4	Precast-only	Yang Er Sixin Section, PC Precast Panel Works
5	Precast-only	T Hsinchu Plant No. 1
6	Precast-only	T Chunan B-O Buildings
7	Precast-only	T Taichung Plant B
8	Precast-only	T Kaohsiung Plant 2
9	Precast-only	Veterans General Hospital Dormitory Precast Works
10	Public Work	Wanhua Huajiang Section Social Housing Project
11	Public Work	RDE New Turnkey Project
12	Special	Catholic Villa of Divine Love

(II) Ongoing Construction Sites:

Item	Project Type	Project Name
1	Factory/Office Building	PHISON Innovation Center New Construction Project
2	Factory/Office Building	Huateng Kaohsiung Plant Project
3	Factory/Office Building	Liteon Technology Phase II Plant Project
4	Factory/Office Building	Liteon Kaohsiung Building
5	Factory/Office Building	Tainan Phison Building Project
6	Factory/Office Building	Nangang Yucheng Building Interior Renovation, Mechanical and Electrical Works
7	Commercial Office Buildings	TransGlobe Life Headquarters Building New Construction Project
8	Commercial Office Buildings	Longtan Proton Accelerator
9	Precast-only	Guangfu South Road – PC Precast Panel Works
10	Precast-only	Yang Yi Sixin Section – PC Precast Panel Works
11	Precast-only	Fubon Property & Casualty Insurance Building PCS Works
12	Precast-only	T Hsinchu Plant No. 2
13	Precast-only	T Taichung Plant B, Building B
14	Precast-only	Guished R/S Precast Works Project
15	Precast-only	T Chiayi Plant 1
16	Precast-only	Nanmei Building A Factory/Office Structural Works
17	Precast-only	Nanmei Building B Factory/Office Structural Works
18	Precast-only	Fubon Chengde Project Precast Works
19	Public Work	Puxin Anju Social Housing, Yangmei District, Taoyuan City
20	Special	Chengjue Temple Xuanzang Cultural and Religious Park Development Project
21	Ruentex Development	Sanchong MRT Station Project
22	Ruentex Development	Ruentex Wuku Wang A Project New Construction Project

Item	Project Type	Project Name
23	Ruentex Development	Ruentex Development Nangang Star Project New Construction Project
24	Ruentex Development	Nanhai Section Urban Renewal Project
25	Ruentex Development	Ruanqiao New Construction Project
26	Ruentex Development	Yucheng Building Power Supply and Air Conditioning Expansion Works
27	Ruentex Development	Ruentex Development Banqiao Huancui Section
28	Ruentex Development	Chungching North Road Urban Renewal Project Foundation Works**

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(III) Newly Contracted Construction Sites:

Item No.	Project Type	Project Name
1	Factory/Office Building	Xinji Meishuo Project
2	Factory/Office Building	Falcon 200K
3	Factory/Office Building	Ruentex Material Pingtung Ligang Plant Parking Lot
4	Commercial Office Buildings	TransGlobe Life New Headquarters Building Landscape Works
5	Commercial Office Buildings	Dantang Chenggong Section New Construction Project
6	Precast-only	T Baoshan Plant 4 Preliminary Precast Works
7	Precast-only	SPIL Erlin P5 Plant Precast Works
8	Precast-only	T Kaohsiung Plant 3
9	Precast-only	T Chiayi Plant 1, Building O Precast Works
10	Precast-only	T Tainan Plant 9 Precast Works
11	Precast-only	T Chiayi Plant 2
12	Precast-only	T Baoshan F20P3A1B1 Precast Works
13	Precast-only	SPIL Erlin P6 Plant Precast Works
14	Precast-only	T Baoshan F20P4A1B1 Precast Works
15	Public Work	National Taiwan University Hospital, Huwei Branch
16	Public Work	New Taipei City Tucheng Social Housing Turnkey Project (Civil Works)
17	Special	Dongshan Senior High School Teaching Building New Construction Project
18	Ruentex Development	Ruentex Development Xindu Section Project

[Attachment II]

Ruentex Engineering & Construction Co., Ltd.
Audit Report by the Auditing Commission

The Board of Directors duly worked out the business reports, financial statements and distribution of earnings for 2025. Among them, the financial statements had been duly audited by Certified Public Accountants Huang Chin-Lien and Chang Shu-Chiung of “PricewaterhouseCoopers Taiwan” in full who, in turn, duly issued the Audit Report. After reviewing such documents, this Audit Committee found no nonconformity and thus presented this Report to the Annual General Meeting of Shareholder for approval in accordance with Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act.

Please proceed to review it.

Attn.:

The regular meeting of shareholders of the Company, 2026

Audit Committee’s Convener: Shen, Xiao-Ling

March 13, 2026

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[Attachment III]

Independent Auditors’ Audit Report

Cai-Shen-Bao-Zi No. 25005279

Ruentex Engineering & Construction Co., Ltd.:

Opinion

We have audited the consolidated balance sheets of Ruentex Engineering & Construction Co., Ltd. and its subsidiaries (the Group) as of December 31, 2025 and 2024, the consolidated comprehensive income statements, equity statements and cash flow statements for the periods from January 1 to December 31, 2025 and 2024, and the notes to the consolidated financial statements (including a summary of significant accounting policies).

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Company 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, International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

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

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 for the year ended December 31, 2025. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

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Key audit matter for the Group’s consolidated financial statements for the year ended December 31, 2025 is stated as follows:

Recognition of Construction Contract Revenue – Assessment of Percentage of Completion

Description of the Matter

For the year 2025, construction contract revenue of the Group amounted to NT$26,937,424 thousand, representing 85.57% of consolidated operating revenue. For the accounting policies related to revenue recognition, please refer to Note 4(28) to the consolidated financial statements. For significant accounting estimates and assumptions, please refer to Note 5(2) to the consolidated financial statements. For details of the relevant accounts, please refer to Note 6(24) to the consolidated financial statements.

Construction contract revenue of the Group is recognized using the percentage-of-completion method over the contract period, based on the stage of completion. The stage of completion is determined by reference to the percentage of costs incurred to date, as of the end of the reporting period, for each contract relative to the estimated total contract costs. The aforementioned estimated total contract costs are determined by the Group based on measurable units, such as the project owner’s architectural and structural drawings, together with prevailing market fluctuations, to estimate the various construction costs to be incurred, including subcontracting, materials, and labor.

As the estimated total contract cost affects the stage of completion and the recognition of construction contract revenue, and given the complexity of cost components and the significant estimation involved, which gives rise to a high degree of uncertainty, we consider the assessment of the stage of completion used in revenue recognition for construction contracts to be one of the most significant audit matters for the year.

Corresponding audit procedures

The audit procedures we performed in respect of the above key audit matter relating to the assessment of the stage of completion are summarized as follows:

Based on our understanding of the Group’s operations and industry nature, we have evaluated the internal operating procedures used to estimate total construction costs. This includes the procedures for determining various engineering costs (subcontracting,
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materials, and labor) based on the client's structural drawings and unit measurements, as well as the consistency of the estimation methodologies applied.

We evaluated and tested management's internal control procedures for recognizing construction contract revenue based on the percentage-of-completion method. This included verifying supporting documentation for current-period contract variations and significant progress billings.
Furthermore, we conducted site visits and interviews for major ongoing projects at year-end to confirm that the stage of completion was appropriate.
We performed relevant substantive procedures on the detailed statement of construction profit and loss for the period, including testing the current-period cost figures against appropriate evidence; tracing additional and reduced construction amounts to supporting documentation; and recalculating the construction contract revenue recognized based on the stage of completion, which has been properly recognized in the accounts.

Accuracy of timing in recognition of construction costs

Description of the matter

Please refer to Note 4(28) to the consolidated financial statements for the accounting policies related to the recognition of construction costs.

At the end of the reporting period, the construction costs incurred for each project of the Group are estimated based on the progress of construction and inspection results. The process of recognizing such construction costs generally involves whether project personnel have performed acceptance and valuation procedures in accordance with actual construction outcomes. If such procedures are not properly executed, differences in the timing of construction cost recognition may arise, which could have a significant impact on the financial statements. Accordingly, we have identified the accuracy of the timing of construction cost recognition as one of the most significant matters in our audit for the current year.

Corresponding audit procedures

The audit procedures we performed in respect of the above key audit matter are summarized as follows:

We understood and tested management's recognition process for construction costs to ensure compliance with internal control procedures. This included verifying that engineering personnel conducted acceptance inspections based on construction results,
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which were then approved by authorized supervisors before being forwarded to the accounting department for recording.

We performed cut-off testing on construction costs incurred for a period around the end of the reporting period, including examining acceptance records, verifying the accuracy of project progress billings, and confirming that construction costs incurred were recorded in the appropriate period.

Other Matter- Parent company only financial statements

We have also audited the parent company only financial statements of Ruentex Engineering & Construction Co., Ltd. as of and for the years ended December 31, 2025 and 2024 on which we have issued an unmodified opinion.

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 standards endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

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

Those charged with governance (including members of the Audit and Risk Committee) are responsible for overseeing the Company's 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 auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on

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Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

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

Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than that resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors' report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors' report. However, future events or conditions may cause the Group to cease to continue as a going concern.
Evaluate the overall presentation, structure, and content of the consolidated financial statements, including the disclosures, and determine whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient and appropriate audit evidence regarding the financial information of the
25 -

entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2025 and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

PwC Taiwan

Huang, Chin-Lien

CPA

Chang, Shu-Chiung

Financial Supervisory Commission's Approval Certificate No.: Jin-Guan-Zheng-Shen-Zi No. No. 1100348083
Former Financial Supervisory Commission, Executive Yuan's Approval Certificate No.: Jin-Guan-Zheng-Shen-Zi No. No. 0990042602
March 13, 2026

Ruentex Engineering & Construction Co., Ltd. and Subsidiaries
Consolidated Balance Sheet
December 31, 2025 and 2024
Unit: NT$ thousands

	Assets	Notes	December 31, 2025		December 31, 2024
			Amount	%	Amount	%
Current Assets
1100	Cash and cash equivalents	6(1)	$ 1,609,235	6	$ 2,506,611	10
1136	Financial assets measured by amortized cost - current	6(6)
			50,705	-	50,000	-
1140	Contract asset - current	6(24) and 7	6,749,069	25	5,584,024	23
1150	Net bills receivable	6(2)	386,325	2	261,798	1
1160	Bills receivable - related parties - net	6(2) and 7	431,485	2	175,373	1
1170	Net Accounts Receivable	6(2)	3,311,173	12	1,402,637	6
1180	Accounts receivable - related parties - net	6(2) and 7
			486,152	2	397,217	2
1200	Other receivables		4,594	-	3,785	-
1210	Other Receivables - related party	7	9,402	-	9,571	-
1220	Current tax assets		2	-	92	-
130X	Inventories	6(3)	851,925	3	771,920	3
1410	Prepayments	6(4)	873,839	3	640,679	2
1470	Other Current Assets	6(1), 7 and 8	327,321	1	310,594	1
11XX	Total current assets		15,091,227	56	12,114,301	49
Non-current assets
1517	Financial assets at fair value through other comprehensive income - non-current	6(5) and 7
			3,669,574	14	4,861,323	20
1535	Amortized cost financial Assets - non-Current	6(6)
			500,000	2	500,000	2
1550	Investments accounted for using equity method	6(7)(15) and 8
			1,707,545	6	1,576,964	6
1600	Property, plant, and equipment	6(8), 7, and 8	4,570,764	17	4,034,702	16
1755	Right-of-use assets	6(9) and 7	935,405	3	996,621	4
1780	Intangible Assets	6(10)	92,237	-	200,951	1
1840	Deferred tax Assets	VI (32)	154,392	1	125,346	1
1900	Other non-current Assets	6(1)(8) and 8	219,884	1	129,077	1
15XX	Total non-current assets		11,849,801	44	12,424,984	51
1XXX	Total Assets		$ 26,941,028	100	$ 24,539,285	100

(Continued)

Ruentex Engineering & Construction Co., Ltd. and Subsidiaries
Consolidated Balance Sheet
December 31, 2025 and 2024
Unit: NT$ thousands

	Liabilities and Equity	Notes	December 31, 2025		December 31, 2024
			Amount	%	Amount	%
Current liabilities
2100	Short-term borrowings	6(12) and 8	$ 1,700,000	6	$ 1,200,000	5
2110	Short-term bills payable	6(13)	409,898	2	409,822	2
2130	Contract liabilities - current	6(24) and 7	2,349,739	9	1,923,337	8
2150	Notes payable		955,906	4	1,050,193	4
2160	Notes payable - related party	7	84,394	-	1,920	-
2170	Accounts Payable		4,119,897	15	2,993,661	12
2180	Accounts payable - related party	7	354,751	1	1,253	-
2200	Other payables	6(14)	1,081,836	4	961,009	4
2230	Income tax liabilities of current period		487,577	2	464,507	2
2280	Lease liabilities - current	6(9) and 7	108,645	-	110,582	-
2399	Other current liabilities - other	6(16)	28,447	-	13,174	-
21XX	Total Current Liabilities		11,681,090	43	9,129,458	37
Non-current liabilities
2540	Long-term borrowings	6(15) and 8	3,060,000	12	3,430,000	14
2570	Deferred income tax liabilities	VI (32)	14,497	-	19,356	-
2580	Lease liabilities - non-current	6(9) and 7	851,949	3	901,778	4
2600	Other non-Current liabilities	6(16)(17)(18)	304,805	1	286,839	1
25XX	Total Non-Current Liabilities		4,231,251	16	4,637,973	19
2XXX	Total Liabilities		15,912,341	59	13,767,431	56
Equity
Equity attributed to owners of the parent
	Capital	6(20)
3110	Share capital		3,107,160	12	2,589,300	11
	Capital surplus	6(21)
3200	Capital surplus		846,204	3	846,192	3
	Retained earnings	6(22)
3310	Legal reserve		1,212,656	5	933,290	4
3350	Undistributed earnings		3,340,460	12	2,795,684	11
	Other equities	6(23)
3400	Other equities		559,811	2	1,640,608	7
31XX	Total equity attributable to owners of parent		9,066,291	34	8,805,074	36
36XX	Non-controlling Interest	4(3)	1,962,396	7	1,966,780	8
3XXX	Total Equity		11,028,687	41	10,771,854	44
	Significant Contingent Liabilities and Unrecognized Commitments	9
	Significant subsequent events	11
3X2X	Total Liabilities and Equity		$ 26,941,028	100	$ 24,539,285	100

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

Chairman: Lee, Chih-Hung
Manager: Mo, Wei-Han
Accounting Manager: Chao, Tsun-Kuo

Ruentex Engineering & Construction Co., Ltd. and Subsidiaries
Consolidated Statements of Comprehensive Income
December 31, 2025 and 2024
Unit: NT$ thousands
(Except earnings per share, which is in NT$)

	Item	Notes	December 31, 2025		December 31, 2024
			Amount	%	Amount	%
4000	Operation income	6(24) and 7	$ 31,480,700	100	$ 26,236,813	100
5000	Operation cost	6(3)(10)
		(25)(30)
		(31) and 7	( 26,000,823)	( 82)	( 21,573,146)	( 82)
5900	Gross profit		5,479,877	18	4,663,667	18
	Operating Expenses	6(10)(30)
		(31) and 7
6100	Selling expenses		( 230,404)	( 1)	( 205,533)	( 1)
6200	General & administrative expenses		( 858,574)	( 3)	( 813,586)	( 3)
6300	R&D expenses		( 97,340)	-	( 92,877)	( 1)
6450	Expected credit impairment losses	12(2)
			( 415)	-	( 3,330)	-
6000	Total Operating Expenses		( 1,186,733)	( 4)	( 1,115,326)	( 5)
6900	Operating Profit		4,293,144	14	3,548,341	13
	Non-operating Income and Expenses
7100	Interest revenue	6(6)(26) and 7
			45,855	-	44,793	-
7010	Other income	6(27)
7020	Other gains and losses	6(10)(11)
		(28)	( 125,174)	( 1)	( 1,156)	-
7050	Financial Costs	6(9)(29) and 7
			( 113,117)	-	( 97,722)	-
7060	Share of income of associates and joint ventures accounted for using the equity method	6(7)
			175,491	-	12,616	-
7000	Total non-operating income and expenses		180,909	-	151,346	1
7900	Net profit before tax		4,474,053	14	3,699,687	14
7950	Income tax expense	VI (32)	( 819,090)	( 2)	( 702,729)	( 3)
8200	Net income of current period		$ 3,654,963	12	$ 2,996,958	11

(Continued)

Ruentex Engineering & Construction Co., Ltd. and Subsidiaries
Consolidated Statements of Comprehensive Income
December 31, 2025 and 2024

Unit: NT$ thousands
(Except earnings per share, which is in NT$)

	Item	Notes	December 31, 2025		December 31, 2024
			Amount	%	Amount	%
	Other comprehensive income (net)
	Items not to be reclassified into profit or loss
8311	Remeasurements of defined benefit plans	6(18)	($ 5,653)	-	$ 25,191	-
8316	Unrealized profit or loss on equity investments at fair value through other comprehensive income	6(5)	( 1,191,749)	( 4)	523,872	2
8349	Income tax relating to non-reclassified items	VI (32)	5,988	-	( 7,001)	-
8310	Total of items not to be reclassified into profit or loss		( 1,191,414)	( 4)	542,062	2
8300	Other comprehensive income (net)		($ 1,191,414)	( 4)	$ 542,062	2
8500	Total comprehensive income for this period		$ 2,463,549	8	$ 3,539,020	13
	Profit attributable to:
8610	Owners of the parent		$ 3,340,115	11	$ 2,774,232	10
8620	Non-controlling Interest		314,848	1	222,726	1
			$ 3,654,963	12	$ 2,996,958	11
	Total comprehensive income (loss) attributable to:
8710	Owners of the parent		$ 2,254,966	7	$ 3,267,757	12
8720	Non-controlling Interest		208,583	1	271,263	1
			$ 2,463,549	8	$ 3,539,020	13
	Earnings per share	6(34)
9750	Basic earnings per share		$	10.75	$	8.93
9850	Diluted earnings per share		$	10.74	$	8.92

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

Chairman: Lee, Chih-Hung
Manager: Mo, Wei-Han
Accounting Manager: Chao, Tsun-Kuo

Rüentex Engineering & Construction Co., Ltd. and Subsidiaries

Consolidated Statements of Changes in Equity

December 31, 2025 and 2024

Unit: NT$ thousands

	Equity attributed to owners of the parent
		Capital surplus				Retained earnings		Unrealized financial assets at fair value through other comprehensive income acquired Income (Loss)			Total
	Notes	Share capital	Issued at premium	Difference between the equity price and the book value of acquisition or disposition of subsidiaries	Changes in the ownership interests of subsidiaries as recognized	Others	Legal reserve	Undistributed earnings	Total	Non-controlling Interest	Total Equity
2024
Balance on January 1, 2024		$ 1,849,500	$ 520,455	$ 24,760	$ 234,133	$ 51	$ 742,207	$ 1,931,635	$ 1,166,513	$ 6,469,254	$ 1,609,218
Net income of current period		-	-	-	-	-	-	2,774,232	-	2,774,232	222,726
Other comprehensive income 6(23)		-	-	-	-	-	-	19,430	474,095	493,525	48,537
Total comprehensive income for this period		-	-	-	-	-	-	2,793,662	474,095	3,267,757	271,263
Appropriation and distribution of 6(22) the earnings for 2023
Legal reserve		-	-	-	-	-	191,083	( 191,083 )	-	-	-
Cash dividends		-	-	-	-	-	-	( 998,730 )	-	( 998,730 )	-
Share dividend	6(20)	739,800	-	-	-	-	-	( 739,800 )	-	-	-
Changes in ownership interests in 4(3) and 6(33) subsidiaries		-	-	-	66,793	-	-	-	-	66,793	213,168
Cash dividends for non-controlling interests		-	-	-	-	-	-	-	-	-	( 126,869 )
Balance on December 31, 2024		$ 2,589,300	$ 520,455	$ 24,760	$ 300,926	$ 51	$ 933,290	$ 2,795,684	$ 1,640,608	$ 8,805,074	$ 1,966,780
2025
Balance on January 1, 2025		$ 2,589,300	$ 520,455	$ 24,760	$ 300,926	$ 51	$ 933,290	$ 2,795,684	$ 1,640,608	$ 8,805,074	$ 1,966,780
Net income of current period		-	-	-	-	-	-	3,340,115	-	3,340,115	314,848
Other comprehensive income 6(23)		-	-	-	-	-	-	( 4,352 )	( 1,080,797 )	( 1,085,149 )	( 106,265 )
Total comprehensive income for this period		-	-	-	-	-	-	3,335,763	( 1,080,797 )	2,254,966	208,583
Appropriation and distribution of 6(22) the earnings for 2024
Legal reserve		-	-	-	-	-	279,366	( 279,366 )	-	-	-
Cash dividends		-	-	-	-	-	-	( 1,993,761 )	-	( 1,993,761 )	-
Share dividend	6(20)	517,860	-	-	-	-	-	( 517,860 )	-	-	-
Exercise the right of recourse		-	-	-	-	12	-	-	-	12	-
Cash dividends for non-controlling interests		-	-	-	-	-	-	-	-	-	( 212,967 )
Balance on December 31, 2025		$ 3,107,160	$ 520,455	$ 24,760	$ 300,926	$ 63	$ 1,212,656	$ 3,340,460	$ 559,811	$ 9,066,291	$ 1,962,396

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

Chairman: Lee, Chih-Hung

Manager: Mo, Wei-Han

Accounting Manager: Chao, Tsun-Kuo

Ruentex Engineering & Construction Co., Ltd. and Subsidiaries
Consolidated Statements of Cash Flows
December 31, 2025 and 2024
Unit: NT$ thousands

	Notes	2025	2024
Cash flows from operating activities
Profit before Income Tax current period		$ 4,474,053	$ 3,699,687
Adjustments
Income and expenses
Expected credit impairment losses	6(30) and 12(2)	415	3,330
Share of (profit) or loss on associates	6(7)
accounted for using the equity method		( 175,491 )	( 12,616 )
Depreciation expense	6(8)(9)(30)	516,765	456,009
Amortization and depreciation expenses	6(10)(30)	5,488	10,541
Loss (gain) on disposal of property, plant and equipment	6(28)
Gains on lease modifications	6(9)(28)	( 8,867 )	112
Impairment loss on intangible assets	6(10)(11)	112,410	-
Impairment loss on other financial assets	6(10)(11)	20,000	-
Dividend income	6(27)	( 162,918 )	( 166,804 )
Interest revenue	6(26)	( 45,855 )	( 44,793 )
Interest Cost	6(9)(29)	113,117	97,722
Gain on reversal of overdue payables	6(27)	( 966 )	( 4,305 )
Reclassification of provisions to other income	6(16)(27)
Other income		( 5,192 )	( 10,602 )
Expenses of employee stock options	6(19)(31)	-	1,735
Changes in assets/liabilities relating to operating activities
Net changes in assets relating to operating activities
Contractual assets - Current		( 1,165,045 )	( 663,360 )
Notes receivable		( 124,527 )	741,904
Notes Receivable – related party		( 256,112 )	( 119,816 )
Accounts receivable		( 1,908,951 )	962,681
Accounts receivable - related party		( 88,935 )	351,819
Other receivables		( 1,949 )	2,622
Other receivables - related Party		169	( 52 )
Inventories		( 80,005 )	( 17,601 )
Prepayments		( 233,160 )	( 256,180 )
Other Current Assets		( 1,109 )	3,370
Net change in liabilities related to operating activities
Contract liabilities - current		426,402	( 280,735 )
Notes payable		( 94,287 )	234,336
Notes Payable – related Party		82,474	( 247 )
Accounts Payable		1,143,426	173,684
Accounts Payable – related Party		353,498	1,253
Other payables		146,457	86,095
Other Current liabilities		18,195	3,007
Other non-Current liabilities		8,365	29,794
Cash flow in from operating		3,047,397	5,276,580
Interest received		46,995	43,658
Dividends received		207,828	166,804
Interest paid		( 114,081 )	( 96,736 )
Income tax paid		( 823,936 )	( 716,029 )
Income tax refunded		90	-
Cash inflow from operating activities		2,364,293	4,674,277

(Continued)

Ruentex Engineering & Construction Co., Ltd. and Subsidiaries
Consolidated Statements of Cash Flows
December 31, 2025 and 2024
Unit: NT$ thousands

	Notes	2025	2024
Cash flows from investing activities
Acquisition of financial assets measured at amortized costs - current		($ 705)	($ 50,000)
(Increase) Decrease in other financial assets		( 3,271)	254,584
Acquisition of financial assets at fair value through other comprehensive income acquired – non-current	6(5)	-	( 2,852)
Acquisition of investments accounted for using equity method	6(7)	-	( 1,564,348)
Real estate, plant and equipment acquired	6(35)	( 802,620)	( 352,918)
Proceeds from disposal of property, plant and equipment		8,893	-
Acquisition of intangible assets	6(10)	( 9,149)	( 4,754)
Increase in refundable deposits		( 12,235)	( 382)
Increase in prepayments for equipment		( 158,100)	( 29,242)
Increase in prepayments for building and land	6(8)	( 100,653)	-
Cash used in investing activities		( 1,077,840)	( 1,749,912)
Cash flows from financing activities
Increase in short-term borrowings	6(36)	500,000	450,000
Increase in short-term bills payable	6(36)	-	40,000
Amount of long-term borrowings	6(36)	870,000	1,380,000
Repayments of long-term borrowings	6(36)	( 1,240,000)	( 2,250,000)
Increase in guarantee deposits	6(36)	6,218	15,947
Principal elements of lease payments	6(9)(36)	( 113,331)	( 118,690)
Cash dividends paid	6(22)	( 1,993,761)	( 998,730)
Changes in non-controlling interest	6(33)	-	278,226
Changes in non-controlling interests - cash dividends paid by subsidiaries		( 212,967)	( 126,869)
Exercise the right of recourse		12	-
Cash used in financing activities		( 2,183,829)	( 1,330,116)
Increase (decrease) of cash and cash equivalents – current period		( 897,376)	1,594,249
Cash and cash equivalents, beginning of period		2,506,611	912,362
Cash and cash equivalents, end of period		$ 1,609,235	$ 2,506,611

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

Chairman: Lee, Chih-Hung
Manager: Mo, Wei-Han
Accounting Manager: Chao, Tsun-Kuo

Independent Auditors' Audit Report
(115)Cai-Shen-Bao-Zi No. 25004241

Ruentex Engineering & Construction Co., Ltd.:

Opinion

We have audited the parent company only balance sheets of Ruentex Engineering & Construction Co., Ltd. (the Company) as of December 31, 2025 and 2024, the parent company only comprehensive income statements, equity statements and cash flow statements 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 the Company as of December 31, 2025 and 2024, and its parent company only financial performance and parent company only cash flows for the years then ended, in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

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

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 for the year ended December 31, 2025. These matters were addressed in the context of our audit of the parent company only financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

34 -

Key audit matter for the Group’s parent company only financial statements for the year ended December 31, 2025 is stated as follows:

Recognition of Construction Contract Revenue – Assessment of Percentage of Completion

Description of the matter

For the year 2025, construction contract revenue of the Company amounted to NT$24,898,441 thousand, representing 99.88% of parent company only operating revenue. For the accounting policies related to revenue recognition, please refer to Note 4(26) to the parent company only financial statements. For significant accounting estimates and assumptions, please refer to Note 5(2) to the parent company only financial statements. For details of the relevant accounts, please refer to Note 6(22) to the parent company only financial statements.

Construction contract revenue of the Company is recognized using the percentage-of-completion method over the contract period, based on the stage of completion. The stage of completion is determined by referencing the percentage of costs incurred to date, as of the end of the reporting period, for each contract relative to the estimated total contract costs. The aforementioned estimated total contract costs are determined by the Company based on measurable units, such as the project owner’s architectural and structural drawings, along with prevailing market fluctuations, to estimate the various construction costs to be incurred, including subcontracting, materials, and labor.

Corresponding audit procedures

The audit procedures we performed in respect of the above key audit matter relating to the assessment of the stage of completion are summarized as follows:

Based on our understanding of the Company’s operations and industry nature, we have evaluated the internal operating procedures used to estimate total construction costs. This includes the procedures for determining various engineering costs (subcontracting, materials, and labor) based on the client’s structural drawings and unit measurements, as well as the consistency of the estimation methodologies applied.
35 -

We evaluated and tested management’s internal control procedures for recognizing construction contract revenue based on the percentage-of-completion method. This included verifying supporting documentation for current-period contract variations and significant progress billings.
Furthermore, we conducted site visits and interviews for major ongoing projects at year-end to confirm that the stage of completion was appropriate.
We performed relevant substantive procedures on the detailed statement of construction profit and loss for the period, including testing the current-period cost figures against appropriate evidence; tracing additional and reduced construction amounts to supporting documentation; and recalculating the construction contract revenue recognized based on the stage of completion, which has been properly recognized in the accounts.

Accuracy of timing in recognition of construction costs

Description of the matter

Please refer to Note 4(26) to the parent company only financial statements for the accounting policies related to the recognition of construction costs.

At the end of the reporting period, the construction costs incurred for each project of the Company are estimated based on the progress of construction and inspection results. The process of recognizing such construction costs generally involves determining whether project personnel have performed acceptance and valuation procedures in accordance with actual construction outcomes. If such procedures are not properly executed, differences in the timing of construction cost recognition may arise, which could significantly impact the financial statements. Accordingly, we have identified the accuracy of the timing of construction cost recognition as one of the most significant matters in our audit for the current year.

Corresponding audit procedures

The audit procedures we performed in respect of the above key audit matter are summarized as follows:

We understood and tested management’s recognition process for construction costs to ensure compliance with internal control procedures. This included verifying that engineering personnel conducted acceptance inspections based on construction results, which were then approved by authorized supervisors before being forwarded to the accounting department for recording.
36 -

We performed cut-off testing on construction costs incurred for a period around the end of the reporting period, including examining acceptance records, verifying the accuracy of project progress billings, and confirming that construction costs incurred were recorded in the appropriate period.

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

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

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

Those charged with governance (including members of the Audit and Risk Committee) are responsible for overseeing the Company’s 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 auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these parent company only financial statements.

37 -

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

38 -

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the parent company only financial statements for the year ended December 31, 2025 and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

PwC Taiwan

Huang, Chin-Lien

CPA

Chang, Shu-Chiung

Financial Supervisory Commission

Approval Certificate No.: Jin-Guan-Zheng-Shen-Zi No. No. 1100348083

Former Financial Supervisory Commission, Executive Yuan

Approval Certificate No.: Jin-Guan-Zheng-Shen-Zi No. No. 0990042602

March 13, 2026

Ruentex Engineering & Construction Co., Ltd.
Parent Company Only Balance Sheet
December 31, 2025 and 2024
Unit: NT$ thousands

	Assets	Notes	December 31, 2025		December 31, 2024
			Amount	%	Amount	%
Current Assets
1100	Cash and cash equivalents	6(1)	$ 1,214,681	7	$ 1,588,167	10
1140	Contract asset - current	6(22) and 7	6,093,191	34	4,840,230	31
1150	Net bills receivable	6(2)	188,416	1	6,445	-
1160	Bills receivable - related parties - net	6(2) and 7	431,428	2	125,665	1
1170	Net Accounts Receivable	6(2)	2,211,408	12	689,447	5
1180	Accounts receivable - related parties - net	6(2) and 7	465,405	3	352,392	2
1200	Other receivables		2,960	-	1,124	-
1210	Other Receivables - related party	7	11,459	-	10,435	-
130X	Inventories	6(3)	20,494	-	19,947	-
1410	Prepayments	6(4)	785,878	4	609,638	4
1470	Other Current Assets	6(1), 7 and 8	167,993	1	154,894	1
11XX	Total current assets		11,593,313	64	8,398,384	54
Non-current assets
1517	Financial assets at fair value through other comprehensive income - non-current	6(5) and 7	3,126,125	17	4,144,224	27
1535	Amortized cost financial Assets - non-Current	6(6)	500,000	3	500,000	3
1550	Investments accounted for using equity method	6(7)	1,087,818	6	1,097,355	7
1600	Property, plant, and equipment	6(8) and 7	760,164	4	385,143	2
1755	Right-of-use assets	6(9) and 7	915,247	5	959,669	6
1780	Intangible Assets	6(10)	36,701	-	33,592	-
1840	Deferred tax Assets	6(30)	96,297	1	92,878	1
1900	Other non-current Assets		16,808	-	13,411	-
15XX	Total non-current assets		6,539,160	36	7,226,272	46
1XXX	Total Assets		$ 18,132,473	100	$ 15,624,656	100

(Continued)

Ruentex Engineering & Construction Co., Ltd.
Parent Company Only Balance Sheet
December 31, 2025 and 2024
Unit: NT$ thousands

	Liabilities and Equity	Notes	December 31, 2025		December 31, 2024
			Amount	%	Amount	%
Current liabilities
2130	Contract liabilities - current	6(22) and 7	$ 2,289,431	13	$ 1,827,955	12
2150	Notes payable		838,675	5	847,927	5
2160	Notes payable - related party	7	98,477	1	9,515	-
2170	Accounts Payable		2,972,523	16	1,778,325	11
2180	Accounts payable - related party	7	382,053	2	31,789	-
2200	Other payables	6(13)	825,949	5	667,401	4
2230	Income tax liabilities of current period		435,674	2	414,846	3
2280	Lease liabilities - current	6(9) and 7	86,967	-	86,054	1
2399	Other current liabilities - other	6(15)	9,634	-	7,222	-
21XX	Total Current Liabilities		7,939,383	44	5,671,034	36
Non-current liabilities
2570	Deferred income tax liabilities	6(30)	13,939	-	13,939	-
2580	Lease liabilities - non-current	6(9) and 7	844,963	5	886,249	6
2600	Other non-Current liabilities	6(15)(16)
		(17)	267,897	1	248,360	2
25XX	Total Non-Current Liabilities		1,126,799	6	1,148,548	8
2XXX	Total Liabilities		9,066,182	50	6,819,582	44
Equity
	Capital	6(18)
3110	Share capital		3,107,160	17	2,589,300	17
	Capital surplus	6(19)
3200	Capital surplus		846,204	5	846,192	5
	Retained earnings	6(20)
3310	Legal reserve		1,212,656	7	933,290	6
3350	Undistributed earnings		3,340,460	18	2,795,684	18
	Other equities	6(21)
3400	Other equities		559,811	3	1,640,608	10
3XXX	Total Equity		9,066,291	50	8,805,074	56
	Significant contingent liabilities and unrecognized commitments	9
	Significant subsequent events	11
3X2X	Total Liabilities and Equity		$ 18,132,473	100	$ 15,624,656	100

The accompanying notes are an integral part of these parent company only financial statements and should be read in conjunction therewith.

Chairman:Lee, Chih-Hung
Manager:Mo, Wei-Han
Accounting Manager:Chao, Tsun-Kuo

Ruentex Engineering & Construction Co., Ltd.
Parent Company Only Statement of Comprehensive Income
December 31, 2025 and 2024

Unit: NT$ thousands
(Except earnings per share, which is in NT$)

Item	Notes	December 31, 2025		December 31, 2024
		Amount	%	Amount	%
4000	Operation income	6(22) and 7	$ 24,928,153	100	$ 19,802,556	100
5000	Operation cost	6(3)(10)(23)(28)
		(29) and 7	(20,370,448)	(82)	(15,964,552)	(80)
5900	Gross profit		4,557,705	18	3,838,004	20
5910	Unrealized sales profits	6(7)	(2,965)	-	-	-
5920	Realized sales profits	6(7)	1,107	-	1,107	-
5950	Gross profit, net		4,555,847	18	3,839,111	20
	Operating Expenses	6(10)(28)(29) and 7
6100	Selling expenses		(98,488)	-	(83,743)	(1)
6200	General & administrative expenses		(681,275)	(3)	(607,222)	(3)
6300	R&D expenses		(32,374)	-	(33,935)	-
6450	Expected credit impairment gains (losses)	12(2)
			(170)	-	61	-
6000	Total Operating Expenses		(812,307)	(3)	(724,839)	(4)
6900	Operating Profit		3,743,540	15	3,114,272	16
	Non-operating Income and Expenses
7100	Interest revenue	6(6)(24) and 7	34,316	-	36,177	-
7010	Other income	6(5)(25)	167,295	1	165,607	1
7020	Other gains and losses	6(26)	8,187	-	(378)	-
7050	Financial Costs	6(9)(27) and 7	(16,958)	-	(28,655)	-
7070	Share of income of subsidiaries, associates and joint ventures	6(7)
	accounted for using the equity method		160,877	-	115,886	-
7000	Total non-operating income and expenses		353,717	1	288,637	1
7900	Net profit before tax		4,097,257	16	3,402,909	17
7950	Income tax expense	6(30)	(757,142)	(3)	(628,677)	(3)
8200	Net income of current period		$ 3,340,115	13	$ 2,774,232	14
	Other comprehensive income (net) Items not to be reclassified into profit or loss
8311	Remeasurements of defined benefit plans	6(7)(17)	($ 5,421)	-	$ 24,207	-
8316	Unrealized profit or loss on equity investments at fair value through other comprehensive income	6(21)	(1,080,797)	(4)	474,095	3
8349	Income tax relating to non-reclassified items	6(30)	1,069	-	(4,777)	-
8310	Total of items not to be reclassified into profit or loss		(1,085,149)	(4)	493,525	3
8300	Net other comprehensive (loss) income for the period, net of tax		($ 1,085,149)	(4)	$ 493,525	3
8500	Total comprehensive income for the period		$ 2,254,966	9	$ 3,267,757	17
	Earnings per share	6(31)
9750	Basic earnings per share		$	10.75	$	8.93
9850	Diluted earnings per share		$	10.74	$	8.92

The accompanying notes are an integral part of these parent company only financial statements and should be read in conjunction therewith.

Chairman: Lee, Chih-Hung
Manager: Mo, Wei-Han
Accounting Manager: Chao, Tsun-Kuo

Ruentex Engineering & Construction Co., Ltd.
Parent Company only Statements of Changes in Equity
December 31, 2025 and 2024

Unit: NT$ thousands

	Notes	Share capital	Share premium	Capital surplus			Retained earnings		Unrealized financial assets at fair value through other comprehensive income acquired Income (Loss)	Total
				Difference between the equity price and the book value of acquisition or disposition of subsidiaries	Changes in the ownership interests of subsidiaries as recognized	Others	Legal reserve	Undistributed earnings
2024
Balance on January 1, 2024		$ 1,849,500	$ 520,455	$ 24,760	$ 234,133	$ 51	$ 742,207	$ 1,931,635	$ 1,166,513	$ 6,469,254
Net income of current period		-	-	-	-	-	-	2,774,232	-	2,774,232
Other comprehensive income	6(21)	-	-	-	-	-	-	19,430	474,095	493,525
Total comprehensive income for this period		-	-	-	-	-	-	2,793,662	474,095	3,267,757
Appropriation and distribution of the earnings for 2023
Legal reserve		-	-	-	-	-	191,083	( 191,083 )	-	-
Cash dividends		-	-	-	-	-	-	( 998,730 )	-	( 998,730 )
Share dividend	6(18)	739,800	-	-	-	-	-	( 739,800 )	-	-
Changes in ownership interests in subsidiaries	6(7)	-	-	-	66,793	-	-	-	-	66,793
Balance on December 31, 2024		$ 2,589,300	$ 520,455	$ 24,760	$ 300,926	$ 51	$ 933,290	$ 2,795,684	$ 1,640,608	$ 8,805,074
2025
Balance on January 1, 2025		$ 2,589,300	$ 520,455	$ 24,760	$ 300,926	$ 51	$ 933,290	$ 2,795,684	$ 1,640,608	$ 8,805,074
Net income of current period		-	-	-	-	-	-	3,340,115	-	3,340,115
Other comprehensive income	6(21)	-	-	-	-	-	-	( 4,352 )	( 1,080,797 )	( 1,085,149 )
Total comprehensive income for this period		-	-	-	-	-	-	3,335,763	( 1,080,797 )	2,254,966
Appropriation and distribution of the earnings for 2024
Legal reserve		-	-	-	-	-	279,366	( 279,366 )	-	-
Cash dividends		-	-	-	-	-	-	( 1,993,761 )	-	( 1,993,761 )
Share dividend	6(18)	517,860	-	-	-	-	-	( 517,860 )	-	-
Exercise the right of recourse		-	-	-	-	12	-	-	-	12
Balance on December 31, 2025		$ 3,107,160	$ 520,455	$ 24,760	$ 300,926	$ 63	$ 1,212,656	$ 3,340,460	$ 559,811	$ 9,066,291

The accompanying notes are an integral part of these parent company only financial statements and should be read in conjunction therewith.

Chairman: Lee, Chih-Hung

Manager: Mo, Wei-Han

Accounting Manager: Chao, Tsun-Kuo

Ruentex Engineering & Construction Co., Ltd.
Parent Company Only Statements of Cash Flows
December 31, 2025 and 2024
Unit: NT$ thousands

	Notes	2025	2024
Cash flows from operating activities
Profit before Income Tax current period		$ 4,097,257	$ 3,402,909
Adjustments
Profit and loss items that do not affect cash flow
Realized sales profits	6(7)	( 1,107 )	( 1,107 )
Unrealized sales profits	6(7)	2,965	-
Expected credit impairment losses (gains)	6(28) and 12(2)	170	( 61 )
Share of profit or loss of subsidiaries recognized under the equity method	6(7)	( 160,877 )	( 115,886 )
Loss (gain) on disposal of property, plant and equipment	6(26)	( 8,867 )	71
Depreciation expense	6(8)(9)	218,830	174,870
Amortization	6(10)(28)	4,353	4,138
Interest revenue	6(24)	( 34,316 )	( 36,177 )
Dividend income	6(25)	( 138,421 )	( 142,307 )
Gain on reversal of overdue payables	6(25)	( 201 )	( 3,840 )
Reversal of warranty provision recognized as other income	6(15)	( 2,270 )	( 9,249 )
Other income	(25)	( 20,419 )	( 5,921 )
Gains on lease modifications	6(26)	( 5 )	-
Interest Cost	6(27)	16,958	28,655
Changes in assets/liabilities relating to operating activities
Net changes in assets relating to operating activities
Contractual assets - Current		( 1,252,961 )	( 297,500 )
Notes receivable		( 181,971 )	828,770
Notes Receivable – related party		( 305,763 )	( 71,716 )
Accounts receivable		( 1,522,131 )	809,705
Accounts receivable - related party		( 113,013 )	178,048
Other receivables		( 1,928 )	( 676 )
Other receivables - related Party		( 1,024 )	( 396 )
Inventories		( 547 )	1,554
Prepayments		( 176,240 )	( 263,064 )
Other Current Assets		( 1,105 )	3,369
Net change in liabilities related to operating activities
Contract liabilities - current		461,476	( 325,765 )
Notes payable		( 9,252 )	168,955
Notes Payable – related Party		88,962	( 1,157 )
Accounts Payable		1,210,623	( 297,814 )
Accounts Payable – related Party		350,264	5,696
Other payables		162,743	50,070
Other non-Current liabilities		11,847	29,319
Other Current liabilities		2,412	428
Cash flow in from operating		2,696,442	4,113,921
Interest received		34,408	36,714
Dividends received		244,203	205,188
Interest paid		( 16,958 )	( 29,359 )
Income tax paid		( 738,664 )	( 647,776 )
Cash inflow from operating activities		2,219,431	3,678,688

(Continued)

Ruentex Engineering & Construction Co., Ltd.
Parent Company Only Statements of Cash Flows
December 31, 2025 and 2024

Unit: NT$ thousands

	Notes	2025	2024
Cash flows from investing activities
Decrease (increase) in other financial assets-current		($ 3,078)	$ 389,115
Financial assets at fair value through other comprehensive income acquired – non-current	6(5)	-	( 1,967 )
Real estate, plant and equipment acquired	6(8)	( 342,394 )	( 81,975 )
Proceeds from disposal of property, plant and equipment		8,893	-
Acquisition of intangible assets	6(10)	( 7,427 )	( 3,819 )
Increase in prepayments for equipment		( 151,352 )	( 27,710 )
Decrease (increase) in refundable deposits		( 8,794 )	3,816
Net cash inflow (outflow) from investing activities		( 504,152 )	277,460
Cash flows from financing activities
Decrease in short-term bills payable	6(33)	-	( 100,000 )
Repayments of long-term borrowings	6(33)	-	( 1,800,000 )
Principal elements of lease payments	6(33)	( 99,631 )	( 88,553 )
Increase in guarantee deposits	6(33)	4,615	14,695
Cash dividends paid	6(20)	( 1,993,761 )	( 998,730 )
Exercise the right of recourse		12	-
Cash used in financing activities		( 2,088,765 )	( 2,972,588 )
Increase (decrease) of cash and cash equivalents – current period		( 373,486 )	983,560
Cash and cash equivalents, beginning of period		1,588,167	604,607
Cash and cash equivalents, end of period		$ 1,214,681	$ 1,588,167

The accompanying notes are an integral part of these parent company only financial statements and should be read in conjunction therewith.

Chairman: Lee, Chih-Hung
Manager: Mo, Wei-Han
Accounting Manager: Chao, Tsun-Kuo

[Attachment IV]

Ruentex Engineering & Construction Co., Ltd.

Comparison Table of the Amended Provisions of the Procedures for Acquisition or Disposal of Assets

Amended Clause	Original Clause	Descriptions
Article 31: Under any of the following circumstances, the Company acquiring or disposing of assets shall publicly announce and report the relevant information on the FSC’s designated website in the appropriate format as prescribed by regulations within 2 days counting inclusively from the date of occurrence of the event: I. Acquisition or disposal of real property or right-of-use assets thereof from or to a related party, or acquisition or disposal of assets other than real property or right-of-use assets thereof from or to a related party where the transaction amount reaches 20% or more of paid-in capital, 10% or more of the Company’s total assets, or NT$300 million or more; provided, this shall not apply to trading of domestic government bonds or bonds under repurchase and resale agreements, or subscription or redemption of money market funds issued by domestic securities investment trust enterprises.	Article 31: Under any of the following circumstances, the Company acquiring or disposing of assets shall publicly announce and report the relevant information on the FSC’s designated website in the appropriate format as prescribed by regulations within 2 days counting inclusively from the date of occurrence of the event: I. Acquisition or disposal of real property or right-of-use assets thereof from or to a related party, or acquisition or disposal of assets other than real property or right-of-use assets thereof from or to a related party where the transaction amount reaches 20% or more of paid-in capital, 10% or more of the Company’s total assets, or NT$300 million or more; provided, this shall not apply to trading of domestic government bonds or bonds under repurchase and resale agreements, or subscription or redemption of money market funds issued by domestic securities investment trust enterprises.	This Article was amended in accordance with the partial amendments to the Regulations Governing the Acquisition and Disposal of Assets by Public Companies promulgated by the Financial Supervisory Commission under Order No. Jin-Guan-Zheng-Fa-1140383333 dated July 24, 2025.

Amended Clause	Original Clause	Descriptions
II. Merger, demerger, acquisition, or share transfer.	II. Merger, demerger, acquisition, or share transfer.
III. Losses from derivatives trading reaching the limits on aggregate losses or losses on individual contracts set out in the procedures adopted by the Company.	III. Losses from derivatives trading reaching the limits on aggregate losses or losses on individual contracts set out in the procedures adopted by the Company.
IV. Where equipment or right-of-use assets thereof for business use are acquired or disposed of, and furthermore the transaction counterparty is not a related party, and the transaction amount meets any of the following criteria:	IV. Where equipment or right-of-use assets thereof for business use are acquired or disposed of, and furthermore the transaction counterparty is not a related party, and the transaction amount meets any of the following criteria:
(I) For a public company whose paid-in capital is less than NT$10 billion, the transaction amount reaches NT$500 million or more	(I) For a public company whose paid-in capital is less than NT$10 billion, the transaction amount reaches NT$500 million or more
(II) For a public company whose paid-in capital is NT$10 billion or more but less than NT$50 billion, the transaction amount reaches NT$1 billion or more.	(II) For a public company whose paid-in capital is NT$10 billion or more, the transaction amount reaches NT$1 billion or more.
(III) For a public company whose paid-in capital is NT$50 billion or more, the transaction amount reaches 5 percent or more of paid-in capital.
V. Acquisition or disposal by the Company in the construction business of real property or right-of-use assets thereof for construction	V. Acquisition or disposal by the Company in the construction business of real property or right-of-use assets thereof for construction

47 -

Amended Clause	Original Clause	Descriptions
use, and furthermore the transaction counterparty is not a related party, and the transaction amount reaches NT$500 million; among such cases, if the Company has paid-in capital of NT$10 billion or more, and it is disposing of real property from a completed construction project that it constructed itself, and furthermore the transaction counterparty is not a related party, then the threshold shall be a transaction amount reaching NT$1 billion or more.	use, and furthermore the transaction counterparty is not a related party, and the transaction amount reaches NT$500 million; among such cases, if the Company has paid-in capital of NT$10 billion or more, and it is disposing of real property from a completed construction project that it constructed itself, and furthermore the transaction counterparty is not a related party, then the threshold shall be a transaction amount reaching NT$1 billion or more.
VI. Where land is acquired under an arrangement on engaging others to build on the Company’s own land, engaging others to build on rented land, joint construction and allocation of housing units, joint construction and allocation of ownership percentages, or joint construction and separate sale, and furthermore the transaction counterparty is not a related party, and the amount the Company expects to invest in the transaction reaches NT$500 million.	VI. Where land is acquired under an arrangement on engaging others to build on the Company’s own land, engaging others to build on rented land, joint construction and allocation of housing units, joint construction and allocation of ownership percentages, or joint construction and separate sale, and furthermore the transaction counterparty is not a related party, and the amount the Company expects to invest in the transaction reaches NT$500 million.
VII. In the case of a public company with paid-in capital of NT$50 billion or more, transactions in government bonds, ordinary corporate bonds, and general bank	VII. Where an asset transaction other than any of those referred to in the preceding six subparagraphs, a disposal of receivables by a financial institution, or an investment in the

48 -

Amended Clause	Original Clause	Descriptions
debentures without equity characteristics (excluding subordinated debt) traded on securities exchanges or OTC markets, which do not fall under any of the circumstances listed in the proviso of subparagraph 8, and where the transaction counterparty is not a related party, and the transaction amount reaches 5 percent or more of paid-in capital.	mainland China area reaches 20 percent or more of paid-in capital or NT$300 million; provided, this shall not apply to the following circumstances:
(I) Trading of domestic government bonds or foreign government bonds with a rating that is not lower than the sovereign rating of Taiwan.
(II) Where done by professional investors—securities trading on securities exchanges or OTC markets, or subscription of foreign government bonds, or of ordinary corporate bonds or general bank debentures without equity characteristics (excluding subordinated debt) that are offered and issued in the primary market, or subscription or redemption of securities investment trust funds or futures trust funds, or subscription or redemption of exchange traded notes, or subscription by a securities firm of securities as necessitated by its undertaking business or as an advisory recommending securities firm for an emerging stock company, in accordance with the rules of the Taipei Exchange.
(III) Trading of bonds under repurchase and resale

49 -

Amended Clause	Original Clause	Descriptions
subordinated debt) that are offered and issued in the primary market, or subscription or redemption of securities investment trust funds or futures trust funds, or subscription or redemption of exchange traded notes, or subscription by a securities firm of securities as necessitated by its undertaking business or as an advisory recommending securities firm for an emerging stock company, in accordance with the rules of the Taipei Exchange.

(III) Trading of bonds under repurchase and resale agreements, or subscription or redemption of money market funds issued by domestic securities investment trust enterprises.

The amount of transactions above shall be calculated as follows:
I. The amount of any individual transaction.
II. The cumulative transaction amount of acquisitions and disposals of the same type of underlying asset with the same transaction counterparty within the preceding year.
III. The cumulative transaction amount of acquisitions and disposals (cumulative acquisitions and disposals, respectively) of | agreements, or subscription or redemption of money market funds issued by domestic securities investment trust enterprises.

The amount of transactions above shall be calculated as follows:
I. The amount of any individual transaction.
II. The cumulative transaction amount of acquisitions and disposals of the same type of underlying asset with the same transaction counterparty within the preceding year.
III. The cumulative transaction amount of acquisitions and disposals (cumulative acquisitions and disposals, respectively) of real property or right-of-use assets thereof within the same development project within the preceding year.

IV. The cumulative transaction amount of acquisitions and disposals (cumulative acquisitions and disposals, respectively) of the same security within the preceding year.

“Within the preceding year” as used in the preceding paragraph refers to the year preceding the date of occurrence of the current transaction.
Items duly announced in accordance with these Regulations need not be counted toward the transaction amount. | |

50 -

Amended Clause	Original Clause	Descriptions
real property or right-of-use assets thereof within the same development project within the preceding year.
IV. The cumulative transaction amount of acquisitions and disposals (cumulative acquisitions and disposals, respectively) of the same security within the preceding year.
“Within the preceding year” as used in the preceding paragraph refers to the year preceding the date of occurrence of the current transaction. Items duly announced in accordance with these Regulations need not be counted toward the transaction amount.
The Company shall compile monthly reports on the status of derivatives trading engaged in up to the end of the preceding month by the Company and any subsidiaries that are not domestic public companies and enter the information in the prescribed format into the information reporting website designated by the FSC by the 10th day of each month.
If, at the time of public announcement, the Company makes an error or omission in an item required by regulations to be publicly announced and so is required to correct it, all the items shall be again publicly announced and reported in their entirety within 2 days counting inclusively from the date of knowing of such error or omission.
The Company acquiring or disposing of assets shall keep all relevant contracts, meeting minutes, log books, appraisal reports and CPA, attorney, and securities underwriter opinions at the Company, where they shall be retained for 5 years except where another act provides otherwise.	The Company shall compile monthly reports on the status of derivatives trading engaged in up to the end of the preceding month by the Company and any subsidiaries that are not domestic public companies and enter the information in the prescribed format into the information reporting website designated by the FSC by the 10th day of each month.
If, at the time of public announcement, the Company makes an error or omission in an item required by regulations to be publicly announced and so is required to correct it, all the items shall be again publicly announced and reported in their entirety within 2 days counting inclusively from the date of knowing of such error or omission.
The Company acquiring or disposing of assets shall keep all relevant contracts, meeting minutes, log books, appraisal reports and CPA, attorney, and securities underwriter opinions at the Company, where they shall be retained for 5 years except where another act provides otherwise.

51 -

Amended Clause	Original Clause	Descriptions
entirety within 2 days counting inclusively from the date of knowing of such error or omission. The Company acquiring or disposing of assets shall keep all relevant contracts, meeting minutes, log books, appraisal reports and CPA, attorney, and securities underwriter opinions at the Company, where they shall be retained for 5 years except where another act provides otherwise.
Article 34: For the calculation of 10 percent of total assets under these Procedures, the total assets stated in the most recent parent company only financial report or individual financial report prepared under the Regulations Governing the Preparation of Financial Reports by Securities Issuers shall be used. In the case of a company whose shares have no par value or a par value other than NT$10 per share, for the calculation of transaction amounts of 20 percent of paid-in capital under these Procedures, 10 percent of equity attributable to owners of the parent shall be substituted; for the calculation of transaction amounts of 5 percent of paid-in capital under these Procedures, 2.5 percent of equity attributable to owners of the parent shall be substituted; for the calculation under these	Article 34: For the calculation of 10 percent of total assets under these Procedures, the total assets stated in the most recent parent company only financial report or individual financial report prepared under the Regulations Governing the Preparation of Financial Reports by Securities Issuers shall be used. In the case of a company whose shares have no par value or a par value other than NT$10 per share, for the calculation of transaction amounts of 20 percent of paid-in capital under these Procedures, 10 percent of equity attributable to owners of the parent shall be substituted; and for the calculation under these Procedures of transaction amount thresholds applicable to paid-in capital of NT$10 billion, NT$20 billion of equity attributable to owners of the parent shall be	This Article was amended in accordance with the partial amendments to the Regulations Governing the Acquisition and Disposal of Assets by Public Companies promulgated by the Financial Supervisory Commission under Order No. Jin-Guan-Zheng-Fa-1140383333 dated July 24, 2025.

Amended Clause	Original Clause	Descriptions
Procedures of transaction amount thresholds applicable to paid-in capital of NT$10 billion, NT$20 billion of equity attributable to owners of the parent shall be substituted; and for the calculation under these Procedures of transaction amount thresholds applicable to paid-in capital of NT$50 billion, NT$100 billion of equity attributable to owners of the parent shall be substituted.	substituted.

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[Attachment V]

List of candidates for directors of Ruentex Engineering & Construction Co., Ltd.

Account number	Name	Education and experience	Number of shares held
000001	Ruentex Development Co., Ltd.
Representative: Lee, Chih-Hung	1. Master, Business Administration, National Taiwan University
2. Chairman, Ruentex Materials Co., Ltd.
3. Director, Ruentex Development Co., Ltd.
4. Director, Ruentex Industries Ltd.
5. Chairman, Ruentex Engineering & Construction Co., Ltd.	121,627,725
000351	Ying Chia Investment Co., Ltd.
Mo, Wei-Han	1. Master, Asian Institute of Management
2. President, Ruentex Engineering & Construction Co., Ltd.
3. Chairman, Ruentex Materials Co., Ltd.
4. Vice President, Continental Engineering Corporation
5. Plant Manager, Ret-Ser Engineering Agency	19,418,599
013207	Ruen Hua Dyeing & Weaving Co., Ltd.
Representative: Yin, Chung-Yao	1. PhD, University of Oxford, U.K.
2. Chairman, Nan Shan Life Insurance Co., Ltd.
3. Director, Ruentex Development Co., Ltd.
4. Director, Ruentex Industries Ltd.
5. Director, Ruen Chen Investment Holding Co., Ltd.
6. Director, Ruentex Materials Co., Ltd.	5,947,334
000001	Ruentex Development Co., Ltd.
Representative: Chang, Kun-Lung	1. Department of Mechanical Engineering, Kainan Vocational High School of Commerce and Industry
2. Chairman, Ying Chia Investment Co., Ltd.
3. Chairman, Sheng Cheng Investment Co., Ltd.
4. Vice President, Ruentex Engineering & Construction Co., Ltd.	121,627,725
000342	Huei Hong Investment Co., Ltd.
Representative: Chen, Chih-Chuan	1. Master, Business Administration, National Taiwan University
2. Director, BROGENT TECHNOLOGIES INC.
3. Director, TaiMed Biologics Inc.
4. Ruentex Materials Co., Ltd. representative	828,576

Account number	Name	Education and experience
000342	Huei Hong Investment Co., Ltd.
Representative: Sun, Hsiao-Mei	1. B.A., Department of Public Administration, Chinese Culture University
2. Associate Manager, Human Resources, Taiwan Mobile Co., Ltd.
3. Vice President, Ruentex Engineering & Construction Co., Ltd.
4. Vice President, Nan Shan Life Insurance Co., Ltd.	828,576
Independent Director	Chen, Ming-Chin	1. Ph.D. in Accounting, Arizona State University
2. Professor, Department of Accounting, National Cheng Chi University
3. Independent Director, Nan Shan Life Insurance Co., Ltd.
4. Independent Director, OBI Pharma, Inc.
5. Independent Director, Ruentex Materials Co., Ltd.	0
Independent Director
000350	Chang, Ta-Peng	1. Ph.D., Northwestern University, USA
2. Distinguished Professor, Department of Civil and Construction Engineering, National Taiwan University of Science and Technology
3. Chairman, Taiwan Concrete Institute (TCI)
4. Independent Director, Ruentex Materials Co., Ltd.	92,064
Independent Director	Lin, Mei-Ling	1. Ph.D. in Civil Engineering, The University of Texas at Austin
2. Professor Emerita, Geotechnical Engineering Division, Department of Civil Engineering, National Taiwan University
3. Researcher, Center for Weather and Climate Disaster Research, National Taiwan University	0

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[Attachment VI]

Ruentex Engineering & Construction Co., Ltd.

Details of the Non-compete Clause Removed for Director Candidates

Name of Director	Concurrent Positions in Another Company, and Name of the Company
Ruentex Development Co., Ltd.	Chairman and Director, Ruentex Construction & Development Co., Ltd.
Director, Ruen Chen Investment Holding Co., Ltd.
Chairman and Director, Ruentex Bai-Yi Development co., Ltd.
Chairman and Director, Ruentex Innovative Development Co., Ltd.
Chairman and Director, Ruen Fu Newlife Corp.
Chairman, Shing Yen Construction & Development Co., Ltd.
Chairman and Director, Ruentex Xu-Zhan Development Co., Ltd.
Chairman and Director, Ruentex Property Management and Maintenance Co., Ltd.
Chairman and Director, Ruentex Security Co., Ltd.
Ying Chia Investment Co., Ltd.	Chairman and Director, Ruentex Development Co., Ltd.
Ruen Hua Dyeing & Weaving Co., Ltd.	Chairman and Director, Chang Quan Investment Co., Ltd.
Chairman and Director, Ying Chia Investment Co., Ltd.
Chairman and Director, Sheng Cheng Investment Co., Ltd.
Chairman and Director, Huei Hong Investment Co., Ltd.
Huei Hong Investment Co., Ltd.	Chairman and Director, Ruentex Industries Co., Ltd.
Director, Ruentex Materials Co., Ltd.
Chairman, Ruen Chen Investment Holding Co., Ltd.
Ruentex Development Co., Ltd.
Representative: Lee, Chih-Hung	Director, Ruentex Industries Ltd.
Director, Ruentex Materials Co., Ltd.
Ying Chia Investment Co., Ltd.
Representative: Mo, Wei-Han	Chairman, Ruentex Materials Co., Ltd.
Director and President, Teh Hsin Enterprise Co., Ltd. (Teh Hsin)
Ruen Hua Dyeing & Weaving Co., Ltd.	Chairman, Nan Shan Life Insurance Co., Ltd.
Director, Nan Shan General Insurance Co., Ltd.

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| Representative: Yin, Chung-Yao | Director, Ruentex Industries Ltd.
Director, Ruentex Development Co., Ltd.
Director, Ruen Hua Dyeing & Weaving Co., Ltd.
Director, Huei Hong Investment Co., Ltd.
Director, Yi Tai Investment Co., Ltd.
Director, Chang Quan Investment Co., Ltd.
Director, Ren Ying Industrial Co., Ltd.
Director, Ruentex Xing Co. Ltd.
Director, Ruentex Leasing Co. Ltd.
Director, Ruentex Materials Co., Ltd.
Director, Ying Chia Investment Co., Ltd.
Director, Ruen Chen Investment Holding Co., Ltd.
Director, Sheng Cheng Investment Co., Ltd.
Director, Ching Hung Investment Co., Ltd.
Director, Ruentex Xu-Zhan Development Co., Ltd.
Director, Penglin Investment Co., Ltd.
Director, Gogoro Taiwan Limited
Director, GoShare Taiwan Limited
Director, Gogoro Taiwan Sales and Services Limited
Director, Gogoro Network (Cayman), Taiwan Branch
Director, Obigen Pharma, Inc. |
| --- | --- |
| Ruentex Development Co., Ltd.
Representative: Chang, Kun-Lung | Chairman, Ruen Hua Dyeing & Weaving Co., Ltd.
Chairman, Yi Tai Investment Co., Ltd.
Chairman, Ying Chia Investment Co., Ltd.
Chairman, Sheng Cheng Investment Co., Ltd.
Director, Huei Hong Investment Co., Ltd.
Director, Penglin Investment Co., Ltd. |
| Huei Hong Investment Co., Ltd.
Representative: Chen, Chih-Chuan | Director, Chang Quan Investment Co., Ltd.
Vice President, Huei Hong Investment Co., Ltd.
Director, Tanvex BioPharma, INC., Taiwan Branch (Cayman Islands)
Director, TaiMed Biologics, Inc.
Chairman, AP Biosciences, Inc.
Director, Mithra Biotechnology Inc.
Director, Mass Solutions Technology Co., Ltd.
Director, Do-Intelligent Consulting Inc.
Director, Mithra Chemical Analysis Laboratory Inc.
Director, Amaran Biotechnology, Inc.
Director, Cotton Field Organic Co., Ltd.
Director, Brogent Technologies Inc.
Director, Mega Growth Venture Capital Co., Ltd.
Director, Nan Shan Life Insurance Co., Ltd.
Director, Mirror Vision INC.
Director, WS Fashion Group Co., Ltd.
Director, Apexcella Biomedical Inc. |

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	Director, Theragent, Inc.
Huei Hong Investment Co., Ltd.
Representative: Sun, Hsiao-Mei	Vice President, Nan Shan Life Insurance Co., Ltd.
Chen, Ming-Chin	Independent Director, Nan Shan Life Insurance Co., Ltd.

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[Appendix 1]

Articles of Incorporation of Ruentex Engineering & Construction Co., Ltd.

Chapter 1 General provisions

Article 1: The Company is incorporated in accordance with the Company Act and named 潤弘精密工程事業股份有限公司, and the English name is Ruentex Engineering & Construction Co., Ltd.

Article 2: The business scope of the Company is as follows:

01.C802990 Other Chemical Products Manufacturing
02.C901030 Cement Manufacturing
03.C901040 Manufacture of Ready-mix Concrete
04.C901050 Cement and Concrete Products Manufacturing
05.E101011 Comprehensive Construction Activities
06.E501011 Tap Water Pipelines Contractors
07.E502010 Fuel Catheter Installation Engineering
08.E599010 Piping Engineering
09.E601010 Electric Appliance Construction
10.E601020 Electric Appliance Installation
11.E603010 Cable Installation Engineering
12.E603020 Elevator Installation Engineering
13.E603040 Fire Safety Equipment Installation Engineering
14.E603050 Automatic Control Equipment Engineering
15.E603090 Lighting Equipments Construction
16.E603100 Electric Welding Engineering
17.E604010 Machinery Installation
18.E605010 Computer Equipment Installation
19.E701010 Communication Engineering
20.E801010 Indoor Decoration
21.E801020 Doors and Windows Installation Engineering
22.E801030 Indoor Light-gauge Steel Frame Engineering
23.E801040 Glass Installation Engineering
24.E801070 Kitchenware and Sanitary Fixtures Installation Engineering
25.E901010 Painting Engineering
26.E903010 Anti-Corrosion and Anti-Rust Engineering
27.EZ05010 Instrument and Meters Installation Engineering
28.EZ06010 Traffic Marking Engineering

EZ09010 Electrostatic Protection and Cancellation Engineering
EZ13010 Nuclear Engineering
EZ15010 Warming and Cooling Maintenance Construction
F106040 Wholesale of Plumbing Materials
F107010 Wholesale of Paints, Coating and Varnishes
F107990 Wholesale of Other Chemical Products
F111090 Wholesale of Building Materials
F113100 Wholesale of Pollution Controlling Equipments
F113010 Wholesale of Machinery
F113020 Wholesale of Electrical Appliances
F114010 Wholesale of Motor Vehicles
F117010 Wholesale of Fire Safety Equipment
F206040 Retail Sale of Plumbing Materials
F207010 Retail Sale of Paints, Coating and Varnishes
F207990 Retail Sale of Other Chemical Products
F211010 Retail Sale of Building Materials
F213010 Retail Sale of Electrical Appliances
F213080 Retail Sale of Machinery and Tools
F214010 Retail Sale of Motor Vehicles
F217010 Retail Sale of Fire Safety Equipment
F401010 International Trade
I103060 Management Consulting
I503010 Landscape and Interior Designing
JA02010 Electric Appliance and Electronic Products Repair
E602011 Refrigeration and Air Conditioning Engineering
I101061 Professional Engineering Consulting
CA02010 Manufacture of Metal Structure and Architectural Components
C901990 Other Non-Metallic Mineral Products Manufacturing
C901020 Glass and Glass Products Manufacturing.
C901060 Manufacture of Refractory Products
ZZ99999 All business activities that are not prohibited or restricted by law, except those that are subject to special approval.

Article 3: The headquarters of the Company shall be located in Taipei City, Taiwan. If necessary, the Company may, with a resolution adopted by a Board of Directors meeting, set up branches in Taiwan or abroad.

Article 4: The Company’s announcement method shall be handled in accordance with the provisions of Article 28 of the Company Act.

Article 5: For the need of diversified operations and sustainable management, the
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Company may engage in operations and re-investments regarding all areas of business. The total amount of re-investment by the Company is exempt from the restriction under Article 13 of the Company Act that such an amount shall not exceed 40% of the paid-up capital of the Company.

Article 6: The Company may provide guarantees to external parties with the maximum limit of five times the capital.

Chapter 2 Shares

Article 7: The total capital of the Company shall be NT$4 billion, divided into 400 million shares at a par value of NT$10 per share. The Board of Directors is authorized to issue these shares in phases.

Article 8: The Company’s shareholders shall fill out a signature card and send it to the Company to be filed for reference. When the shareholders subsequently receive dividends and exercise their shareholder rights, they shall only use the retained signature.

Article 9: All the shares of the Company are registered and shall be affixed with the signatures or personal seals of the director representing the Company. The shares may be issued only after they are legally certified. The Company may issue shares without printing share certificates.

Article 10: Within 60 days before a regular shareholder’s meeting is convened, 30 days before a special shareholders’ meeting is convened or 5 days before the record date on which the Company has decided to distribute dividends, bonuses and other benefits, all changes of the names and transfers of shares shall cease.

Chapter 3 Shareholders’ Meeting

Article 11: A shareholders’ meeting is held in the form of a regular or special meeting. A regular meeting is held once every year, and the Board of Directors shall convene the regular meeting within six months after the end of each fiscal year in accordance with the law. A special meetings may be convened in accordance with the law if necessary.

The Company’s shareholders’ meeting can be held by means of a visual communication network or other methods promulgated by the central competent authority. The Company’s shareholders’ meeting held via a visual communication network is subject to prescriptions provided for by the competent authority, including the prerequisites, procedures, and other compliance matters.

Article 12: When a shareholder cannot attend a shareholder meeting in person for reasons, they may appoint a proxy to attend the meeting by providing the

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proxy form issued by the Company with the scope of the authorization stated. The use of a proxy form shall be handled in accordance with applicable regulations.

Article 13: A shareholder shall have one voting right for each share held, except for any share legally held by the Company itself, which does not have any voting right.

Article 14: Except as otherwise provided by the Company Act, any resolution of a shareholders’ meeting shall be adopted by a majority of the voting rights held by the shareholders present, with attendance of the shareholders representing a majority of the total shares issued.

Pursuant to the regulations of the competent authority, a shareholder of the Company may exercise voting rights in an electronic form. Any shareholder exercising voting rights in an electronic form will be deemed as having attended the shareholders’ meeting in person, and all relevant matters shall be subject to the applicable laws and regulations.

Article 15: In addition to approval of the Board of Directors, the cancellation of the public offering shall be handled after the resolution is adopted by the shareholders’ meeting.

Chapter 4 Directors and the Audit Committee

Article 16: The Company shall have seven to nine directors on the Board, and the number of directors is determined by resolution of the Board of Directors. The term of office is three years. The shareholders’ meeting shall elect such directors from a list of candidates through a candidate nomination system as specified in Article 198 of the Company Act. They may be re-elected.

Article 16-1: The Company shall establish an Audit Committee, which shall be formed by all independent directors. The Audit Committee or the committee members shall be responsible for performing the duties of supervisors in accordance with the Company Act, Securities and Exchange Act, and other laws and regulations.

Article 17: As for the number of directors, the number of independent directors shall be at least three and may not be less than one-fifth of the number of directors. The professional qualifications, shareholding, restrictions on positions held concurrently, nomination, election methods, and other matters to be followed for independent directors shall be handled in accordance with the relevant regulations of the competent securities authority.

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The elections of independent and non-independent directors shall be held at the same time, with the numbers of elected directors calculated separately.

Article 18: The Board of Directors shall be organized by the directors. The Chairman shall be elected by more than half of the directors present at a board meeting attended by at least two-thirds of all directors from among themselves. The Chairman shall represent the Company externally.

Article 19: If the Chairman is on leave or unable to exercise his/her function for whatever reasons, the appointment of his/her proxy shall be subject to Article 208 of the Company Act.

Article 20: Directors shall attend Board meetings in person. Those who are unable to attend in person may appoint other directors to attend as proxies. Directors’ entrustment of others to attend a Board meeting as proxies shall be handled in accordance with Article 205 of the Company Act and may be carried out by video conference.

Article 21: The Board of Directors is authorized to determine the remuneration of directors through discussions in respect to their involvement in organizational operations and organizational contributions and with reference to the common pay standards in the business.

Article 22: A company may obtain directors liability insurance with respect to liabilities resulting from exercising their duties during their terms of directorship.

Article 23: The reasons for convening a Board of Directors meeting shall be specified in a notice sent to all directors in writing or by fax 7 days prior to the meeting. Such a meeting may be convened at any time in case of emergency events.

The notice set forth in the preceding paragraph may be effected by means of electronic transmission, after obtaining a prior consent from the recipient(s) thereof.

Chapter 5 Managers

Article 24: The Company may have one president, several division presidents, and several managers. Their appointment, dismissal, and remuneration shall be handled in accordance with Article 29 of the Company Act.

Chapter 6 Accounting

Article 25: A fiscal year of the Company shall be the period from January 1 to

December 31. At the end of each fiscal year, the Board of Directors shall prepare (1) a business report; (2) financial statements; and (3) proposal for profit distribution or loss make-up, and submit them to the shareholders’ meeting for ratification.

Article 26: When the Company has a profit in a fiscal year, at least 1% of such profit shall be distributed as employees’ compensation, of which the total amount allocated to grassroots employees shall not be less than 40% of the total employees’ compensation. If the Company has accumulated losses, an equivalent amount from the profit earned shall be reserved to make up for losses.

The aforementioned employee compensation may be paid in stock or cash and shall be adopted by a majority of the directors at a meeting attended by at least two-thirds of the directors, and shall be reported at the shareholders’ meeting.

Employee compensation is distributed to employees of control or subordinate companies who meet certain criteria.

Article 27: With the surplus earnings after final account settlement process, the dividend shall be distributed based on the priority order as enumerated below:

(I) First pay income tax.
(II) Make up loss accumulated in previous year, if any.
(III) Amortize 10% as legal reserve unless the accumulated legal reserve is up to the paid-in capital of the Company.
(IV) Amortize or rotate special reserve as required by law or the competent authority.
(V) For the balance after deduction of the sums under Paragraphs (1)-(4), the Board of Directors shall propose the allocation to be duly allocated after being submitted and resolved in the shareholders’ meeting.

The Company shall allocate special reserve in the manners listed below:

(I) With respect to the book net amount of other deductions from equity for the period in which it arises, an equivalent amount of special reserve shall be allocated from the amount of the after-tax net profit for the period, plus items other than after-tax net profit for the period, that is included in the undistributed earnings. If there remains any insufficiency, it shall be allocated from the undistributed earnings of the previous period.
(II) With respect to the cumulative net amount of other deductions from the equity in a preceding period, the Company shall allocate an amount

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of special reserve equal to the amount allocated to undistributed earnings for the preceding period.

Article 28: The Company sets its dividend policy pursuant to the Company Act and the Company's Articles of Incorporation, taking into account the Company's capital and financial structure, conditions of business operation, earnings, the attributes of industries and cycles concerned. The Company pays dividends by means of either stock dividend or cash dividends. However, dividends to shareholders shall be paid in the amount of no less than 50% of the balance of the net profit after tax for the year deducting the provision for legal reserve and various special reserves, within the balance of the distributable earnings for the current year. For cash dividends, the ratio of cash dividend shall not be less than 30% of the total dividends for the year.

Chapter 7 Supplemental Provisions

Article 29: Matters not provided for in these Articles of Association shall be subject to the Company Act and applicable laws and regulations.

Article 30: These Articles of Association were established on October 15, 1975.

1st amendment was made on January 8, 1976.

2nd amendment was made on December 10, 1981.

3rd amendment was made on December 24, 1994.

4th amendment was made on March 20, 1995.

5th amendment was made on July 7, 1995.

6th amendment was made on March 15, 1996.

7th amendment was made on June 4, 1999.

8th amendment was made on October 5, 2001.

9th amendment was made on June 3, 2002.

10th amendment was made on September 9, 2002.

11th amendment was made on October 12, 2004.

12th amendment was made on February 6, 2006.

13th amendment was made on March 6, 2006.

14th amendment was made on March 16, 2006.

15th amendment was made on July 26, 2006.

16th amendment was made on November 27, 2006.

17th amendment was made on December 29, 2006.

18th amendment was made on June 26, 2007.

19th amendment was made on June 2, 2008.

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20th amendment was made on June 3, 2009.
21th amendment was made on June 1, 2010.
22th amendment was made on May 16, 2012.
23th amendment was made on May 31, 2013.
24th amendment was made on May 31, 2016.
25th amendment was made on May 28, 2019.
26th amendment was made on May 27, 2020.
27th amendment was made on July 19, 2021.
28th amendment was made on May 27, 2022.
29th amendment was made on May 16, 2024.
30th amendment was made on May 13, 2025.

[Appendix 2]

Ruentex Engineering & Construction Co., Ltd.

Rules of Procedure for Shareholders Meetings

Established on June 26, 2007
First amendment on May 16, 2012
Second amendment on May 28, 2015
Third amendment on May 31, 2023

Article 1 Unless otherwise stipulated by laws or regulations, the rules of procedure for the Company’s shareholders’ meeting shall be governed by these Rules.

Article 2 A “shareholder” under these Rules shall mean any shareholder and the proxy attending the meeting on behalf of the shareholder.

Article 3 The Company shall prepare an attendance book for any attending shareholder to sign in, or the attending shareholder may hand in a sign-in card as an alternative. The number of shares in attendance shall be calculated according to the shares indicated by the attendance book and sign-in cards handed in, and the shares checked in on the virtual meeting platform, plus the number of shares whose voting rights are exercised by correspondence or electronically. Any shareholder who is unable to attend a shareholders’ meeting for any reason may appoint a proxy to attend the shareholders’ meeting by presenting a proxy form printed by the Company, indicating the scope of the authorization. Relevant matters regarding entrustment of a proxy shall be handled in accordance with the Regulations Governing the Use of Proxies for Attendance at Shareholders’ Meetings of Public Companies and the applicable provisions of Article 177 of the Company Act. Each shareholder may appoint a proxy to attend each shareholders’ meeting by presenting a proxy form printed by the Company, indicating the scope of the authorization. The Company may not arbitrarily add requirements for other documents beyond those showing eligibility to attend presented by shareholders.

With the exception of a trust enterprise or a shareholder services agent approved by the competent securities authority, when one person is

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

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

After the service of the power of attorney of a proxy to the company, in case the shareholder issuing the said proxy intends to attend the shareholders' meeting in person or to exercise his/her/its voting power in writing or by way of electronic transmission, a proxy rescission notice shall be filed with the company two days prior to the date of the shareholders' meeting as scheduled in the shareholders' meeting notice so as to rescind the proxy at issue, otherwise, the voting power exercised by the authorized proxy at the meeting shall prevail.

If, after a proxy form is delivered to the Company, a shareholder wishes to attend the shareholders meeting online, a written notice of proxy cancellation shall be submitted to the Company two business days before the meeting date. If the cancellation notice is submitted after that time, votes cast at the meeting by the proxy shall prevail.

In the event of a virtual shareholders meeting, shareholders wishing to attend the meeting online shall register with the Company two days before the meeting date.

Article 4

Attendance and voting at shareholders' meetings shall be calculated based on the number of shares. A shareholder shall have one voting right for each share held, except for any share legally held by the Company itself, which does not have any voting right.

When the Company holds a shareholder meeting, it shall adopt exercise of voting rights by electronic means and may adopt exercise of voting rights by correspondence. When voting rights are exercised by correspondence or

electronic means, the method of exercise shall be specified in the shareholders meeting notice. A shareholder exercising voting rights by correspondence or electronic means will be deemed to have attended the meeting in person, and waived his or her rights to the extempore motion and amendments to existing proposals at the shareholders' meeting.

A shareholder intending to exercise voting rights by correspondence or electronic means under the preceding paragraph shall deliver a written declaration of intent to the Company before two days before the date of the shareholders meeting. When duplicate declarations of intent are delivered, the one received earliest shall prevail, except for a declaration to revoke a prior expression of intent.

If, after having exercised the voting rights in writing or electronically, a shareholder intends to attend the shareholders' meeting in person, he or she shall revoke the prior expression of intent on exercise of voting rights in the same manner as how he or she has exercised the voting rights two days before the shareholders' meeting. If the revocation is not made within the specified time limit, exercise of voting rights in writing or electronically shall prevail. In a shareholder exercises his or her voting rights in writing or electrically and issues a proxy form to authorize an agent to attend the shareholders' meeting, exercise of the voting rights by the authorized agent shall prevail.

Article 5

A notice to convene the shareholders' meeting shall be given to each shareholder no later than 30 days prior to the scheduled meeting date. A notice to convene a special meeting of shareholders shall be given to each shareholder no later than 15 days prior to the scheduled meeting date. For shareholders each holding fewer than 1,000 registered shares, the shareholders' meeting notice to be delivered to them may be done by means of an announcement made on the MOPS in accordance with other applicable laws and regulations. The shareholders' meeting shall be held at the location where the Company is headquartered or a location convenient for the shareholders to attend the meeting and suitable for convening the shareholders' meeting. The start time of the meeting shall be no earlier than 9 a.m. and no later than 3 p.m.

The restrictions on the place of the meeting shall not apply when the Company convenes a virtual-only shareholders meeting.

When the Company convenes a virtual-only shareholders meeting, both the

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chair and secretary shall be in the same location, and the chair shall declare the address of their location when the meeting is called to order.

For virtual shareholders meetings, shareholders may begin to register on the virtual meeting platform 30 minutes before the meeting starts. Shareholders completing registration will be deemed as attend the shareholders meeting in person.

Article 6 Any shareholders’ meeting convened by the Board of Directors shall be chaired by the Chairman of the Board. If the Chairman is on leave or unable to exercise his/her function for whatever reasons, the Vice Chairman shall act on his/her behalf. In the absence of a Vice Chairman or where the Vice Chairman is also on leave or unable to exercise his/her function for whatever reasons, the Chairman shall appoint one of the directors to act on his/her behalf. Where the Chairman does not make such appointment, the directors shall select one of them to act on behalf of the Chairman. If a shareholders’ meeting is convened by any person other than the Board of Directors and who has the right to do so, the meeting shall be chaired by that person. Where there are two or more such persons, they shall select one of them to serve as the chairman.

It is advisable that a shareholders’ meeting convened by the Board of Directors be chaired by the Chairperson of the Board in person and attended by a majority of the directors (including at least one independent director) in person, and at least one member of each functional committee on behalf of the committee. The attendance shall be recorded in the meeting minutes.

Article 7 Attorneys, accountants or other related persons entrusted by the Company may attend a shareholders’ meeting.

Any person managing the administrative affairs of a shareholders’ meeting shall wear an identification badge or armband.

Article 8 Audio or video records for the process of a shareholders’ meeting shall be made and retained for at least one year. If, however, a shareholder files a lawsuit pursuant to Article 189 of the Company Act, the ballots shall be retained until the conclusion of the litigation.

Where a shareholders meeting is held online, the Company shall keep records of shareholder registration, sign-in, check-in, questions raised, votes cast and results of votes counted by the Company, and continuously audio and video record, without interruption, the proceedings of the virtual meeting

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from beginning to end.

The information and audio and video recording in the preceding paragraph shall be properly kept by the Company during the entirety of its existence, and copies of the audio and video recording shall be provided to and kept by the party appointed to handle matters of the virtual meeting.

In case of a virtual shareholders meeting, the Company is advised to audio and video record the back-end operation interface of the virtual meeting platform.

Article 9 The chair shall call the meeting to order upon the meeting time and disclose information concerning the number of non-voting shares and number of shares represented by shareholders attending the meeting. However, when the attending shareholders do not represent a majority of the total number of issued shares, the chair may announce a postponement, provided that no more than two such postponements, for a combined total of no more than one hour, may be made. If the shareholders present after the second postponement, while still not meeting the quorum, represent at least one third of the total shares issued, a tentative resolution may be adopted in accordance with Paragraph 1, Article 175 of the Company Act. A notice of such tentative resolution shall be given to each of the shareholders, and reconvene a Shareholders' meeting within one month.

If the shareholders present before the end of the meeting already represent a majority of the total shares issued, the chair may re-propose the tentative resolution for voting at the meeting in accordance with Article 174 of the Company Act.

Article 10 If a Meeting is convened by the board of directors, the meeting agenda shall be set by the board of directors. The meeting shall proceed in accordance with the agenda, which may not be changed without a resolution of the meeting. If any shareholder is in violation of the procedure, the chair shall immediately stop him/her from speaking and ask him/her to propose an extempore motion instead.

The preceding paragraph shall apply mutatis mutandis to any shareholders' meeting convened by any person other than the Board of Directors and who

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has the right to do so.

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.

During the session of a shareholders’ meeting, if the chairman declares the adjournment of the meeting in a manner in violation of such rules governing the proceedings of meetings, a new chairman of the meeting may be elected by a resolution to be adopted by a majority of the voting rights represented by the shareholders attending the said meeting to continue the proceedings of the meeting.

After the meeting is adjourned, the shareholders may not elect another chair or find another venue to resume the meeting.

Article 11 Before any shareholder attending a shareholders’ meeting delivers a statement, the shareholder shall submit a speaker’s slip containing the subject of his/her statement and his/her account number (or attendance card number) and account name. The chair shall determine the order in which the shareholder delivers his/her statement.

Any shareholder who has submitted a speaker’s slip without delivering his/her statement shall be deemed as not having delivered any statement at all. In the event of any inconsistency between the statement delivered and that contained in the speaker’s slip, the statement delivered shall prevail.

When a shareholder is delivering his/her statement, any other shareholder may not interrupt with his/her own statement without consent by both the chair and the shareholder delivering his/her statement. The chair shall stop any such interruption.

Article 12 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.

If any shareholder’s statement violates these Rules or exceeds the scope of the proposal, the chair may stop the delivery of his/her statement.

Where a virtual shareholders meeting is convened, shareholders attending the virtual meeting online may raise questions in writing at the virtual meeting platform from the chair declaring the meeting open until the chair declaring the meeting adjourned. No more than two questions for the same proposal may be raised. Each question shall contain no more than 200 words.

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The regulations in the preceding two paragraphs do not apply.

As long as questions so raised in accordance with the preceding paragraph are not in violation of the regulations or beyond the scope of a proposal, it is advisable the questions be disclosed to the public at the virtual meeting platform.

Article 13 Any juristic person to be present at the shareholders’ meeting as a proxy may only send one representative to the meeting.

Where any shareholder who is a juristic person has sent two or more representatives to attend the shareholders’ meeting, only one of them may be selected to deliver a statement on a proposal.

Article 14 After the attending shareholders have delivered their statements, the chairperson may give or have designated persons give responses.

Article 15 If the chair determines that any proposal has been sufficiently discussed and can be put to a vote, he/she may end the discussion and submit the proposal to a vote.

Article 16 Vote monitoring and counting personnel for the voting on a proposal shall be appointed by the chair, provided that all monitoring personnel shall be shareholders of the Company. The voting result shall be announced on-site, with a record made in this regard.

When the Company convenes a virtual shareholders meeting, after the chair declares the meeting open, shareholders attending the meeting online shall cast votes on proposals and elections on the virtual meeting platform before the chair announces the voting session ends or will be deemed abstained from voting.

In the event of a virtual shareholders meeting, votes shall be counted at once after the chair announces the voting session ends, and results of votes and elections shall be announced immediately.

In the event of a virtual shareholders meeting, when declaring the meeting open, the chair 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

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of Shareholder Services of Public Companies, if the virtual meeting platform or participation in the virtual meeting is obstructed due to natural disasters, accidents or other force majeure events before the chair has announced the meeting adjourned, and the obstruction continues for more than 30 minutes and such obstacles cannot be resolved, 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.

When the Company convenes a hybrid shareholders meeting, if shareholders who have registered to attend the meeting online in accordance with Article 3 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 online.

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 17 During the process of the meeting, the chair may announce a break at any time deemed appropriate by him/her. In the event of force majeure, the chair may suspend the meeting and announce a time for the resumption of the meeting depending on the circumstances.

If the meeting venue is no longer available for continued use before all of the items (including extempore motions) on the meeting agenda have been completed, the shareholders’ meeting may adopt a resolution to resume the meeting at another venue.

A resolution may be adopted by the shareholders’ meeting to postpone or resume the meeting within five days.

Article 18 Except as otherwise provided in the Company Act and the Articles of Association, a proposal shall be adopted by a majority of the voting rights represented by the attending shareholders. A proposal shall be deemed as

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adopted if, after the chair has consulted the attending shareholders, no objection has been raised against it. Any proposal adopted in such a manner shall be equally effective as that adopted by voting.

Article 19 Where there is any amendment or alternative proposal, the chair shall determine the order in which the amendment or alternative proposal and the original one are put to a vote. If one of the proposals is adopted, the other proposals shall be deemed as rejected, and no further voting is required.

Article 20 The chair may direct disciplinary officers (or security guards) to help maintain order at the meeting. When proctors or security personnel help maintain order at the meeting place, they shall wear an identification card or armband bearing the word "Proctor."

At the place of the shareholders' meeting, if any shareholder speaks through any device other than the public address equipment set up by the Company, the chair may prevent the shareholder from doing so.

When any shareholder violates these Rules and defies the chair's correction, obstructing the proceedings and refusing to heed calls to stop, the chair may direct disciplinary officers or security guards to escort the shareholder out of the meeting.

Article 21 During the process of the meeting, if a civil defense siren goes off, the meeting shall be suspended with evacuation of the attendees. The meeting shall resume one hour after the end of the siren.

Article 22 Matters not provided for in these Rules shall be subject to the meeting rules issued by the Ministry of the Interior.

Article 23 These Rules and all amendments thereto shall be enforced upon approval by a shareholders' meeting.

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[Appendix 3]

Ruentex Engineering & Construction Co., Ltd. Regulations for the Election of Directors

Established on June 26, 2007

First amendment on May 16, 2012

Second amendment on May 31, 2016

Third amendment on July 19, 2021

Article 1 Except as otherwise provided by the law or the Articles of Incorporation, the election and re-election and by-election of the directors of the Company shall be governed by these Regulations.

Article 2 The election of directors is based on the candidate nomination system. Directors shall be elected by the shareholders from among the List of candidates for directors.

Article 3 The election of directors shall be based on the cumulative voting system.

Article 4 When the directors are elected at a general meeting, except as otherwise provided by the Articles of Incorporation, each share shall have the same number of voting rights as the number of directors to be elected, and may be cast for a single candidate or split among multiple candidates.

Article 5 The number of directors shall be as specified in the Articles of Incorporation of the Company. The number of voting rights for independent and non-independent directors shall be calculated separately. Those receiving the highest numbers of voting rights shall be elected sequentially according to their respective numbers of votes. If two or more persons receive the same number of votes, thus exceeding the specified number of positions, they shall draw lots to determine the winner, with the chair drawing lots on behalf of any person not in attendance.

Article 6 The ballots shall be printed by the Board of Directors of the Company, and distributed to each shareholder based on the number of directors to be elected (one vote for one person). The number of voting rights specified in each ballot shall be the number of voting rights of the relevant shareholder.

Article 7 Attendance card numbers printed on the ballots may be used instead of the account numbers of voters.

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Article 8 The election begins, the chair shall appoint a number of persons to perform the respective duties of vote monitoring and counting personnel.

Article 9 A ballot shall be invalid under any of the following circumstances: 1. A ballot printed by a party with the power to convene was not used. 2. The "Candidate" column is left blank. 3. The writing is unclear and indecipherable or has been altered. 4. The candidate whose name is entered in the ballot does not conform to the director candidate list. 5. Other words or marks are entered in addition to the number of voting rights allotted. 6. The number of voting rights to be cast exceeds that recorded in the shareholder register (converted number of voting rights). 7. Two or more candidates have been written on the ballot.

Article 10 After the balloting, the ballot box shall be opened on the spot. The results of the election shall be announced by the chair on the spot, including the list of directors elected and the number of votes with which they were elected.

Article 11 Any matters not specified in the Regulations shall be handled in accordance with the Company Act and relevant laws and regulations.

Article 12 These Regulations and any amendment thereto shall be implemented after they are approved by the shareholders' meeting.

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[Appendix 4]

Shares Held by the Directors of Ruentex Engineering & Construction Co., Ltd.

Book Closure Date of the Annual Meeting of Shareholders: March 13, 2026

List of the minimum number of shares held by all directors and the numbers of shares held by the shareholders in the shareholder register

Title	Legally required percentage of shareholding	Legally required number of shared held	Number of shares recorded in the shareholder register
All directors	5.0000%	15,535,800 shares	147,822,234 shares

List of shares held by directors

Title	Name	Date of election	Term of office (year)	Number of shares recorded in the shareholder register (share)	Percentage of shares held (%)
Chairman	Ruentex Development Co., Ltd. Representative: Lee, Chih-Hung	May 31, 2023	3	121,627,725	39.14
Director	Yingjia Investment Co., Ltd. Representative: Mo, Wei-Han	May 31, 2023	3	19,418,599	6.25
Director	Ruen Hua Dyeing & Weaving Co., Ltd. Representative: Yin, Chung-Yao	May 31, 2023	3	5,947,334	1.91
Director	Ruentex Development Co., Ltd. Representative: Chang, Kun-Long	May 31, 2023	3	121,627,725	39.14
Director	Huei Hong Investment Co., Ltd. Representative: Chen, Chih-Chuan	May 31, 2023	3	828,576	0.27
Director	Ruentex Development Co., Ltd. Representative: Lin, Chin-Szu	May 31, 2023	3	121,627,725	39.14

Independent Director	Shen, Xiao-Ling	May 31, 2023	3	0	0.00
Independent Director	Zheng, Hui-Bin	May 31, 2023	3	0	0.00
Independent Director	Lin, Kuo-Feng	May 31, 2023	3	0	0.00
Total number of shares held and ratio of shareholding by all directors				147,822,234	47.57

Note 1: The percentage of combined shareholding of all directors is in line with the Rules.
Note 2: The Company set up an Audit Committee in June 22, 2020.

AI assistant

REC — AGM Information 2026

52156_rns_2026-04-10_d24aceb0-b152-4764-a08a-ebc5aab5e91d.pdf

Handbook for the 2026 Annual Meeting of Shareholders

Table of Contents

I. Business Status:

II. Financial Performance:

Opinion

Basis for Opinion

Key audit matters

Recognition of Construction Contract Revenue – Assessment of Percentage of Completion

Description of the Matter

Corresponding audit procedures

Accuracy of timing in recognition of construction costs

Description of the matter

Corresponding audit procedures

Other Matter- Parent company only financial statements

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

Auditors' responsibilities for the audit of the consolidated financial statements

Opinion

Basis for Opinion

Key audit matters

Recognition of Construction Contract Revenue – Assessment of Percentage of Completion

Description of the matter

Corresponding audit procedures

Accuracy of timing in recognition of construction costs

Description of the matter

Corresponding audit procedures

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

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

Ruentex Engineering & Construction Co., Ltd.

Comparison Table of the Amended Provisions of the Procedures for Acquisition or Disposal of Assets

Ruentex Engineering & Construction Co., Ltd.

Details of the Non-compete Clause Removed for Director Candidates

Articles of Incorporation of Ruentex Engineering & Construction Co., Ltd.

Chapter 1 General provisions

Chapter 2 Shares

Chapter 3 Shareholders’ Meeting

Chapter 4 Directors and the Audit Committee

Chapter 5 Managers

Chapter 6 Accounting

Chapter 7 Supplemental Provisions

Ruentex Engineering & Construction Co., Ltd.

Rules of Procedure for Shareholders Meetings

Shares Held by the Directors of Ruentex Engineering & Construction Co., Ltd.

More from REC

REC AGM Information 2026